Ownership Variance Sample Clauses

Ownership Variance. (a) If the adjustment is based upon Seller owning a lesser or greater net revenue interest with a corresponding proportionate lesser or greater working interest in an Asset than that shown on Exhibit “C”, then the adjustment shall be proportionate to the amount allocated to the affected Asset on Exhibit “C”. (b) If the adjustment is based upon Seller owning lesser or greater Net Mineral Acres than that set forth on Exhibit “C” for the applicable Lease, then the adjustment shall be equal to the product of (i) the shortfall or overage of Net Mineral Acres for the applicable Lease, times (ii) the applicable per Net Mineral Acre Allocated Value set forth on Exhibit “C”. (c) If the adjustment is based upon a lesser or greater net revenue interest without a corresponding proportionate lesser or greater working interest in an Asset than that shown on Exhibit “C”, then the Parties shall use their best efforts to agree upon a mutually acceptable Base Purchase Price adjustment based upon the Allocated Value for such Asset as set forth on Exhibit “C”.
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Ownership Variance. If the adjustment is based upon Sellers owning a lesser or greater net revenue interest with a corresponding proportionate lesser or greater working interest in a Well than that shown on Exhibit “B”, then the adjustment shall be proportionate to the amount allocated to the affected Well on Exhibit “C”. If the adjustment is based upon a lesser or greater net revenue interest without a corresponding proportionate lesser or greater working interest in a Well than that shown on Exhibit “B”, then the Parties shall use their best efforts to agree upon a mutually acceptable Base Purchase Price adjustment.
Sample 1Sample 2
Ownership Variance. (a) If the adjustment is based upon Seller owning a lesser or greater net revenue interest with a corresponding proportionate lesser or greater working interest in an Asset than that shown on Exhibit “C”, then the adjustment shall be proportionate to the amount allocated to the affected Asset on Exhibit “C”. (b) If the adjustment is based upon a lesser or greater net revenue interest without a corresponding proportionate lesser or greater working interest in an Asset than that shown on Exhibit “C”, then the Parties shall use their best efforts to agree upon a mutually acceptable Base Purchase Price adjustment based upon the Allocated Value for such Asset as set forth on Exhibit “C”.
Sample 1Sample 2
Ownership Variance. If the adjustment is based upon Seller’s owning a lesser or greater net revenue interest or working interest than that shown on Exhibit “A”, then the adjustment shall be proportionate to the amount allocated to the affected Interest on Exhibit “A”. If the value of the Title Defect or Additional Interest, and consequently the adjustment in Base Purchase Price, cannot be determined based upon Sections 4.4(a) or 4.4(b) above, and if the Parties cannot otherwise agree on the validity or the amount of an adjustment, Seller, at its sole option, may elect to: (i) delete the entire Interest(s) affected by the Title Defect or Additional Interest from the Interests being purchased by Buyer and reduce the Base Purchase Price by the Allocated Value set forth on Exhibit “A” attributable to such Interest(s); (ii) in the case of a Title Defect, sell to Buyer the entire Interest(s) affected by the Title Defect but either reduce the Base Purchase Price by the portion of the Allocated Value set forth on Exhibit ”A” attributable to such affected Interest(s) or provide Buyer an indemnity as to claims arising from the Title Defect; or (iii) in the case of an Additional Interest, sell to Buyer the entire Interest(s) affected by the Additional Interest at the original Allocated Value set forth on Exhibit “A” attributable to such Interest(s) proportionately increased to reflect such Additional Interest.
Sample 1Sample 2
