Common use of Limitations on Adjustments Clause in Contracts

Limitations on Adjustments. If the Purchase Price reduction, which would result from the above provided for procedure, with respect to a particular Asserted Defect does not exceed Forty Thousand Dollars ($40,000.00), no adjustment shall be made for such Asserted Defect pursuant to this Section, and such Asserted Defect shall not be taken into consideration for purposes of the calculation of any reduction pursuant to this Section. If the Purchase Price reduction which would result from the above provided for procedure as applied to all Asserted Defects does not exceed 2% of the Purchase Price (herein called the “Defect Threshold”), then no adjustment of the Purchase Price shall occur, and any Properties which would be excluded by such procedure shall not be excluded. If the Purchase Price reduction which would result from the above provided for procedure as applied to all Asserted Defects for which an adjustment is to be made exceeds the Defect Threshold, the Purchase Price shall be adjusted by the amount of all Asserted Defects for which an adjustment is to be made.

Limitations on Adjustments. If the Initial Purchase Price reduction, reduction with respect to a particular Asserted Defect which would result from the above provided for procedure, with respect to a particular Asserted Defect procedure does not exceed Forty Thousand Dollars one percent ($40,000.00)1%) of the Allocated Amount for the Oil and Gas Properties to which the Asserted Defect relates, no adjustment shall be made for such Asserted Defect pursuant to this Section, and such Asserted Defect shall not be taken into consideration for purposes of the calculation of any reduction pursuant to this SectionDefect. If the Initial Purchase Price reduction which would result from such procedure, as applied to all Asserted Defects asserted under Section 6 for which an adjustment is to be made, does not exceed one percent (1%) of the Initial Purchase Price, then no adjustment of the Initial Purchase Price shall occur, and none of the Oil and Gas Properties which would be excluded by such procedure shall be excluded. If the Initial Purchase Price reduction which would result from the above provided for procedure procedure, as applied to all Asserted Defects does not exceed 2% of the Purchase Price (herein called the “Defect Threshold”), then no adjustment of the Purchase Price shall occur, and any Properties which would be excluded by such procedure shall not be excluded. If the Purchase Price reduction which would result from the above provided for procedure as applied to all Asserted Defects asserted under Section 6 for which an adjustment is to be made exceeds one percent (1%) of the Defect ThresholdInitial Purchase Price, the Initial Purchase Price shall be adjusted by the amount by which such reduction exceeds one percent (1%) of all Asserted Defects for which an adjustment is to be made.the Initial Purchase Price;

Limitations on Adjustments. If the Purchase Price reduction, reduction with respect to a particular Asserted Defect (other than Asserted Defects pursuant to Section 7(b)(iii) or (iv)) which would result from the above provided for procedure, with respect to a particular Asserted Defect procedure does not exceed Forty Thousand Dollars ($40,000.00)15,000, no adjustment shall be made for such Asserted Defect pursuant to this Section, and such Asserted Defect shall not be taken into consideration for purposes of the calculation of any reduction pursuant to this SectionDefect. If the Purchase Price reduction which would result from the above provided for procedure procedure, as applied to all Asserted Defects asserted under Section 7(b)(i), (ii), (v) or (vi) for which an adjustment is to be made does not exceed 21% of the Base Purchase Price (herein called the “Defect Threshold”)Price, then no adjustment of the Purchase Price shall occur, and any none of the Properties which would be excluded by such procedure shall not be excluded. If the Purchase Price reduction which would result from the above provided for procedure procedure, as applied to all Asserted Defects asserted under Sections 7(b)(i), (ii), (v) and (vi) for which an adjustment is to be made exceeds 1% of the Defect ThresholdBase Purchase Price, the Purchase Price shall be adjusted by the amount by which such reduction exceeds 1% of all Asserted Defects for which an adjustment is to be madethe Base Purchase Price.

