Adjustments to the Purchase Price. (a) The Purchase Price shall be increased by the following amounts: (i) all capital expenditures (other than expenditures for Environmental Compliance Deficiencies set forth on the Environmental Statement (each as hereinafter defined)) reasonably paid or incurred by Sellers or their affiliates that are attributable to the Assets and attributable to the period of time from and after 12:00 a.m., Houston, Texas time on the date of this Agreement to the Effective Time (as hereinafter defined); provided that any individual non-emergency capital expenditure in excess of $30,000 that is not listed on Schedule 6.2(b) must have received the prior written approval of Buyer, which approval shall not be unreasonably withheld, in order for such capital expenditure to be included in such adjustment; (ii) the market value of liquid hydrocarbons, if any, in tanks or storage included in the Assets as of the Effective Time which can be measured or reasonably estimated; (iii) the amount, if any, expended by Sellers as the cost to cure any Title Defect (as hereinafter defined) up to the amount of the deductible provided for in Section 9.3(b), for which Buyer is responsible; and (iv) any other amount provided for in this Agreement or agreed upon in writing by Buyer and Sellers. (b) The Purchase Price shall be decreased by the following amounts: (i) any amount agreed upon in writing by Buyer and Sellers; (ii) any amount agreed upon in writing by Buyer and Sellers pursuant to Section 10.1(b)(i) as the remaining cost of any incomplete or remaining corrective projects; and (iii) any other amount provided for in this Agreement or agreed upon in writing by Buyer and Sellers. (c) The adjustments described in Sections 2.3(a) and (b) are hereinafter referred to as the "Purchase Price Adjustments".
Appears in 2 contracts
Samples: Asset Purchase Agreement (Continental Natural Gas Inc), Asset Purchase Agreement (Continental Natural Gas Inc)
Adjustments to the Purchase Price. (a) The Purchase Price shall be increased by the following amounts:
(i) all capital expenditures (other than expenditures for Environmental Compliance Deficiencies set forth on the Environmental Statement (each as hereinafter defined)) reasonably paid or incurred by Sellers Seller or their its affiliates that are attributable to the Assets and attributable to the period of time from and after 12:00 a.m., Houston, Texas time on the date of this Agreement to the Effective Time (as hereinafter defined); provided that any individual non-emergency capital expenditure in excess of $30,000 that is not listed on Schedule 6.2(b) 25,000 must have received the prior written approval of Buyer, which approval shall not be unreasonably withheld, in order for such capital expenditure to be included in such adjustment;
(ii) the market themarket value of liquid hydrocarbons, if any, in tanks or storage included in the Assets as of the Effective Time which can be measured or reasonably estimated;
(iii) the amount, if any, expended by Sellers Seller as the cost to cure any Title Defect (as hereinafter defined) up to the amount of the deductible provided for in Section 9.3(b), for which Buyer is responsible; and
(iv) any other amount provided for in this Agreement or agreed upon in writing by Buyer and SellersSeller.
(b) The Purchase Price shall be decreased by the following amounts:
(i) any amount agreed upon in writing by Buyer and SellersSeller pursuant to Section 9.3(a)(i) as the cost to cure any Title Defect in excess of the deductible provided for in Section 9.3(b);
(ii) any amount agreed upon in writing by Buyer and Sellers Seller pursuant to Section 10.1(b)(i) as the remaining cost of any incomplete or remaining corrective projects; and
(iii) any other amount provided for in this Agreement or agreed upon in writing by Buyer and SellersSeller.
(c) The adjustments described in Sections 2.3(a) and (b) are hereinafter referred to as the "Purchase Price Adjustments"."Purchase Price Adjustments".
Appears in 1 contract
Samples: Purchase and Sale Agreement
Adjustments to the Purchase Price. (a) The Purchase Price shall be increased by the following amounts:
(i) all capital expenditures (other than expenditures for Environmental Compliance Deficiencies set forth on the Environmental Statement (each as hereinafter defined)) reasonably paid or incurred by Sellers Seller or their its affiliates that are attributable to the Assets and attributable to the period of time from and after 12:00 a.m., Houston, Texas time on the date of this Agreement to the Effective Time (as hereinafter defined); provided that any individual non-emergency capital expenditure in excess of $30,000 that is not listed on Schedule 6.2(b6.1(b) must have received the prior written approval of Buyer, which approval shall not be unreasonably withheld, in order for such capital expenditure to be included in such adjustment;
(ii) the market value of liquid hydrocarbons, if any, in tanks or storage included in the Assets as of the Effective Time which can be measured or reasonably estimated;
(iii) the amount, if any, expended by Sellers Seller as the cost to cure any Title Defect (as hereinafter defined) up to the amount of the deductible provided for in Section 9.3(b), for which Buyer is responsible; and
(iv) any other amount provided for in this Agreement or agreed upon in writing by Buyer and SellersSeller.
(b) The Purchase Price shall be decreased by the following amounts:
(i) any amount agreed upon in writing by Buyer and SellersSeller;
(ii) any amount agreed upon in writing by Buyer and Sellers Seller pursuant to Section 10.1(b)(i) as the remaining cost of any incomplete or remaining corrective projects; and
(iii) any other amount provided for in this Agreement or agreed upon in writing by Buyer and SellersSeller.
(c) The adjustments described in Sections 2.3(a) and (b) are hereinafter referred to as the "Purchase Price Adjustments".
Appears in 1 contract
Samples: Asset Purchase Agreement (Continental Natural Gas Inc)