Subject Interests definition

Subject Interests means Assignor’s undivided interests in the Subject Lands, as determined prior to giving effect to this Conveyance (or as may be made part of the Subject Interests pursuant to Section 3.1 or 3.2 of the Development Agreement), whether as lessee under leases, as an owner of the Subject Minerals (or the right to extract such Minerals) or otherwise, by virtue of which undivided interests Assignor has the right to conduct exploration, drilling, development and Mineral production operations on the Subject Lands, or to cause such operations to be conducted, or to participate in such operations by paying and bearing all or any part of the costs, risks and liabilities of such operations, to drill, test, complete, equip, operate and produce ▇▇▇▇▇ to exploit the Minerals. The “Subject Interests” (a) may be owned by Assignor pursuant to leases, deeds, operating, pooling or unitization agreements, orders or any other instruments, agreements or documents, recorded or unrecorded, (b) include any and all extensions or renewals of leases covering the Subject Lands (or any portion thereof) obtained by Assignor, or any Affiliate thereof, within six (6) months after the expiration or termination of any such lease, and (c) are subject to the Permitted Encumbrances. For the avoidance of doubt, the “Subject Interests” do not include: (i) Assignor’s interests in the Excluded Assets; (ii) Assignor’s rights to substances other than Minerals; (iii) Assignor’s rights to Minerals (other than Assignee Minerals) under contracts for the purchase, sale, transportation, storage, processing or other handling or disposition of Minerals; (iv) Assignor’s interests in, or rights to Minerals (other than Assignee Minerals) held in pipelines, gathering systems, storage facilities, processing facilities or other equipment or facilities, other than Development ▇▇▇▇▇; or (v) any additional or enlarged interests in the Development ▇▇▇▇▇, Subject Lands or Subject Minerals acquired by Assignor after the Closing Time, except (1) to the extent any such additional or enlarged interest becomes a part of the Subject Interests by amendment to this Conveyance pursuant to Section 3.1 or 3.2 of the Development Agreement, (2) as may result from the operation of the terms of the instruments creating the Subject Interests, or (3) as may be reflected in extensions and renewals covered by the preceding sentence.

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Subject Interests shall have the meaning specified in the recitals.

Subject Interests has the meaning ascribed to such term in the recitals.

Examples of Subject Interests in a sentence

• At the Closing, upon the terms and subject to the conditions of this Agreement, Seller shall sell, transfer, and assign to Purchaser, and Purchaser shall purchase and accept from Seller, the Subject Interests, free and clear of any Encumbrances other than restrictions on transfers (i) arising under state or federal securities Laws or (ii) arising pursuant to the Organizational Documents of the Company.

• Purchaser acknowledges that any sale or other disposition of the Subject Interests must be either registered under the Securities Act and any applicable state securities or blue sky Laws, or subject to exemptions from registration under the Securities Act or such Laws.

• Purchaser understands that the Subject Interests have not been registered under the Securities Act or under any state securities or blue sky Laws, and, as a result, are subject to restrictions on transfer under applicable securities Laws.

• At the Closing, the Purchaser shall acquire and be vested with good and valid title to, and all record and beneficial ownership of, all of the Subject Interests held by Seller free and clear of all Encumbrances, except for Permitted Equity Encumbrances.

• Without limiting the generality of the foregoing, the Subject Interests owned by Seller are not subject to any option, warrant, call, pledge, put, voting trust, member agreement, voting agreement, proxy or other agreement, right, instrument or understanding with respect to any purchase, sale, issuance, transfer, repurchase, redemption or voting of any Subject Interests, other than the Organizational Documents of the Company.

More Definitions of Subject Interests

Subject Interests shall have the meaning stated in Article 2 of this Mortgage.

Subject Interests as defined in Section 2.02(a).

Subject Interests shall have the meaning given such term in the Recitals.

Subject Interests means Assignor's undivided interests in the Subject ------------------ Lands as lessee under Gas leases covering and affecting the Subject Lands, as an owner of the Subject Gas (or the right to extract such Gas), or otherwise, by virtue of which undivided interests Assignor has the right to conduct exploration, drilling, development, and Gas production operations on the Subject Lands, or to cause such operations to be conducted, or to participate in such operations by paying and bearing all or any part of the costs, risks, and liabilities of such operations, to drill, test, complete, equip, operate, and produce Wells to exploit the Gas. Any oil and gas lease or other similar instrument that covers Gas produced from the Subject Lands shall be considered a "Gas lease" hereunder, even if it also covers other substances. "Subject Interests" includes all extensions and renewals of Gas leases covering and affecting the Subject Lands acquired within six (6) months after the expiration or termination of any such lease, and all new Gas leases covering the Subject Lands (or any portion thereof) obtained by Assignor, or any Affiliate thereof prior to the termination of the Development Agreement. "Subject Interests" do not include (a) Assignor's rights to substances other than Gas; (b) Assignor's rights under contracts for the purchase, sale, transportation, storage, processing, or other handling or disposition of Gas; (c) Assignor's interests in, or rights with respect to, pipelines, gathering systems, storage facilities, processing facilities, or other equipment or facilities, other than the Wells; or (d) subject to Section 1.04(c), any after-acquired, additional, or enlarged interests in the Wells, Subject Lands or Subject Gas, except those reflected in Exhibit A-1 or Exhibit A-2 or any Additional Lease as provided for in Section 12.01, or extensions and renewals covered by the preceding sentence. "Subject Interests" may be owned by Assignor by virtue of grants or reservations in deeds, Gas leases, or other instruments, or by virtue of operating agreements, pooling or unitization agreements or orders, or other kinds of instruments, agreements, or documents, legal or equitable, recorded or unrecorded. The Subject Interests are subject to the Permitted Encumbrances.

Subject Interests has the meaning provided such term in the recitals of this Agreement.

Subject Interests has the meaning set forth in the Recitals.

Subject Interests has the meaning set forth in Section 8.01(b).