Common use of Remedies for Title Defects Clause in Contracts

Remedies for Title Defects. (a) Buyer may request an adjustment to the Purchase Price at any time on or before the fifth day before the Closing Date, if the adjustment is based on a Title Defect. Seller may request an upward adjustment to the Purchase Price at any time before the fifth day before the Closing Date, if Seller’s net revenue interest for the Property is greater than that shown on Exhibit “A”. A notice requesting an adjustment must be timely and in writing and include appropriate documentation to substantiate the adjustment, or the claimant will be deemed to have waived its claim to adjust the Purchase Price for the matter stated in the notice. (b) If either Party gives notice under the previous section, the Parties will meet and use their best efforts to agree on the validity of the claim and, if applicable, the amount of the adjustment, using the following criteria: (1) If the claim is based on Seller’s owning a different net revenue interest than that shown on Exhibit “A”, then the adjustment will be the absolute value of the number determined by the following formula: Adjustment = A x (1-[B/C]) A = Allocated Value for the affected Interest B = Correct net revenue interest for the affected interest