Common use of Adjustments to Purchase Price at the Closing Clause in Contracts

Adjustments to Purchase Price at the Closing. (a) At the Closing, the Unadjusted Purchase Price shall be increased by (i) all upward adjustments for Title Benefits determined in accordance with Article III, (ii) the Post-Execution Option Lease Amount, if any and (iii) any other amount provided for in this Agreement or agreed upon by Buyer and Sellers (including, without limitation, pursuant to Section 12.01). (b) At the Closing, the Unadjusted Purchase Price shall be decreased by (i) all downward adjustments for Title Defects and Environmental Defects determined in accordance with Article III and Article IV and (ii) any other amount provided for in this Agreement or agreed upon by Buyer and Seller (including, without limitation, pursuant to Section 12.01). (c) The adjustments described in Sections 10.02(a) and (b) are hereinafter referred to as the “Purchase Price Adjustments”, and the purchase price resulting from such adjustments shall be the “Adjusted Purchase Price”.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Linn Energy, LLC), Purchase and Sale Agreement (Midstates Petroleum Company, Inc.)

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Adjustments to Purchase Price at the Closing. (a) At the Closing, the Unadjusted Purchase Price shall be increased by any amount provided for in this Agreement or agreed upon by Buyer and Seller. (b) At the Closing, the Purchase Price shall be decreased by the following amounts: (i) the Allocated Value of any Subject Interests sold prior to the Closing to the holder of a preferential right pursuant to Section 4.06; (ii) all upward downward Purchase Price adjustments for Title Benefits Defects and Environmental Defects determined in accordance with Article III, IV; (iiiii) the Post-Execution Option Lease Amount, if any and amount of the Deposit; and (iiiiv) any other amount provided for in this Agreement or agreed upon by Buyer and Sellers (including, without limitation, pursuant to Section 12.01). (b) At the Closing, the Unadjusted Purchase Price shall be decreased by (i) all downward adjustments for Title Defects and Environmental Defects determined in accordance with Article III and Article IV and (ii) any other amount provided for in this Agreement or agreed upon by Buyer and Seller (including, without limitation, pursuant to Section 12.01)Seller. (c) The adjustments described in Sections 10.02(a) and (b) are hereinafter referred to as the “Purchase Price Adjustments., and the purchase price resulting from such adjustments shall be the “Adjusted Purchase Price”.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Lucas Energy, Inc.)

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Adjustments to Purchase Price at the Closing. (a) At the Closing, the Unadjusted Purchase Price shall be increased by the following amounts: (i) all upward Purchase Price adjustments for Title Benefits determined in accordance with Article III, ; (ii) the Post-Execution Option Lease Amount, if any other amount provided for in this Agreement or agreed upon in writing by Buyer and Seller; and (iii) an estimate of any and all transfer, sales, gross receipts, compensating use or similar taxes, or assessments resulting from the transaction. (b) At the Closing, the Purchase Price shall be decreased by the following amounts: (i) the Allocated Value of any Subject Interest sold prior to the Closing to the holder of a preferential right pursuant to Section 3.07; (ii) all downward Purchase Price Adjustment for Title Defects and Environmental Defects determined in accordance with Article III and Article IV; (iii) any other amount provided for in this Agreement or agreed upon by Buyer and Sellers (including, without limitation, pursuant to Section 12.01).Seller; and (biv) At the Closing, Deposit and any accrued interest on the Unadjusted Purchase Price shall be decreased by (i) all downward adjustments for Title Defects and Environmental Defects determined in accordance with Article III and Article IV and (ii) any other amount provided for in this Agreement or agreed upon by Buyer and Seller (including, without limitation, pursuant to Section 12.01)Deposit. (c) The adjustments described in Sections 10.02(a) and (b) are hereinafter referred to as the “Purchase Price Adjustments., and the purchase price resulting from such adjustments shall be the “Adjusted Purchase Price”.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Rancher Energy Corp.)

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