Title Deductibles. Notwithstanding anything to the contrary, (i) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 (“Individual Title Defect Threshold”); and (ii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any Title Defect that exceeds the Individual Title Defect Threshold unless (A) the sum of (1) the Title Defect Amounts of all such Title Defects that exceed the Individual Title Defect Threshold (excluding any Title Defects cured by Seller), plus (2) all Remediation Amounts of all Environmental Defects that exceed the Individual Environmental Defect Threshold (excluding any Environmental Defects cured by Seller), minus (3) all Title Benefit Amounts, exceeds (B) the Defect Deductible, after which point Buyer shall be entitled to adjustments to the Purchase Price or other remedies only with respect to such Title Defects in excess of such Defect Deductible.
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Range Resources Corp)
Title Deductibles. Notwithstanding anything to the contrary, (iA) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller the Sellers for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 (“Individual Title Defect Threshold”); and (iiB) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller the Sellers for any Title Defect that exceeds the Individual Title Defect Threshold unless (A) the sum of (1) the Title Defect Amounts of all such Title Defects that exceed the Individual Title Defect Threshold (Threshold, in the aggregate, excluding any Title Defects cured by Seller), the Sellers plus (2) all the Remediation Amounts of all environmental defects, in the aggregate, excluding any individual Environmental Defects that Condition for which the Remediation Amount does not exceed the Individual Environmental Defect Threshold (excluding and any Environmental Defects environmental defects cured by Seller), minus (3) all Title Benefit Amountsthe Sellers, exceeds (B) the Defect Aggregate Deductible, after which point Buyer shall be entitled to adjustments to the Purchase Price or other remedies only with respect to such Title Defects in excess of such Defect Aggregate Deductible.
Appears in 2 contracts
Samples: Contribution and Sale Agreement (Eagle Rock Energy Partners L P), Contribution and Sale Agreement (Eagle Rock Energy Partners L P)
Title Deductibles. Notwithstanding anything to the contrary, (i) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 200,000 (“Individual Title Defect Threshold”); and (ii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any Title Defect that exceeds the Individual Title Defect Threshold unless (A) the sum of (1) the Title Defect Amounts of all such Title Defects that exceed the Individual Title Defect Threshold (Threshold, in the aggregate, excluding any Title Defects cured by Seller), Seller plus (2) all the Remediation Amounts of all environmental defects, in the aggregate, excluding any individual Environmental Defects that Defect for which the Remediation Amount does not exceed the Individual Environmental Defect Threshold (excluding and any Environmental Defects environmental defects cured by Seller), minus (3) all Title Benefit Amounts, exceeds (B) the Defect Aggregate Deductible, after which point Buyer shall be entitled to adjustments to the Purchase Price or other remedies only with respect to such Title Defects in excess of such Defect Aggregate Deductible.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Houston Exploration Co)
Title Deductibles. Notwithstanding anything to the contrary, (i) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 500,000 (“Individual Title Defect Threshold”); and (ii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any Title Defect that exceeds the Individual Title Defect Threshold unless (A) the sum of (1) the Title Defect Amounts of all such Title Defects that exceed the Individual Title Defect Threshold (Threshold, in the aggregate, excluding any Title Defects cured by Seller), Seller plus (2) all the Remediation Amounts of all environmental defects, in the aggregate, excluding any individual Environmental Defects that Defect for which the Remediation Amount does not exceed the Individual Environmental Defect Threshold (excluding and any Environmental Defects environmental defects cured by Seller), minus (3) all Title Benefit Amounts, exceeds (B) the Defect Aggregate Deductible, after which point Buyer shall be entitled to adjustments to the Purchase Price or other remedies only with respect to such Title Defects in excess of such Defect Aggregate Deductible.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Houston Exploration Co)
Title Deductibles. Notwithstanding anything to the contrarycontrary contained in this Agreement, (i) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any individual Title Defect for which the Title Defect Amount does not exceed twenty-five thousand dollars ($25,000 25,000) (“Individual Title Defect Threshold”); and (ii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by Seller for any Title Defect that exceeds the Individual Title Defect Threshold unless (A) the sum aggregate amount of (1) the Title Defect Amounts of for all such Title Defects that exceed the Individual Title Defect Threshold (excluding any Title Defects cured by Seller), plus (2) all Remediation Amounts Seller and less an amount equal to the aggregate of all Environmental Defects that exceed the Individual Environmental Defect Threshold (excluding any Environmental Defects cured by Seller), minus (3) all Title Benefit Amounts) plus the Environmental Defect Value of all Environmental Defects, in the aggregate, exceeds two percent (B2%) of the Defect Base Purchase Price (“Aggregate Deductible”), after which point Buyer shall be entitled to adjustments to the Purchase Price or other remedies only with respect to all such Title Defects in excess of the Aggregate Deductible. Notwithstanding the foregoing, the Individual Title Threshold and the Aggregate Deductible shall not apply to Title Defects arising from Seller’s failure to obtain any preferential rights or third party consents to assign any of the Assets to Buyer, such that Buyer shall receive an adjustment to the Purchase Price equal to the full Title Defect DeductibleAmounts attributable to any such Title Defects.
Appears in 1 contract
Title Deductibles. Notwithstanding anything to the contrary, (i) in no event shall there be any adjustments to the Closing Purchase Price or other remedies provided by Seller hereunder for any individual Title Defect for which the Title Defect Amount does not exceed Seven Hundred Fifty Thousand Dollars ($25,000 750,000) (“Individual Title Defect Threshold”); and (ii) in no event shall there be any adjustments to the Closing Purchase Price or other remedies provided by Seller hereunder for any Title Defect that for which the Title Defect Amount exceeds the Individual Title Defect Threshold unless (A) the sum of (1) the aggregate Title Defect Amounts of all such those Title Defects that exceed the Individual Title Defect Threshold (Threshold, but excluding any Title Defect Amounts attributable to Title Defects cured by Seller)Seller within twenty (20) Business Days after the Cure Notice Date, plus minus (2) all Remediation the aggregate Title Benefit Amounts of all Environmental Defects those Title Benefits that exceed the Individual Environmental Title Defect Threshold (excluding any Environmental Defects cured by Seller), minus (3) all Title Benefit AmountsThreshold, exceeds (B) Ten Million Dollars ($10,000,000) (the “Title Defect Deductible”), after which point Buyer shall be entitled to any adjustments to the Purchase Price or other remedies for such Title Defects shall be applicable only with respect to the Title Defect Amounts attributable to such Title Defects are in excess of such Title Defect Deductible.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Plains Exploration & Production Co)