Defect Property definition

Defect Property means that portion of the Property (as determined in accordance with Section 5.03(c)) affected by a Title Defect or that Buyer is otherwise entitled under Sections 5.02, 5.04 or 6.02 to treat as Defect Property, and of which Seller has been given notice by Buyer at least five (5) calendar days prior to Closing. Such notice shall be in writing and shall include (i) a description of the Defect Property, (ii) the basis for the defect that Buyer believes causes such Property to be treated as Defect Property, (iii) the value allocated to the Defect Property as set forth in Exhibit “B” hereto (the “Allocated Value”) and (iv) the amount by which Buyer believes the Allocated Value of the Defect Property has been reduced and the computations and information upon which Buyer’s belief is based.
Sample 1Sample 2Sample 3
Defect Property has the meaning set forth in Section 6.4(a)(i).
Sample 1Sample 2Sample 3
Defect Property has the meaning provided such term in Section 7.1.
Sample 1Sample 2Sample 3

Examples of Defect Property in a sentence

  • If the Allocated Value of Defect Property cannot be determined directly from Exhibit “B” because the Defect Property constitutes a property included within, but not totally comprising, the Property to which the Allocated Value relates, Buyer and Seller shall attempt, where feasible, to proportionately reduce the Allocated Value, but failing such agreement, the entire Interest shall be deemed a Defect Property.

  • If Seller thereafter fails to cure the Environmental Defect during the Environmental Cure Period, then no additional transfers related to the Environmental Defect Property will occur.

  • If the Parties elect to have Seller retain any Title Defect Property pursuant to Section 11.2(d)(i)(B), the Closing Cash Consideration shall be reduced by the Allocated Value of the Conveyed Interest attributable to such Title Defect Property, the Carried Cost Obligation shall be reduced by the Allocated Carry of the Conveyed Interest attributable to such Title Defect Property, and the Title Defect Amount relating to such Conveyed Interest will not be counted towards the Title Deductible.

  • If the Parties elect to have any Title Defect Property distributed to, and retained by, EXCO pursuant to Section 11.2(d)(ii), then the Final Cash Price shall be reduced by the Allocated Value of the Subject Interest attributable to such Title Defect Property, the Carried Cost Obligation shall be reduced by the Allocated Carry of the Subject Interest attributable to such Title Defect Property and the Title Defect Amount relating to such Subject Interest will not be counted towards the Title Deductible.

  • The Title Arbitrator, however, may not award (a) Buyer a greater Title Defect Amount than the Title Defect Amount claimed by Buyer in the applicable Title Defect Notice (which such Title Defect Amount shall not exceed the Allocated Value of the applicable Title Defect Property) or (b) SM Energy a greater Title Benefit Amount than the Title Benefit Amount claimed by SM Energy in the applicable Title Benefit Notice.

  • In the event a Title Defect would cause a reduction in Seller’s retained Working Interest to less than ten percent (10%) (on an 8/8ths basis) after conveyance of the Title Defect Property to Buyer (based upon the Working Interest in the Column entitled “Tier 3” on Exhibit A), then in Seller’s sole discretion, Seller may retain the Title Defect Property and reduce the Purchase Price by the Allocated Value set forth on Schedule 2.2.

  • In determining the Title Defect Amount, the Parties intend to include only that portion of the Title Defect Property affected by the Title Defect.

  • In the event Seller exercises its right under Section 6.5(b) with respect to a Title Defect Property, the Purchase Price shall not be reduced on account of any Title Defect affecting such Title Defect Property.

  • We note with satisfaction the achievements of BRICS countries in fulfilling the Sustainable Development Goal-7.

  • The Title Arbitrator, however, may not award (a) Buyers a greater Title Defect Amount than the Title Defect Amount claimed by Buyers in the applicable Title Defect Notice (which such Title Defect Amount shall not exceed the Allocated Value of the applicable Title Defect Property) or (b) SM a greater Title Benefit Amount than the Title Benefit Amount claimed by SM in the applicable Title Benefit Notice.


