Exclude Property. With respect to each well listed on Exhibit A as to which Buyer and Seller are unable to agree upon appropriate adjustment with respect to all such matters affecting such well, such well (together with such related rights in any unit including the same, and other rights, as may be necessary or appropriate to own, operate and produce the same) will be excluded from the transaction contemplated hereby, and a downward adjustment of the Purchase Price will be made by the amount mutually agreed to by the Parties.
Exclude Property. With respect to each Property as to which Buyer and Seller are unable to agree upon an appropriate adjustment with respect to all such matters affecting such Property or each Property as to which the Asserted Defect amount exceeds an amount properly allocable to such Property based upon the allocated values set forth on Schedule I, or for any other reason set forth by Seller, such Property may be excluded at the option of either Buyer or Seller, from the transaction contemplated hereby, and the Purchase Price will be reduced by an amount properly allocable to such Property based upon the allocated values set forth on Schedule I for the wxxxx and PDNP or PUD locations located on such Property plus the amount attributed on Schedule I to the units in which such Property participates (but in the case of such units, limited to the portion of such amount which is proportionate to the portion of Seller's interest in such units, respectively, which is attributable to such Property) (the "Allocated Property Value"); provided, however, if Seller is able to cure such Asserted Defects prior to the Defect Cure Deadline, then Seller shall convey the affected Property to Buyer and Buyer shall pay to Seller the Allocated Property Value for such Property.
Exclude Property. With respect to each Property as to which Buyer and Seller are unable to agree upon appropriate adjustment with respect to all such matters affecting such Property, such Property will be excluded from the transaction contemplated hereby, and the Purchase Price will be reduced by the amount attributed on Exhibit 4.1 to the xxxxx located on such Property plus the amount attributed on Exhibit 4.1 to the units in which such Property participates (but in the case of such units, limited to the portion of such amount which is proportionate to the portion of Seller's interest in such units, respectively, which is attributable to such Property).
Exclude Property. With respect to each Warranted Property as to which Purchaser and Seller are unable to agree upon appropriate adjustment with respect to all such matters affecting such Warranted Property, such Warranted Property will either be subject to Arbitration or, at Seller’s request, be excluded from the transaction contemplated hereby. If exclusion is selected by the Seller, the Purchase Price will be reduced by the amount attributed on the Allocation Schedule for the number of Lease acres in such Prospect or Prospects, or Well(s) located on such Warranted Property plus the amount attributed on the Allocation Schedule to the Units and PUD Locations in which such Warranted Property participates (but in the case of such Units and PUD Locations, limited to the portion of such amount which is proportionate to the portion of Seller’s interest in such Units and PUD Locations, respectively, which is attributable to such Warranted Property). At Seller’s request Purchaser will, within thirty (30) days of such exclusion and written request for reassignment, reassign the Lease(s) and Well(s) excluded to Seller. At such point the reassigned Assets will be excluded from the applicable Propsect(s)’ AMI.