Ownership Variance. (a) If a Title Defect represents a discrepancy between the actual Net Revenue Interest for any Asset and the Net Revenue Interest set forth in Exhibit A for such Asset, and there is a Working Interest change proportionate to the change in the Net Revenue Interest resulting from the Title Defect, then the Title Defect value for each Asset shall be the product of (A) the Allocated Value for such Asset multiplied by (B) one (1) minus a fraction, the numerator of which shall equal the actual Net Revenue Interest in such Asset, and the denominator of which shall equal the Net Revenue Interest for such Asset set forth in Exhibit A. (b) If the adjustment is based upon Seller owning lesser or greater number of Net Mineral Acres than the number of Net Mineral Acres set forth on Exhibit “A” for the applicable Lease, then the adjustment shall be equal to the product of (i) the difference between the number of Net Mineral Acres set forth on Exhibit “A” and the actual number of Net Mineral Acres owned by Seller pursuant to the applicable Lease, multiplied by (ii) the applicable per Net Mineral Acre Allocated Value set forth on Exhibit “A”. (c) If the Title Defect is of a type not described in Sections 7.4.1, 7.4.2(a) or 7.4.2(b), the Title Defect value will be determined by taking into account the Allocated Value for such Asset, the portion of the Assets affected by the Title Defect, the legal effect of the Title Defect, the potential economic effect of the Title Defect over the life of the affected Assets and such other factors as are necessary to make a proper evaluation of the Title Defect value.
Sample 1Sample 2
Ownership Variance. If the adjustment is based upon Seller owning a lesser or greater net revenue interest with a corresponding proportionate lesser or greater working interest in a Well than that shown on Exhibit “B”, then the adjustment shall be proportionate to the amount allocated to the affected Well on Exhibit “C-1.” If the adjustment is based upon a lesser or greater net revenue interest without a corresponding proportionate lesser or greater working interest in a Well than that shown on Exhibit “B,” then the Parties shall use their best efforts to agree upon a mutually acceptable Base Purchase Price adjustment based upon the Allocated Value for such Well as set forth on Exhibit “C-1.” If the adjustment is based upon a lesser or greater net revenue interest in a given Lease than that shown on Exhibit “C-2,” then the Parties shall use their best efforts to agree upon a mutually acceptable Base Purchase Price adjustment based upon the Allocated Value for such Lease as set forth on Exhibit “C-2.” Likewise, if the adjustment is based upon Seller owning a fewer or greater number of Net Mineral Acres in a Lease than that shown on Exhibit “C-2”, then the adjustment shall be proportionate to the amount allocated to the affected Lease on Exhibit “C-2”.
Sample 1
Ownership Variance. If the adjustment is based upon Seller owning a lesser or greater Net Revenue Interest with a corresponding proportionate lesser or greater Working Interest in a Well than that shown on Exhibit “B-1” or in an Inventory Location than that shown on Exhibit “B-2”, then the adjustment shall be proportionate to the Allocated Value of the affected Well on Exhibit “E-1” or the Allocated Value of the affected Inventory Location on Exhibit “E-2” (as applicable). If the adjustment is based upon a lesser or greater Net Revenue Interest without a corresponding proportionate lesser or greater Working Interest in a Well than that shown on Exhibit “B-1” or in an Inventory Location than that shown on Exhibit “B‑2”, then the Parties shall use their best efforts to agree upon a mutually acceptable Base Purchase Price adjustment based upon the Allocated Value for such Well as set forth on Exhibit “E‑1” or the Allocated Value of the affected Inventory Location on Exhibit “E-2” (as applicable).
Sample 1
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Ownership Variance. If the adjustment is based upon Seller owning a lesser or greater Net Revenue Interest and proportionate Working Interest than that shown on Exhibit “E,” then the adjustment shall be proportionate to the amount allocated to the affected Asset on Exhibit “E.”
Sample 1
Ownership Variance. If the adjustment is based upon Sellers owning a lesser or greater net revenue interest with a corresponding proportionate lesser or greater working interest in an Asset than that shown on Exhibit “B”, then the adjustment shall be the Allocated Value of the affected Asset multiplied by a fraction, the numerator of which is the difference in Sellers’ (and Buyer’s, as successor in interest to Sellers) confirmed net revenue interest less Sellers’ net revenue interest shown on Exhibit “B”, and the denominator of which is Sellers’ net revenue interest shown on Exhibit “B”. If the adjustment is based upon a lesser or greater net revenue interest without a corresponding proportionate lesser or greater working interest in an Asset than that shown on Exhibit “B”, then the Parties shall use their best efforts to agree upon a mutually acceptable Base Purchase Price adjustment based upon the Allocated Value for such Asset as set forth on Exhibit “C”.
Sample 1

