Title Deductible definition

Title Deductible means $9,500,000.
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Title Deductible has the meaning set forth in Section 5.4(c).
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Title Deductible means $20,000,000.
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Examples of Title Deductible in a sentence

  • For the avoidance of doubt and notwithstanding anything in this Agreement to the contrary, the Title Threshold and the Title Deductible shall in no way limit any claim by Purchaser pursuant to this Section 6.8.

  • If during the Review Period, Buyer identifies any Alleged Title Defect that exceeds the Individual Title Deductible and that was not reasonably discernible from the materials set out in the Data Room as it existed at the expiration of the Review Period or from other written materials or information provided Buyer by Seller prior to the expiration of the Review Period, Buyer may notify Seller in writing at any time on or prior to the expiration of the Review Period.

  • The Purchase Price shall be decreased by the Allocated Value or Defect Value, as applicable, of any Interests excluded from the transactions contemplated herein or conveyed to Buyer with a Title Defect pursuant to Section 5.1.5(iii) to the extent such amount, in the aggregate, exceeds the Title Deductible, or an Environmental Defect pursuant to Section 5.3.4(ii) to the extent such amount, in the aggregate, exceeds the Environmental 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.

  • 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.

  • BG shall be entitled to adjustments to the Final Cash Price, other remedies provided by EXCO (including Section 11.2(d)) and/or reductions in the Carried Cost Obligation for each Title Defect relating to Pineton Warranty Xxxxx and/or Pineton Leases without regard to whether the Title Defect Amount for such Title Defect satisfies the Individual Title Defect Threshold, and without regard to whether the Title Deductible has been satisfied.

  • For the avoidance of doubt and notwithstanding anything in this Agreement to the contrary, the Title Threshold Amount and the Title Deductible Amount shall in no way limit any claim by Buyer pursuant to this Section 7.34.

  • If the Parties mutually agree to have any Title Defect Property made subject to an indemnity from Seller pursuant to Section 11.2(d)(i) or substituted by Seller pursuant to Section 11.2(d)(ii), the Title Defect Amount relating to the Conveyed Interests attributable to such Title Defect Property will not be counted towards the Title Deductible.

  • For the avoidance of doubt and notwithstanding anything in this Agreement to the contrary, the Title Threshold Amount and the Title Deductible Amount shall in no way limit any claim by Buyer pursuant to this Section 7.36.

  • If such reductions for Asserted Title Defects exceed the Title Deductible the Unadjusted Purchase Price shall be adjusted by the amount by which such reduction exceeds the Title Deductible.


More Definitions of Title Deductible

Title Deductible means, with respect to each Seller, an amount equal to 1.5% of the aggregate Allocated Value of all Assets to be conveyed by such Seller to Buyer hereunder.
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Title Deductible means $3.0 million.
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Title Deductible shall have the meaning assigned to such term in Section 7.8.
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Title Deductible means an amount equal to $767,654.
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Title Deductible means an amount equal to $750,000.
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Related to Title Deductible

  • Deductible has the meaning set forth in Section 11.1(e).

  • Allowable Deductions means the following costs, charges, and expenses incurred or accrued by Payor:

  • 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:

  • Covered Losses has the meaning set forth in Section 9.2(b).

  • Nonrecourse Deductions has the meaning set forth in Section 1.704-2(b)(1) of the Regulations.

  • Nonrecourse Deduction has the meaning assigned to that term in Treasury Regulation Section 1.704-2(b).

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

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

  • High Deductible Health Plan means a Health Plan as defined by 26 USC § 223(c)(2)(A) that also is a Qualified Health Plan.

  • Deductible Amount means, with respect to any Insuring Agreement, the amount set forth under the heading “Deductible Amount” in Item 3 of the Declarations or in any Rider for such Insuring Agreement, applicable to each Single Loss covered by such Insuring Agreement.

  • Seller Losses has the meaning set forth in Section 10.2(a).

  • Partner Nonrecourse Deductions has the meaning set forth in Regulations Section 1.704-2(i)(2), and the amount of Partner Nonrecourse Deductions with respect to a Partner Nonrecourse Debt for a Partnership taxable year shall be determined in accordance with the rules of Regulations Section 1.704-2(i)(2).

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Buyer Losses shall have the meaning set forth in Section 11.1 hereof;

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

  • Member Nonrecourse Deductions has the meaning of “partner nonrecourse deductions” set forth in Treasury Regulations Sections 1.704-2(i)(1) and 1.704-2(i)(2).

  • Covered Loss or “Covered Losses” means an accidental death, dismemberment, or other Injury covered under the Policy.

  • Allocated Loss Adjustment Expenses or “ALAE” means all court costs and court expenses; pre- and post-judgement interest; fees for service of process; attorneys’ fees; cost of undercover operative and detective services, costs of employing experts; costs for legal transcripts; costs for copies of any public records; costs of depositions and court-reported or recorded statements; costs and expenses of subrogation; and any similar fee, cost or expense reasonably chargeable to the investigation, negotiation, settlement or defense of a loss or a claim or suit against you, or to the protection and perfection of your or our subrogation rights.

  • Member Nonrecourse Deduction means “partner nonrecourse deduction” as defined in Treasury Regulations Section 1.704-2(i), substituting the term “Member” for the term “partner” as the context requires.

  • Gross Liability Value means, with respect to any Liability of the Partnership described in Treasury Regulation Section 1.752-7(b)(3)(i), the amount of cash that a willing assignor would pay to a willing assignee to assume such Liability in an arm’s-length transaction.

  • Title Defect as used herein shall mean any encumbrance, encroachment, irregularity, defect in or objection to Seller’s title to the Leases and Xxxxx (excluding Permitted Encumbrances) which would result in Seller not having Defensible Title.

  • 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.

  • Straddle Period means any taxable period beginning on or prior to and ending after the Closing Date.

  • Estimated Transaction Expenses has the meaning set forth in Section 2.3(a).

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

  • Agreed Deductions means any deductions the Agency Worker has agreed can be made from their pay;