Title Defect Notices Sample Clauses

Title Defect Notices. On or before June 26, 2013 (the “Title Claim Date”), Buyer must deliver claim notices to Seller meeting the requirements of this Section 11.2(a) (collectively the “Title Defect Notices” and individually a “Title Defect Notice”) setting forth any matters which, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect pursuant to this Article XI. For all purposes of this Agreement and notwithstanding anything herein to the contrary, Buyer shall be deemed to have waived, and Seller shall have no liability for, any Title Defect which Buyer fails to assert as a Title Defect by a Title Defect Notice received by Seller on or before the Title Claim Date. To be effective, each Title Defect Notice shall be in writing, and shall include (i) a description of the alleged Title Defect(s), (ii) the Leases and Xxxxx (and the applicable zone(s) therein) and/or other Assets affected by the Title Defect (each a “Title Defect Property”), (iii) the Allocated Value of each Title Defect Property, (iv) supporting documents reasonably necessary for Seller to verify the existence of the alleged Title Defect(s), and (v) the amount by which Buyer reasonably believes the Allocated Value of each Title Defect Property is reduced by the alleged Title Defect(s) and the computations upon which Buyer’s belief is based. To give Seller an opportunity to commence reviewing and curing Title Defects, Buyer agrees to use reasonable efforts to give Seller, on or before the end of each calendar week prior to the Title Claim Date, written notice of all Title Defects discovered by Buyer during the preceding calendar week, which notice may be preliminary in nature and supplemented prior to the Title Claim Date. Buyer shall also promptly furnish Seller with written notice of any Title Benefit which is discovered by any of Buyer’s or any of its Affiliate’s employees, title attorneys, landmen or other title examiners while conducting Buyer’s due diligence with respect to the Assets prior to the Title Claim Date.
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Title Defect Notices. On or before ten (10) days prior to Closing (the “Title Claim Date”), Buyer must deliver claim notices to Company meeting the requirements of this Section 2.05(b) (a “Title Defect Notice”) setting forth any matters which, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect pursuant to this Section 2.05. Except for a breach of Section 4.07(c), which shall not be limited by this sentence, Buyer shall be deemed to have waived, and the Sellers and the Company shall have no liability for, any Title Defect which Buyer fails to assert as a Title Defect by a Title Defect Notice received by Company on or before the Title Claim Date. To be effective, each Title Defect Notice shall be in writing, and shall include (A) a description of the alleged Title Defect(s), (B) the Well(s) (and the applicable zone(s) therein) and/or other Oil and Gas Interests affected by the Title Defect (each a “Title Defect Property”), (C) the Allocated Value of each Title Defect Property, (D) supporting documents reasonably necessary for the Sellers to verify the existence of the alleged Title Defect(s), and (E) the amount by which Buyer reasonably believes the Allocated Value of each Title Defect Property is reduced by the alleged Title Defect(s) and the computations upon which Buyer’s belief is based.
Title Defect Notices. From the Execution Date and until 5:00 p.m. Houston, Texas time on such date that falls 45 Days after the Execution Date (the “Defect Claim Date”), Seller shall provide Buyer with access to its “North Shepherd Record Center” from 7:30 a.m. to 10:00 p.m., seven days a week and other access as is reasonably requested or otherwise agreed to by the Parties. On or before 5:00 p.m. Houston, Texas time on the Defect Claim Date, Xxxxx must deliver claim notices to Seller meeting the requirements of this Section 3.6 (collectively, the “Title Defect Notices” and individually, a “Title Defect Notice”) setting forth any matters that, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect pursuant to this Section 3.6. For all purposes of this Agreement and notwithstanding anything herein to the contrary, subject to the special warranty of title set forth in the Assignment, Buyer shall be deemed to have waived, and Seller shall have no liability for, any Title Defect that Buyer fails to assert as a Title Defect by a Title Defect Notice received by Seller on or before the Defect Claim Date. To be effective, each Title Defect Notice shall be in writing, and shall include (a) a clear description of the alleged Title Defect(s),
Title Defect Notices. (a) As a condition to asserting any claim with respect to any alleged Title Defect affecting the Acquired Assets, Purchaser must deliver to Sellers a valid written Notice of Title Defects as to any alleged Title Defects affecting the Acquired Assets no later than 5:00 p.m. Eastern Time on on the date that is 45 days after the Execution Date (the “Defect Notice Deadline”). Notwithstanding the foregoing, Purchaser shall use reasonable efforts to notify Sellers of any alleged Title Defects affecting the Acquired Assets at least once every week during the period between the Execution Date and the Defect Notice Deadline.
