Common use of Upward Defect Adjustments Clause in Contracts

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased Assets, including any Net Mineral Acres in excess of the Net Mineral Acres set forth in Exhibit A or Schedule 10 or any interest that entitles Seller to receive more than the Net Revenue Interests set forth in Exhibit A, Exhibit B or Schedule 10 or obligates Seller to bear costs and expenses in an amount less than the Working Interests set forth in Exhibit A, Exhibit B or Schedule 10 without a corresponding reduction in Seller’s Net Revenue Interest, the discovering party shall notify the other party of such interest (the “Additional Interest”). The party who discovers the Additional Interest shall give the other party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, (iv) the value of the Additional Interest or the amount by which the notifying party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such party’s belief is based, which amount must be equal to or greater than $25,000 net to Sellers’ interest. The Purchase Price shall not be adjusted for value of any Addition Interest until the aggregate value of all Additional Interests equals or exceeds the Title Defect Deductible and in such event the increase in the Purchase Price shall be the aggregate amount of Additional Interests that exceed the Title Defect Deductible.

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased AssetsLeases, including any Net Mineral Acres in excess of the Net Mineral Acres set forth Xxxxx or undeveloped locations that are listed in Exhibit A or Schedule 10 or and Exhibit B, including any interest that entitles Seller to receive more than the Net Revenue Interests NRI set forth in Exhibit A, Exhibit B or Schedule 10 or obligates Seller to bear costs and expenses in an amount less than the Working Interests WI set forth in Exhibit A, Exhibit B or Schedule 10 without a corresponding reduction in Seller’s Net Revenue InterestNRI, the discovering party shall promptly notify the other party Party of such interest (the “Additional Interest”). The party Party who discovers the Additional Interest shall give the other party Party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Title Defect Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest Interest, and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, and (iv) the value of the Additional Interest or the amount by which the notifying party Party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such partyParty’s belief is based, which amount must be equal to or greater than $25,000 net to Sellers’ interest. The Purchase Price shall not be adjusted for value of any Addition the Additional Interest until shall be determined by the aggregate value of parties in good faith taking into account all Additional Interests equals or exceeds the Title Defect Deductible and in such event the increase in relevant factors. No adjustment to the Purchase Price shall be the aggregate amount of made for Additional Interests that except to the extent they exceed $50,000 individually and an amount equal to the Title Defect DeductibleDeductible in the aggregate.

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased AssetsLeases, including any Net Mineral Acres in excess of the Net Mineral Acres set forth Xxxxx or undeveloped locations that are listed in Exhibit A or Schedule 10 or and Exhibit B, including any interest that entitles Seller to receive more than the Net Revenue Interests NRI set forth in Exhibit A, Exhibit B or Schedule 10 or obligates Seller to bear costs and expenses in an amount less than the Working Interests WI set forth in Exhibit A, Exhibit B or Schedule 10 without a corresponding reduction in Seller’s Net Revenue Interest's NRI, the discovering party shall promptly notify the other party Party of such interest (the “"Additional Interest”"). The party who discovers the Additional Interest shall give the other party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Title Defect Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest Interest, and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, and (iv) the value of the Additional Interest or the amount by which the notifying party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such party’s 's belief is based, which amount must be equal to or greater than $25,000 net to Sellers’ interest. The Purchase Price shall not be adjusted for value of any Addition the Additional Interest until the aggregate value of all Additional Interests equals or exceeds the Title Defect Deductible and in such event the increase in the Purchase Price shall be determined by the aggregate amount of Additional Interests that exceed the Title Defect Deductibleparties in good faith taking into account all relevant factors.

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased AssetsLeases, including any Net Mineral Acres in excess of the Net Mineral Acres set forth Xxxxx or undeveloped locations that are listed in Exhibit A or Schedule 10 or and Exhibit B, including any interest that entitles Seller to receive more than the Net Revenue Interests NRI set forth in Exhibit A, Exhibit B or Schedule 10 or obligates Seller to bear costs and expenses in an amount less than the Working Interests WI set forth in Exhibit A, Exhibit B or Schedule 10 without a corresponding reduction in Seller’s Net Revenue InterestNRI, the discovering party shall promptly notify the other party Party of such interest (the “Additional Interest”). The party Party who discovers the Additional Interest shall give the other party Party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Title Defect Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest Interest, and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, and (iv) the value of the Additional Interest or the amount by which the notifying party Party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such partyParty’s belief is based, which amount must be equal to or greater than $25,000 net to Sellers’ interest. The Purchase Price shall not be adjusted for value of any Addition the Additional Interest until the aggregate value of all Additional Interests equals or exceeds the Title Defect Deductible and in such event the increase in the Purchase Price shall be determined by the aggregate amount of Additional Interests that exceed the Title Defect Deductibleparties in good faith taking into account all relevant factors.