More Definitions of Defect Property

Defect Property means a Title Defect Property or an Environmental Defect Property, as applicable. “ Defensible Title ” means such title that, subject to and except for Permitted Encumbrances:
Sample 1
Defect Property means any of the Quest Assets (or portion thereof) contributed (or to have been contributed) to the Company by the Quest Members which either (i) is subject to a Defect, or (ii) under the terms of Section 5.9, the Company or the Class A Member has the right to reject or otherwise cause the re-assignment to such Quest Member of such Contributed Property from the Company, or (iii) under the provisions this Agreement, the Defect Value therefor is added to the Defect Property Loss Amount.
Sample 1
Defect Property means that portion of the Property (as determined in accordance with Section 5.03(c)) affected by a Title Defect or that Buyer is otherwise entitled under Sections 5.02 or 5.04 to treat as Defect Property, and of which Seller has been given notice by Buyer by the Defect Deadline as defined in the Lease PSA ( herein the “Defect Deadline” ). In order to be effective such notice must be in writing and must include (i) a description of the Defect Property, (ii) the basis for the defect that Buyer believes causes such Property to be treated as Defect Property, and (iii) the amount by which Buyer believes the value of the Defect Property has been reduced and the computations and information upon which Buyer’s belief is based. All Title Defects of which Buyer fails to give Seller notice in the manner required above by the Defect Deadline shall be waived for all purposes and shall not form the basis for any claims by Buyer under this Agreement or otherwise, provided that Buyer is not waiving any claim for any breach by Seller of the special warranty of title contained in the Conveyance delivered at Closing.
Sample 1
Defect Property means that portion of the Property affected by a Title Defect or that Buyer is otherwise entitled under Sections 5.02, 5.04 or 6.02 to treat as Defect Property, and of which Seller has been given notice by Buyer by the first business day that is at least 45 days after this Agreement is executed by all parties (“Defect Deadline”). In order to be effective such notice must be in writing and must include (i) a description of the Defect Property, (ii) the basis for the defect that Buyer believes causes such Property to be treated as Defect Property, (iii) the value allocated to the Defect Property as set forth in Exhibit “B” hereto (the “Allocated Value”) and (iv) the amount by which Buyer believes the Allocated Value of the Defect Property has been reduced and the computations and information upon which Buyer’s belief is based. All Title Defects of which Buyer fails to give Seller notice in the manner required above by the Defect Deadline shall be waived for all purposes and shall not form the basis for any claims by Buyer under this Agreement or otherwise, provided that Buyer is not waiving any claim for any breach by Seller of the special warranty of title contained in the Conveyance delivered at Closing.
Sample 1

Related to Defect Property

  • Title Defect Property has the meaning set forth in Section 6.2(a).

  • Environmental Defect Value means, with respect to any Environmental Defect, the value, as of the Closing Date, of the estimated costs and expenses to correct such Environmental Defect in the most cost-effective manner reasonably available, consistent with Environmental Laws, taking into account that non-permanent remedies (such as mechanisms to contain or stabilize hazardous materials, including monitoring site conditions, natural attenuation, risk-based corrective action, institutional controls or other appropriate restrictions on the use of property, caps, dikes, encapsulation, leachate collection systems, etc.) may be the most cost-effective manner reasonably available.

  • Title Defect means with respect to a Lease any lien, encumbrance, adverse claim, default, expiration, failure, defect in or objection to real property title, other than Permitted Encumbrances, that alone or in combination with other defects renders Sellers’ title to the Lease less than Defensible Title.

  • Environmental Defect means, with respect to any given Asset, a material violation of Environmental Laws in effect as of the Effective Time in the jurisdiction in which such Asset is located.

  • Title Defects has the meaning set forth in Section 5.15(b).

  • Title Defect Amount means, with respect to a Title Defect Property, the amount by which such Title Defect Property is impaired as a result of the existence of one or more Title Defects, which amount shall be determined as follows:

  • Subject Property means any premises located in the County on which an energy efficiency improvements, water efficiency improvements, or renewable resource applications are being or have been made and financed through an outstanding PACE loan.

