Samson Assets definition
Examples of Samson Assets in a sentence
Except as set forth on Schedule 3.1(m), none of the Joint Assets or Samson Assets are subject to an area of mutual interest, exploration agreement, participation agreement, farmout, joint operating agreement, tax partnership or similar agreement.
Except as disclosed in Schedule 3.1(e), there are no suits, actions or other proceedings pending against Samson with respect to the Joint Assets and the Samson Assets and there is no proceeding, claim or investigation pending or threatened with respect to the Joint Assets or the Samson Assets that would likely result in a Material Adverse Effect.
Buyer hereby disclaims, waives and releases any right Buyer may have to make a claim for specific performance of the purchase and sale of the Samson’s undivided interest in the Joint Assets and the Samson Assets contemplated by this Agreement.
Upon Buyer’s request each Seller will use its best efforts to submit to Buyer, at Buyer’s expense, as promptly as practicable, such abstracts, title reports, and certificates of title covering the Joint Assets and/or Samson Assets, as applicable, which are in such Seller’s possession as of the date hereof.
Except as set forth on Schedule 3.1(l), there are no preferential rights to purchase, rights of first refusal, tag-along rights or similar rights affecting any of the Joint Assets or Samson Assets, and no third party’s consent is required to assign any Joint Asset or Samson Asset.
Samson and Buyer acknowledge and agree that the actual amount of damages resulting from such a termination would be difficult if not impossible to determine accurately due to the unique nature of this Agreement, the unique nature of the Joint Assets and the Samson Assets, the uncertainties of applicable commodity markets and differences of opinion with respect to such matters, and that the liquidated damages provided for herein are a reasonable estimate by Samson and Buyer of such damages.