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased AssetsLeases, Xxxxx or undeveloped locations that are listed in Exhibit X-0, Xxxxxxx X-0, and Exhibit B-2, including any Net Mineral Acres in excess of the Net Mineral Acres set forth in Exhibit A or Schedule 10 or any interest that entitles Seller to receive more than the Net Revenue Interests NRI set forth in Exhibit A, Exhibit B or Schedule 10 B-1 or obligates Seller to bear costs and expenses in an amount less than the Working Interests WI set forth in Exhibit A, Exhibit B or Schedule 10 B-1 without a corresponding reduction in Seller’s Net Revenue InterestNRI, and the value of any such additional interest is greater than $25,000, the discovering party shall promptly notify the other party Party of such interest (the “Additional Interest”). The party Party who discovers the Additional Interest shall give the other party Party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Title Defect Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest Interest, and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, and (iv) the value of the Additional Interest or the amount by which the notifying party Party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such partyParty’s belief is based, which amount must be equal to or greater than $25,000 net to Sellers’ interest. The Purchase Price shall not be adjusted for value of any Addition the Additional Interest until the aggregate value of all Additional Interests equals or exceeds the Title Defect Deductible and in such event the increase in the Purchase Price shall be determined by the aggregate amount of Additional Interests that exceed the Title Defect Deductibleparties in good faith taking into account all relevant factors.

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased Assets, including any Net Mineral Acres in excess of the Net Mineral Acres set forth in Exhibit A or Schedule 10 or any interest that entitles Seller to receive more than the Net Revenue Interests set forth in Exhibit A, Exhibit B or Schedule 10 or obligates Seller to bear costs and expenses in an amount less than the Working Interests set forth in Exhibit A, Exhibit B or Schedule 10 without a corresponding reduction in Seller’s Net Revenue Interest, the discovering party shall notify the other party of such interest (the “Additional Interest”). The party who discovers the Additional Interest shall give the other party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, (iv) the value of the Additional Interest or the amount by which the notifying party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such party’s belief is based, which amount must be equal to or greater than $25,000 net to Sellers’ interest. The Purchase Price shall not be adjusted for value of any Addition Interest until the aggregate value of all Additional Interests equals or exceeds the Title Defect Deductible and in such event the increase in the Purchase Price shall be the aggregate amount of Additional Interests that exceed the Title Defect Deductible.. Asset Purchase Agreement between Xxxxxxx Resources, Inc. and Xxxxx Xxxxxxxx 16 Proprietary and Confidential Intended for Addressee Only

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased Assets, including any Net Mineral Acres in excess of the Net Mineral Acres set forth in Exhibit A or Schedule 10 or any interest that entitles Seller to receive more than the Net Revenue Interests set forth in Exhibit A, Exhibit B or Schedule 10 or obligates Seller to bear costs and expenses in an amount less than the Working Interests set forth in Exhibit A, Exhibit B or Schedule 10 without a corresponding reduction in Seller’s Net Revenue Interest, the discovering party shall notify the other party of such interest (the “Additional Interest”). The party who discovers the Additional Interest shall give the other party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, (iv) the value of the Additional Interest or the amount by which the notifying party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such party’s belief is based, which amount must be equal to or greater than $25,000 net to Sellers’ interest. The Purchase Price shall not be adjusted for value of any Addition Interest until the aggregate value of all Additional Interests equals or exceeds the Title Defect Deductible and in such event the increase in the Purchase Price shall be the aggregate amount of Additional Interests that exceed the Title Defect Deductible.. Asset Purchase Agreement between Proprietary and Confidential

Upward Defect Adjustments. If Buyer or Seller discover additional interests in the Purchased AssetsLeases, including any Net Mineral Acres in excess of the Net Mineral Acres set forth Xxxxx or undeveloped locations that are listed in Exhibit A or Schedule 10 or and Exhibit B, including any interest that entitles Seller to receive more than the Net Revenue Interests NRI set forth in Exhibit A, Exhibit B or Schedule 10 or obligates Seller to bear costs and expenses in an amount less than the Working Interests WI set forth in Exhibit A, Exhibit B or Schedule 10 without a corresponding reduction in Seller’s Net Revenue InterestNRI, the discovering party shall promptly notify the other party Party of such interest (the “Additional Interest”). The party Party who discovers the Additional Interest shall give the other party Party written notice of the Additional Interest as soon as possible, but in no event later than the Objection Title Defect Date. This notice shall be in writing and shall include (i) a description of each Additional Interest, (ii) the basis for each Additional Interest Interest, and supporting documentation with respect thereto, (iii) the Allocated Value of the Lease, Well or undeveloped location affected by the Additional Interest, and (iv) the value of the Additional Interest or the amount by which the notifying party Party believes the Allocated Value of the Lease, Well or undeveloped location has been increased by the Additional Interest and the computations upon which such partyParty’s belief is based, . The value of the Additional Interest shall be determined by the parties in good faith taking into account all relevant factors. Seller shall have no right to adjustment under this Article 4 in respect of any Additional Interest for which amount must be the value is not equal to or greater than $25,000 50,000 net to Sellers’ Seller’s interest. The aggregate value of all such Additional Interests shall be netted against the aggregate of all Title Defect Values and Environmental Defect Values in determining whether the Defect Deductible has been met and any reduction to the Purchase Price shall not be adjusted for value of any Addition Interest until pursuant to Sections 4.2 B.2 and 5.2 C. To the extent that the aggregate value of all Additional Interests equals or exceeds the aggregate of all Title Defect Deductible Values and in such event the increase in Environmental Defect Values, the Purchase Price shall be increased by the aggregate amount of Additional Interests that exceed the Title Defect Deductiblesuch excess.