Common use of Title Deductibles Clause in Contracts

Title Deductibles. Notwithstanding anything to the contrary, (A) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 (“Individual Title Defect Threshold”); and (B) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers for any Title Defect that exceeds the Individual Title Defect Threshold unless the sum of (1) the Title Defect Amounts of all such Title Defects that exceed the Individual Title Defect Threshold, in the aggregate, excluding any Title Defects cured by the Sellers plus (2) the Remediation Amounts of all environmental defects, in the aggregate, excluding any individual Environmental Condition for which the Remediation Amount does not exceed the Individual Environmental Threshold and any environmental defects cured by the Sellers, exceeds the 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 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)

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Title Deductibles. Notwithstanding anything to the contrary, (Ai) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers Seller for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 (“Individual Title Defect Threshold”); and (Bii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers 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, in the aggregate, Threshold (excluding any Title Defects cured by the Sellers Seller), plus (2) the all Remediation Amounts of all environmental defects, in the aggregate, excluding any individual Environmental Condition for which the Remediation Amount does not Defects that exceed the Individual Environmental Defect Threshold and (excluding any environmental defects Environmental Defects cured by the SellersSeller), minus (3) all Title Benefit Amounts, exceeds (B) the Aggregate 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 Aggregate Defect Deductible.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Range Resources Corp)

Title Deductibles. Notwithstanding anything to the contrarycontrary contained in this Agreement, (Ai) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers 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 (Bii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers Seller for any Title Defect that exceeds the Individual Title Defect Threshold unless the sum aggregate amount of (1) the Title Defect Amounts of for all such Title Defects that exceed the Individual Title Defect Threshold, in the aggregate, Threshold (excluding any Title Defects cured by Seller and less an amount equal to the Sellers plus (2) the Remediation Amounts aggregate of all environmental defectsTitle Benefit Amounts) plus the Environmental Defect Value of all Environmental Defects, in the aggregate, excluding any individual Environmental Condition for which exceeds two percent (2%) of the Remediation Amount does not exceed the Individual Environmental Threshold and any environmental defects cured by the Sellers, exceeds the 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 such 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 Amounts attributable to any such Title Defects.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Emerald Oil, Inc.)

Title Deductibles. Notwithstanding anything to the contrary, (Ai) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers Seller for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 500,000 (“Individual Title Defect Threshold”); and (Bii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers Seller for any Title Defect that exceeds the Individual Title Defect Threshold unless the sum of (1) the Title Defect Amounts of all such Title Defects that exceed the Individual Title Defect Threshold, in the aggregate, excluding any Title Defects cured by the Sellers Seller plus (2) the Remediation Amounts of all environmental defects, in the aggregate, excluding any individual Environmental Condition Defect for which the Remediation Amount does not exceed the Individual Environmental Threshold and any environmental defects cured by the SellersSeller, exceeds the 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 Aggregate Deductible.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Houston Exploration Co)

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Title Deductibles. Notwithstanding anything to the contrary, (Ai) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers Seller for any individual Title Defect for which the Title Defect Amount does not exceed $25,000 200,000 (“Individual Title Defect Threshold”); and (Bii) in no event shall there be any adjustments to the Purchase Price or other remedies provided by the Sellers Seller for any Title Defect that exceeds the Individual Title Defect Threshold unless the sum of (1) the Title Defect Amounts of all such Title Defects that exceed the Individual Title Defect Threshold, in the aggregate, excluding any Title Defects cured by the Sellers Seller plus (2) the Remediation Amounts of all environmental defects, in the aggregate, excluding any individual Environmental Condition Defect for which the Remediation Amount does not exceed the Individual Environmental Threshold and any environmental defects cured by the SellersSeller, exceeds the 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 Aggregate Deductible.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Houston Exploration Co)

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