  • Project Property means the real property on or for which preconstruction service or construction work is or will be provided.

  • Title Benefit means Seller’s interest in any Subject Interest that is greater than or in addition to that set forth in Exhibit B (including, without limitation, a Net Revenue Interest that is greater than that set forth in Exhibit B) or Seller’s Working Interest in any Subject Interest that is less than the Working Interest set forth in Exhibit B (without a corresponding decrease in the Net Revenue Interest). Any matters that may otherwise constitute Title Benefits, but of which Buyer has not been specifically notified by Seller in accordance with the foregoing, shall be deemed to have been waived by Seller for all purposes.

  • Environmental Defect Notice shall have the meaning set forth in Section 12.1(a).

  • Title Defect Notice shall have the meaning set forth in Section 11.2(a).

  • Subject Properties has the meaning specified in Section 5.13(a).

  • Title Benefit Amount has the meaning set forth in Section 6.2(d).

  • Casualty Loss has the meaning set forth in Section 5.06.

  • Defect Notice shall have the meaning specified in Section 3.2 of this Agreement.

  • Environmental Contamination means the introduction or presence of Hazardous Materials at such levels, quantities or location, or of such form or character, as to constitute a violation of federal, state or local laws or regulations, and present a material risk under federal, state or local laws and regulations that the Premises will not be available or usable for the purposes contemplated by this Agreement.

  • Environmental Loss means any loss, cost, damage, liability, deficiency, fine, penalty or expense (including, without limitation, reasonable attorneys' fees, engineering and other professional or expert fees), investigation, removal, cleanup and remedial costs (voluntarily or involuntarily incurred) and damages to, loss of the use of or decrease in value of the Equipment arising out of or related to any Adverse Environmental Condition.

  • Improved Property means any property upon which there is erected a structure intended for continuous or periodic habitation, occupancy or use by human beings or animals and from which structure Sanitary Sewage and/or Industrial Wastes shall be or may be discharged.

  • Leasehold Interests means all of each Borrower’s right, title and interest in and to, and as lessee, of the premises identified on Schedule 4.19(A) hereto.

  • Environmental Attribute means an aspect, claim, characteristic or benefit associated with the generation of a quantity of electricity by a Renewable Energy Facility, other than the electric energy produced, and that is capable of being measured, verified or calculated. An Environmental Attribute may include one or more of the following identified with a particular megawatt hour of generation by a Renewable Energy Facility designated prior to Delivery: the Renewable Energy Facility’s use of a particular Renewable Energy Source, avoided NOX, SO X, CO2 or greenhouse gas emissions, avoided water use (but not water rights or other rights or credits obtained pursuant to requirements of Applicable Law in order to site and develop the Renewable Energy Facility itself) or as otherwise defined under an Applicable Program, or as agreed by the Parties. Environmental Attributes do not include production tax credits or other direct third-party subsidies for generation of electricity by any specified Renewable Energy Facility.

  • Allocated Value means, in respect of any particular asset of a Participating CCAA Party, the amount of the sale proceeds realized from such asset, net of costs allocated to such asset all pursuant to the Allocation Methodology and, in respect of any Secured Claim, the amount of such sale proceeds receivable on account of such Secured Claim after taking into account the priority of such Secured Claims relative to other creditors holding a Lien in such asset;

  • Tangible Property means all equipment, machinery, goods, furniture, furnishings, fixtures, supplies, tools, materials, vehicles, books, records, and other tangible personal property that are part of the Collateral.

  • Undeveloped Property means all Assessor’s Parcels of Taxable Property which are not Developed Property.

  • Contamination means the presence of, or Release on, under, from or to the environment of any Hazardous Substance, except the routine storage and use of Hazardous Substances from time to time in the ordinary course of business, in compliance with Environmental Laws and with good commercial practice.

  • Transferred Real Property shall have the meaning set forth in Section 1.2(a)(vii).