Common use of Transfer by Grantee Clause in Contracts

Transfer by Grantee. (a) Except as provided in Section 5.4 of the Master Conveyance, prior to the fifth anniversary of the Effective Date, Grantee shall not assign any Overriding Royalty Interests. From and after the fifth anniversary of the Effective Date, subject to Section 5.5 of the Master Conveyance, without the prior written consent of Grantor, Grantee may assign or transfer all, but not less than all, of the Overriding Royalty Interests and may assign or transfer its rights and interest in and under this Conveyance with respect to any Overriding Royalty Interest to any assignee of such Overriding Royalty Interest; provided that Grantee shall only be entitled to assign the Overriding Royalty Interests and the rights under this Conveyance to one assignee of Grantee who acquires all of Grantee’s interest in the Overriding Royalty Interests granted hereby (and, as provided in Section 5.1(a) of the Master Conveyance, all of Grantee’s interests in all other Overriding Royalty Interests, as defined in and granted pursuant to the Master Conveyance). (b) No change of ownership or right to receive the Overriding Royalty Interest, or of any part thereof, however accomplished, shall be binding upon Grantor until notice thereof shall have been furnished by the Person claiming the benefit thereof, and then only with respect to payments thereafter made. Notice of sale or assignment of the Overriding Royalty Interest shall consist of a copy of the recorded instrument accomplishing the same; notice of change of ownership or right to receive payment accomplished in any other manner (for example by reason of incapacity, death or dissolution) shall consist of copies of recorded documents and complete proceedings legally binding and conclusive of the rights of all parties. Until such notice shall have been furnished to Grantor as provided above, the payment or tender of all sums payable on the Overriding Royalty Interest may be made in the manner provided in this Conveyance as if no such change in interest or ownership or right to receive payment had occurred.