Limitations on Adjustments. If the Purchase Price reduction, reduction with respect to a particular Asserted Defect which would result from the above provided for procedure, with respect to a particular Asserted Defect procedure does not exceed Forty Five Thousand Dollars ($40,000.005,000) (the “Individual Defect Threshold”), no adjustment shall be made for such Asserted Defect pursuant to this Section, and such Asserted Defect shall not be taken into consideration for purposes of the calculation of any reduction pursuant to this SectionDefect. If the Purchase Price reduction which would result from the above provided for procedure procedure, as applied to all Asserted Defects for which an adjustment is to be made, does not exceed 2% of the Purchase Price Twenty-Five Thousand Dollars (herein called $25,000) (the “Aggregate Defect Threshold”), then no adjustment of the Purchase Price shall occur, and any none of the Properties which would be excluded by such procedure shall not be excluded. If the Purchase Price reduction which would result from the above provided for procedure procedure, as applied to all Asserted Defects for which an adjustment is to be made exceeds the Aggregate Defect Threshold, the Purchase Price shall be adjusted by the entire amount of such Purchase Price adjustment, regardless of the Aggregate Defect Threshold (such adjustment being from the first dollar of the value of all Asserted Defects for which an adjustment is to be madewhich, individually, exceed the Individual Defect Threshold).

Limitations on Adjustments. If the Base Purchase Price reductionreduction with respect to a particular Asserted Defect which would result from the above provided for procedure does not exceed $20,000.00 no adjustment shall be made for such Asserted Defect. If the Base Purchase Price reduction (or increase), which would result from the above provided for procedure, with respect as applied to a particular Asserted Defect Defects set forth in Section 7.2(a) through (d) for which an adjustment is to be made (and to all upward adjustments under Section 7.7) does not exceed Forty Thousand Dollars $7,500,000 ($40,000.00), no adjustment shall be made for “Title Deductible”) as to such Asserted Defect pursuant to this Section, Defects and such Asserted Defect shall not be taken into consideration for purposes of the calculation of any reduction pursuant to this Section. If the Purchase Price reduction which would result from the above provided for procedure as applied to all Asserted the Defects set forth in Section 7.2(e)for which adjustments are to be made does not exceed 2% of the Purchase Price $7,500,000 (herein called the “Defect ThresholdEnvironmental Deductible”)) as to such Defects, then no adjustment of the Base Purchase Price shall occur, and any none of the Properties which would be excluded by such procedure shall not be excluded. If the Base Purchase Price reduction (or increase) which would result from the above provided for procedure as applied to all Asserted Defects for which an adjustment is to be made exceeds the Defect Threshold(and to all upward adjustments under Section 7.7 exceeds, respectively, the Title Deductible or the Environmental Deductible, the Base Purchase Price shall be adjusted by the amount of all Asserted Defects for by which an adjustment is to be madesuch reduction (or increase) exceeds the Environmental Deductible or Title Deductible, respectively.

Limitations on Adjustments. If the Purchase Price reduction, which would result from the above provided for procedure, with respect to a particular Asserted Defect does not exceed Forty Twenty-Five Thousand Dollars ($40,000.0025,000), no adjustment shall be made for such Asserted Defect pursuant to this Section, and such Asserted Defect shall not be taken into consideration for purposes of the calculation of any reduction pursuant to this Section. If the Purchase Price reduction which would result from the above provided for procedure as applied to all Asserted Defects (but excluding the Excluded Seller Properties) does not exceed 2% of the Purchase Price One Million Dollars ($1,000,000) herein called the (“Defect ThresholdDeductible”), then no adjustment of the Purchase Price shall occur, and any Properties which would be excluded by such procedure shall not be excluded. If the Purchase Price reduction which would result from the above provided for procedure as applied to all Asserted Defects for which an adjustment is to be made exceeds the Defect ThresholdDeductible, the Purchase Price shall be adjusted by the amount by which such reduction exceeds the Defect Deductible, as applicable. The threshold limitation set forth in the first sentence of all Asserted Defects for which an this Section shall not apply to those matters set forth on Exhibit 7.2(c). Any adjustment is relating to those matters set forth on Exhibit 7.2(c) shall not be madeincluded in the reductions aggregated to calculate the Defect Deductible and shall be a reduction to the Purchase Price (subject to the provisions of Section 7.4) without any limitations set forth in this Section 7.8.