Related to Ownership Variance

  • OWNERSHIP TITLE The Licensed Software is the proprietary property of Symantec or its licensors and is protected by copyright law. Symantec and its licensors retain any and all rights, title and interest in and to the Licensed Software, including in all copies, improvements, enhancements, modifications and derivative works of the Licensed Software. Your rights to use the Licensed Software shall be limited to those expressly granted in this License Agreement. All rights not expressly granted to You are retained by Symantec and/or its licensors.

  • POLICY TITLE AND OWNERSHIP Title and ownership shall reside in the Bank for its use and for the use of the Insured all in accordance with this Agreement. The Bank alone may, to the extent of its interest, exercise the right to borrow or withdraw on the policy cash values. Where the Bank and the Insured (or assignee, with the consent of the Insured) mutually agree to exercise the right to increase the coverage under the subject Split Dollar policy, then, in such event, the rights, duties and benefits of the parties to such increased coverage shall continue to be subject to the terms of this Agreement.

  • Ownership Structure Part I of Schedule 7.1.(b) is, as of the Agreement Date, a complete and correct list of all Subsidiaries of the Parent setting forth for each such Subsidiary, (i) the jurisdiction of organization of such Subsidiary, (ii) each Person holding any Equity Interest in such Subsidiary, (iii) the nature of the Equity Interests held by each such Person, (iv) the percentage of ownership of such Subsidiary represented by such Equity Interests and (v) whether such Person is the Parent, the Borrower or a Subsidiary Guarantor. As of the Agreement Date, except as disclosed in such Schedule, (A) each of the Parent and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens of the types described in clauses (a) and (f) of the definition of “Permitted Liens” or, solely with respect to any Subsidiary that is an obligor in respect of any Nonrecourse Indebtedness, a Lien in favor of the holder of such Nonrecourse Indebtedness to secure the obligations thereunder), and has the unencumbered right to vote, all outstanding Equity Interests in each Person shown to be held by it on such Schedule, (B) all of the issued and outstanding capital stock of each such Person organized as a corporation is validly issued, fully paid and nonassessable and (C) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other Equity Interests of any type in, any such Person. As of the Agreement Date, Part II of Schedule 7.1.(b) correctly sets forth all Unconsolidated Affiliates of the Parent, including the correct legal name of such Person, the type of legal entity which each such Person is, and all Equity Interests in such Person held directly or indirectly by the Parent.

  • Ownership Rights Nothing contained in this Agreement shall be construed as (a) establishing or granting to Registry Operator any property ownership rights or interests of Registry Operator in the TLD or the letters, words, symbols or other characters making up the TLD string, or (b) affecting any existing intellectual property or ownership rights of Registry Operator.

  • Record Ownership The Company, or its attorney, shall maintain a register of the Holder of the Debentures (the "Register") showing their names and addresses and the serial numbers and principal amounts of Debentures issued to them. The Register may be maintained in electronic, magnetic or other computerized form. The Company may treat the person named as the Holder of this Debenture in the Register as the sole owner of this Debenture. The Holder of this Debenture is the person exclusively entitled to receive payments of interest on this Debenture, receive notifications with respect to this Debenture, convert it into Common Stock and otherwise exercise all of the rights and powers as the absolute owner hereof.

  • Ownership Interest, Etc The Seller shall (and shall cause the Servicer to), at its expense, take all action necessary or desirable to establish and maintain a valid and enforceable undivided percentage ownership or security interest, to the extent of the Purchased Interest, in the Pool Receivables, the Related Security and Collections with respect thereto, and a first priority perfected security interest in the Pool Assets, in each case free and clear of any Adverse Claim, in favor of the Administrator (for the benefit of the Purchasers), including taking such action to perfect, protect or more fully evidence the interest of the Administrator (for the benefit of the Purchasers) as the Administrator, may reasonably request.

  • Data Ownership BA acknowledges that BA has no ownership rights with respect to the Protected Information.

  • Certificates conclusive Any certificate or determination of the Agent as to any rate of interest or any other amount pursuant to and for the purposes of any of the Security Documents shall, in the absence of manifest error, be conclusive and binding on the Borrowers and on the Banks.

  • Ownership, No Liens, etc The Pledgor is the legal and beneficial owner of, and has good and marketable title to (and has full right and authority to pledge and assign), the Pledged Collateral, free and clear of all Liens except Permitted Liens.

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