Title Benefit definition

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.

Title Benefit means the Seller’s interest in any Asset that is greater than or in addition to that set forth in Exhibit B, including a Net Revenue Interest that is greater than that set forth in Exhibit B or Seller’s Working Interest in any Asset that is less than the Working Interest set forth in Exhibit B (without a corresponding decrease in the Net Revenue Interest).

Title Benefit has the meaning specified in Section 2.1.9.

Examples of Title Benefit in a sentence

• Seller and the Company have accepted such Allocated Values solely for purposes of determining any Title Defect Amounts, Title Benefit Amounts, but otherwise make no representation or warranty as to the accuracy of such values.

• The PC Statement Purchase Price shall become final, conclusive and binding on the Parties, and be considered the Final Purchase Price for all purposes of this Agreement (other than adjustments with respect to disputed Title Defects, Title Defect Amounts, Title Benefits, Title Benefit Amounts, Environmental Defects or Environmental Defect Amounts), unless Seller delivers to Buyer a Dispute Notice prior to the expiration of the Review Period.

• No claims for Title Benefits may be submitted after the Claim Deadline, and any matters that may otherwise constitute Title Benefits, but for which Seller has not delivered a Title Benefit Notice to Buyer prior to the Claim Deadline, shall be deemed to have been waived by Seller for all purposes.

• For purposes of clause (2) above, to the extent there is a disagreement between Seller and Xxxxx regarding the Title Benefit Property or the Title Benefit Amount, as applicable, such dispute will be submitted to arbitration in accordance with Section 3.1(i) (mutatis mutandis).

• For the avoidance of doubt, the Adjustment Amount used to determine the Final Purchase Price shall be deemed to be the Final Adjustment Amount (excluding any adjustments with respect to disputed Title Defects, Title Defect Amounts, Title Benefits, Title Benefit Amounts, Environmental Defects or Environmental Defect Amounts).

More Definitions of Title Benefit

Title Benefit as defined in Section 4.09.

Title Benefit means any right, circumstance or condition that operates to increase the Net Revenue Interest of Seller in any well or unit above that shown for such well or unit, to the extent the same does not cause a greater than proportionate increase in Seller’s Working Interest therein above that shown on Schedule I.

Title Benefit means any enforceable and valid right, circumstance or condition that operates to increase the Net Revenue Interest being assigned to Buyer in any Well or Well Location above that shown for such Well or Well Location in Exhibit B, to the extent the same does not cause a greater than proportionate increase in the Working Interest being assigned to Buyer therein above that shown in Exhibit B, in each case as to the Target Intervals for such Well or Well Location shown in Exhibit B.

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

Title Benefit has the meaning set forth in Section 6.4(b).

Title Benefit means any right, circumstance or condition that operates (i) to increase the Net Revenue Interest of Seller in any Lease or Well (or the specified zone(s) therein) above that shown for such Lease or Well in Exhibit A and Exhibit B, to the extent the same does not cause a greater than proportionate increase in Seller’s Working Interest therein above that shown in Exhibit A and Exhibit B, or (ii) to decrease the Working Interest of Seller in any Lease or Well (or the specified zone(s) therein) below that shown for such Lease or Well (or the specified zone(s) therein) in Exhibit A and Exhibit B, to the extent the same causes a decrease in Seller’s Working Interest that is proportionately greater than the decrease in Seller’s Net Revenue Interest therein below that shown in Exhibit A and Exhibit B.

Title Benefit means Seller’s Net Revenue Interest in any Well that is greater than the Net Revenue Interest set forth in Exhibit “A”, or Seller’s Working Interest in any Well that is less than the Working Interest set forth in Exhibit “A” (without a proportionate decrease in the Net Revenue Interest). A Title Benefit Value agreed to by Buyer and Seller shall offset the aggregate Title Defects Values only, and shall not be a direct increase to the Purchase Price.