Title Defect Notices. 15 SECTION 4.04 Remedies for Title Defects...................................................................... 16 SECTION 4.05
Title Defect Notices. If Closing occurs and the Partnership thereafter discovers any Title Defect affecting any Asset, the Partnership shall notify IPP of such alleged Title Defect during the survival period stated in the first sentence of Section 13.06 ("Survival Period"). Such notice ("Title Defect Notice") must (i) be in writing, (ii) be received by IPP prior to the expiration of the Survival Period, (iii) describe the Title Defect in reasonable detail (including where calculable any alleged variance in the Net Revenue Interest or Working Interest), (iv) identify the specific Asset or Assets affected by such Title Defect, and (v) include the value of such Title Defect as determined by the Partnership. Any matters that may otherwise constitute Title Defects, but of which IPP has not been specifically notified by the Partnership in accordance with the foregoing sentence within the Survival Period, shall be deemed to have been waived by Pure, Pure GP and the Partnership for all purposes. The Partnership's notice shall be deemed to have complied with the requirements for a Title Defect Notice set forth in the second sentence of this Section 4.03 unless IPP notifies the Partnership of any objection and the reasons therefore to the form of such notice within 30 days after IPP's receipt thereof. The failure to give an adequate Title Defect Notice does not prevent the Partnership from subsequently giving an adequate Title Defect Notice within the Survival Period.
Title Defect Notices. If the Closing occurs and Buyer thereafter discovers any Title Defect affecting any Oil and Gas Property, Buyer shall notify Sellers of such alleged Title Defect during the survival period stated in the first sentence of Section 12.06 ("Survival Period"). Such notice ("Title Defect Notice") must (i) be in writing, (ii) be received by Sellers prior to the expiration of the Survival Period, (iii) describe the Title Defect in reasonable detail (including where calculable any alleged variance in the Net Revenue Interest or Working Interest with respect to a Producing Mineral Property), (iv) identify the specific Asset or Assets affected by such Title Defect, and (v) include the value of such Title Defect as determined by Buyer. Any matters that may otherwise constitute Title Defects, but of which Sellers have not been notified by Buyer in accordance with the foregoing sentence within the Survival Period, shall be deemed to have been waived by Buyer for all purposes. Buyer's notice shall be deemed to have complied with the requirements for a Title Defect Notice set forth in the second sentence of this Section 4.03 unless Sellers notify Buyer of any objection and the reasons therefore to the form of such notice within 30 days after Sellers' receipt thereof. The failure to give an adequate Title Defect Notice does not prevent Buyer from subsequently giving an adequate Title Defect Notice within the Survival Period.
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Title Defect Notices. From the Execution Date and until 5:00 p.m. Houston, Texas time on such date that falls 45 Days
Title Defect Notices. On or before 4:00 p.m. (Mountain Time) on July 22, 2011 (the “Defect Claim Date”), Buyers (jointly and not individually) shall have the right but not the obligation to deliver notices to SM meeting the requirements of this Section 6.2
Title Defect Notices. In the event Buyer discovers a Title Defect that it intends to assert hereunder, Buyer shall notify Seller in good faith of such Title Defect as soon reasonably practicable after such Title Defect is discovered, and in any event, on or before the Defect Claim Date. Each such notice shall set forth the information required by this Section 3.5 (collectively, the “Title Defect Notices” and individually, a “Title Defect Notice”). Anything herein to the contrary notwithstanding:
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