Title and Environmental Sample Clauses

Title and Environmental. The aggregate amount to be deducted from the Purchase Price at the Closing as determined by the Parties on account of Title Defects, Environmental Defects and Casualty Losses, and the Allocated Value of the Assets (or portion thereof) to be excluded on account of preferential purchase rights and consents shall not exceed twenty percent (20%) of the Purchase Price.
Sample 1Sample 2Sample 3See All (19)
AutoNDA by SimpleDocs
Title and Environmental. The aggregate of the Title Defect Adjustment-Assets, the Title Defect Adjustment-Non-Producing Interests, all Title Defect Exclusions, the Net Casualty Loss, the Environmental Defect Adjustment-Assets, the Environmental Defect Adjustment-Non-Producing Interests, the value of all Environmental Defect Exclusions, and the Allocated Value of all Allocated Properties and the WNPI Allocated Value of all Wapiti Non-Producing Interests that are to be excluded on account of consents or preferential purchase rights under Section 4.9, Section 4.10 or Section 4.12, as applicable, shall not exceed $9,000,000. The aggregate of the Title Defect Adjustment-Assets, all Title Defect Exclusions, the Net Casualty Loss, the Environmental Defect Adjustment-Assets, the value of all Environmental Defect Exclusions-Assets, and the Allocated Value of all Allocated Properties that are to be excluded on account of consents or preferential purchase rights under Section 4.9, Section 4.10 or Section 4.12, as applicable, shall not exceed $4,000,000.
Sample 1
Title and Environmental. The aggregate of the Title Defect Adjustment, all Title Defect Exclusions, the Net Casualty Loss, the Environmental Defect Adjustment, all Environmental Defect Exclusions, and the Allocated Value of all Allocated Properties subject to Required Consents that have not been obtained prior to Closing, shall not exceed 15% of the Purchase Price;
Sample 1
Title and Environmental. 7.00 As to the oil and gas properties owned by Aspen set forth in Exhibits "C-1" and "C-2" (Exhibits C-1 and C-2 are collectively referred to as Exhibit "C"), this Article VII shall apply.
Sample 1
Title and Environmental 
Sample 1Sample 2Sample 3

Related to Title and Environmental

  • Compliance with Environmental Laws; Environmental Reports (a) Comply, and cause all lessees and other persons occupying Real Property owned, operated or leased by any Company to comply, in all material respects with all Environmental Laws and Environmental Permits applicable to its operations and Real Property; obtain and renew all material Environmental Permits applicable to its operations and Real Property; and conduct all Responses required by, and in accordance with, Environmental Laws; provided that no Company shall be required to undertake any Response to the extent that its obligation to do so is being contested in good faith and by proper proceedings and appropriate reserves are being maintained with respect to such circumstances in accordance with GAAP.

  • Compliance with Environmental Laws Except as otherwise described in the Prospectus, and except as would not, individually or in the aggregate, result in a Material Adverse Change (i) neither the Company nor any of its subsidiaries is in violation of any federal, state, local or foreign law or regulation relating to pollution or protection of human health or the environment (including, without limitation, ambient air, surface water, groundwater, land surface or subsurface strata) or wildlife, including without limitation, laws and regulations relating to emissions, discharges, releases or threatened releases of chemicals, pollutants, contaminants, wastes, toxic substances, hazardous substances, petroleum and petroleum products (collectively, “Materials of Environmental Concern”), or otherwise relating to the manufacture, processing, distribution, use, treatment, storage, disposal, transport or handling of Materials of Environmental Concern (collectively, “Environmental Laws”), which violation includes, but is not limited to, noncompliance with any permits or other governmental authorizations required for the operation of the business of the Company or its subsidiaries under applicable Environmental Laws, or noncompliance with the terms and conditions thereof, nor has the Company or any of its subsidiaries received any written communication, whether from a governmental authority, citizens group, employee or otherwise, that alleges that the Company or any of its subsidiaries is in violation of any Environmental Law; (ii) there is no claim, action or cause of action filed with a court or governmental authority, no investigation with respect to which the Company has received written notice, and no written notice by any person or entity alleging potential liability for investigatory costs, cleanup costs, governmental responses costs, natural resources damages, property damages, personal injuries, attorneys’ fees or penalties arising out of, based on or resulting from the presence, or release into the environment, of any Material of Environmental Concern at any location owned, leased or operated by the Company or any of its subsidiaries, now or in the past (collectively, “Environmental Claims”), pending or, to the Company’s knowledge, threatened against the Company or any of its subsidiaries or any person or entity whose liability for any Environmental Claim the Company or any of its subsidiaries has retained or assumed either contractually or by operation of law; and (iii) to the best of the Company’s knowledge, there are no past or present actions, activities, circumstances, conditions, events or incidents, including, without limitation, the release, emission, discharge, presence or disposal of any Material of Environmental Concern, that reasonably could result in a violation of any Environmental Law or form the basis of a potential Environmental Claim against the Company or any of its subsidiaries or against any person or entity whose liability for any Environmental Claim the Company or any of its subsidiaries has retained or assumed either contractually or by operation of law.

Time is Money Join Law Insider Premium to draft better contracts faster.