Common use of Adjustment for Title Defects and Benefits Clause in Contracts

Adjustment for Title Defects and Benefits. (a) With respect to each Property affected by one or more Title Defects timely noticed under Section 3.04(a), the unadjusted Purchase Price shall be reduced at Closing by an amount (the “Title Defect Amount”) equal to the reduction in the Allocated Value for such Property caused by such Title Defects, as determined pursuant to Section 3.07(a). With respect to each Property affected by one or more Title Benefits timely noticed under Section 3.04(b), the unadjusted Purchase Price shall be increased at Closing by an amount (the “Title Benefit Amount”) equal to the increase in the Allocated Value for such Property caused by such Title Benefits, as determined pursuant to Section 3.07(b). (b) WITHOUT LIMITING BUYER’S RIGHTS AND REMEDIES UNDER ARTICLE IX (WITH RESPECT TO BREACHES OF THE REPRESENTATIONS AND WARRANTIES, OR THE COVENANTS OF SELLERS IN ARTICLE VI), THE RIGHTS AND REMEDIES AFFORDED TO BUYER IN THIS ARTICLE III WITH RESPECT TO TITLE DEFECTS (INCLUDING SECTION 3.01(C), SECTION 3.06(A), SECTION 3.11 AND SECTION 3.12) SHALL, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BE THE EXCLUSIVE RIGHT AND REMEDY OF BUYER WITH RESPECT TO TITLE DEFECTS. (c) SECTION 3.07(B) AND SECTION 3.11 SHALL, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BE THE EXCLUSIVE RIGHT AND REMEDY OF SELLERS WITH RESPECT TO TITLE BENEFITS.

Adjustment for Title Defects and Benefits. (a) With respect to each Property affected by one or more Title Defects timely noticed under Section 3.04(a), the unadjusted Purchase Price shall be reduced at Closing by an amount (the “Title Defect Amount”) equal to the reduction in the Allocated Value for such Property caused by such Title Defects, as determined pursuant to Section 3.07(a). With respect to each Property affected by one or more Title Benefits timely noticed under Section 3.04(b), the unadjusted Purchase Price shall be increased at Closing by an amount (the “Title Benefit Amount”) equal to the increase in the Allocated Value for such Property caused by such Title Benefits, as determined pursuant to Section 3.07(b)3.07. (b) WITHOUT LIMITING BUYER’S RIGHTS AND REMEDIES UNDER ARTICLE IX (WITH RESPECT TO BREACHES OF THE REPRESENTATIONS AND WARRANTIES, OR THE COVENANTS OF SELLERS IN ARTICLE VI), THE RIGHTS AND REMEDIES AFFORDED TO BUYER IN THIS ARTICLE III WITH RESPECT TO TITLE DEFECTS (INCLUDING SECTION 3.01(C), SECTION 3.06(A), SECTION 3.11 AND SECTION 3.12) SHALL, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BE THE EXCLUSIVE RIGHT AND REMEDY OF BUYER WITH RESPECT TO TITLE DEFECTS. (c) SECTION 3.07(B) AND SECTION 3.11 SHALL, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BE THE EXCLUSIVE RIGHT AND REMEDY OF SELLERS WITH RESPECT TO TITLE BENEFITS.

Adjustment for Title Defects and Benefits. (a) With respect to each Property affected by one or more Title Defects timely noticed under Section 3.04(a), the unadjusted Purchase Price shall be reduced at Closing by an amount (the “Title Defect Amount”) equal to the reduction in the Allocated Value for such Property caused by such Title Defects, as determined pursuant to Section 3.07(a). With respect to each Property affected by one or more Title Benefits timely noticed under Section 3.04(b), the unadjusted Purchase Price shall be increased at Closing by an amount (the “Title Benefit Amount”) equal to the increase in the Allocated Value for such Property caused by such Title Benefits, as determined pursuant to Section 3.07(b). (b) WITHOUT LIMITING BUYER’S RIGHTS AND REMEDIES UNDER ARTICLE IX (WITH RESPECT TO BREACHES OF THE REPRESENTATIONS AND WARRANTIES, OR THE COVENANTS OF SELLERS SELLER IN ARTICLE VI), THE RIGHTS AND REMEDIES AFFORDED TO BUYER IN THIS ARTICLE III WITH RESPECT TO TITLE DEFECTS (INCLUDING SECTION 3.01(C), SECTION 3.06(A), SECTION 3.11 AND SECTION 3.12) SHALL, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BE THE EXCLUSIVE RIGHT AND REMEDY OF BUYER WITH RESPECT TO TITLE DEFECTS. (c) SECTION 3.07(B) AND SECTION 3.11 SHALL, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BE THE EXCLUSIVE RIGHT AND REMEDY OF SELLERS SELLER WITH RESPECT TO TITLE BENEFITS.