Leases and Other Contracts Clause Samples
Leases and Other Contracts. (a) Exhibit B identifies all of the oil and gas leases covering the Assets (the “Leases”), and, to Seller’s knowledge, all other Contracts having terms that could materially diminish the value of the Mineral Interests. Except to the extent of this Agreement, Seller is currently not in negotiations to amend or modify any Lease or other Contract or waive any provisions thereof.
(b) Seller has provided to Buyer complete and accurate copies of the following Leases, as amended, modified or waived through the Execution Date: (i) the Oil and Gas Lease dated January 23, 2008, by and between Spanish Trail Land and Cattle Company, L.P. and IBEX Mineral Resources, L.L.C., as Lessor, and E.G.L. Exploration, L.P. and E.G.L. Resources, Inc., as Lessee (the “E.G.L. Lease”), and (ii) the Oil and Gas Lease dated September 14, 2009, by and between Cumberland & Western Resources, LLC and IBEX Mineral Resources, L.L.C., as Lessor, and Meritage Energy Company, as Lessee (the “▇▇▇▇▇ Lease”). Buyer acknowledges it is in possession of the following Leases to which Buyer or an affiliate of Buyer is a counterparty: (x) the Oil and Gas Lease dated February 29, 2008, by and between Spanish Trail Land and Cattle Company, L.P. and IBEX Mineral Resources, L.L.C., as Lessor, and Windsor Permian LLC., as Lessee (the “Spanish Trail Lease”), and (y) the Oil and Gas Lease dated December 17, 2009, by and between Cumberland and Western Resources, LLC and IBEX Mineral Resources, L.L.C., as Lessor, and Windsor Permian LLC., as Lessee (the “Cumberland Lease”, and collectively with the Spanish Trail Lease, the “Diamondback Leases”).
(c) Seller confirms that Buyer and its affiliates are in compliance with the terms and provisions, including the provisions applicable to the surface estate, of any Lease pursuant to which Buyer or its affiliates have any rights or obligations or, if not in compliance, Seller and its affiliates have waived any non-compliance with any such terms and provisions.
(d) Seller is not, nor to Seller’s knowledge is any third party, in default in any material respect under any Lease or other Contract relating to the Assets, and all such Leases and other Contracts are in full force and effect.
Leases and Other Contracts. To Seller’s knowledge, each of the Equipment Leases and Assignable Contracts is valid and subsisting, in all material respects. Subject to any action required to be taken by Seller under the FDIC Agreement and any specific consent required in any Equipment Lease and Assignable Contract, to Seller’s knowledge, each Equipment Lease and Assignable Contract is fully transferable and assignable by Seller, or will be transferable and assignable by Seller prior to the Closing Date, to Purchaser.
Leases and Other Contracts. All right, title and interest of each Seller in, to and under all leases, subleases, deeds, contracts, easements, licenses, assignments, rights-of-way, instruments and other agreements or rights relating to or associated with the use of or access to the Real Property, or benefiting the Real Property, including those described on Schedule 1(c) attached hereto (collectively, the “Contracts”).
Leases and Other Contracts. Except for the leasehold interests held by Seller and specifically excluded hereunder by Section 2.2, all of Seller's rights and interest in, to or under all facility leases, equipment leases, sales and purchase orders and other instruments, all other contracts or agreements related in any way or manner to the Acquired Assets or the Business, including without limitation, all equipment rental contracts under which Seller is the lessee, all as listed on Schedule 2.1 (g), provided that, any other leases and other contracts related to the Business that should have been included on such Schedule but was omitted from such Schedule shall be considered leases and other contracts purchased by the Buyer hereunder.
Leases and Other Contracts. A copy of any and all current lease(s) Seller has entered into with tenants (the "Leases"), as well as any and all contracts with third parties affecting the Properties and the Facilities in any way, including easement agreements, maintenance or service contracts, licenses to use any portion of the Properties and the Facilities for any purpose (the "Contracts");
Leases and Other Contracts. With respect to those Properties in which CORE holds an interest under leases or other contracts: (i) CORE is in exclusive possession of such Properties (subject to Permitted Liens and, in respect of the Tetlin Lease, to the rights of Tetlin thereunder) and has full authority thereunder to perform its obligations under this Agreement in respect thereof; (ii) CORE has not received any notice of, and has no Knowledge of, any default of any of the terms or provisions of such leases or other contracts; (iii) CORE has the authority under such contracts to perform fully its obligations under this Agreement; (iv) to the Knowledge of CORE, such contracts are valid and in good standing; and (v) the Properties covered thereby are free and clear of all defects and Liens arising by, through or under CORE.
Leases and Other Contracts. (A) Leases. Certain liabilities and obligations of Seller under each of the Leases set forth on Schedule 1.2(a)(ii)(A) attached hereto (collectively the "Assumed Leases"); provided, that Nations shall not assume or be responsible for any such liabilities or obligations which arise or accrue under the Assumed Leases prior to the Closing Date.
Leases and Other Contracts. Section 4(h) of the Disclosure Schedule lists (i) all currently effective leases of real property to which Civic Parking is a party, (ii) all currently effective leases of personal property to which Civic Parking is a party, and (iii) all contracts or undertakings to which Civic Parking is a party the performance of which will involve future consideration in excess of $10,000; excluding, however, leases, easements, contracts or undertakings relating to Excluded Assets or to Indebtedness which will not survive the Closing.
Leases and Other Contracts. All of Seller's right, title and interest (A) as lessee under those equipment, personal property and intangible property leases, rental agreements, licenses, contracts, agreements and similar arrangements described on EXHIBIT A-2 to this Agreement (collectively, the "Other Leases"), and (B) as a party to those other contracts, leases, orders, purchase orders, licenses, contracts, agreements and similar arrangements described on EXHIBIT A-3 to this Agreement (the "Other Contracts" and together with the Other Leases, the "Other Leases and Contracts"). From and after the date hereof until the fifth business day prior to the Auction (as defined in Section 18), the Buyer shall have the right to make additions to, and deletions from, the list of Other Contracts by delivering a marked copy of any such list to Seller, and such changes shall be effective immediately upon receipt by Seller.
Leases and Other Contracts. There are no outstanding (i) leases or (ii) material subleases, rental contracts, rental agreements, franchise contracts, management contracts, or other material contracts, licenses or permits, whether written or oral, affecting the Land or any Facility other than as disclosed in Schedule 3.14 attached hereto.