Title and Survey Matters. Title to the Real Property shall be examined by Buyer at its cost. If said title examination and a preliminary title report and/or any title insurance commitment Buyer may obtain from Escrow Agent (acting in its capacity as title company (the “Title Company”)), (the “Title Report”), or any survey obtained by Buyer at its cost, discloses material defects in title to the Real Property to which Buyer objects (collectively “Title Objections”), Buyer shall notify Seller in writing within twenty (20) days of Buyer’s receipt of the Title Report and/or survey. If Buyer timely notifies Seller in writing of the Title Objections, Seller shall have five (5) Business Days after receipt of such notice (the “Title Cure Period) to elect (but shall have no obligation whatsoever) to cure any Title Objection, and if so elected, shall either (a) satisfy the Title Objections at Seller’s sole cost and expense, or (b) provide Buyer and the Title Company with satisfactory evidence that Seller can and will cure such Title Objections prior to or at Closing; provided, however, Seller shall be obligated to remove, pay and/or satisfy prior to or at Closing any monetary liens against the Property (each, a “Monetary Lien”). Failure by Seller to timely respond in writing to any Title Objections shall be deemed Seller’s decision to cure any Title Objections. If Seller elects not to satisfy any of the Title Objections or otherwise fails to satisfy the Title Objections within the Title Cure Period, Buyer shall have the option, exercisable within five (5) Business Days after the expiration of the Title Cure Period, to (i) waive the unsatisfied Title Objections, in which event the unsatisfied Title Objections will become Permitted Exceptions (hereinafter defined), or (ii) terminate this Agreement in which event the Deposit shall automatically be refunded and returned forthwith to Buyer and, except as expressly set forth herein, neither party shall have any further liability or obligation to the other hereunder. If Buyer fails to notify Seller in writing within five (5) Business Days after the expiration of the Title Cure Period that Buyer has elected to terminate this Agreement pursuant to this Section 3.3, then Buyer shall be deemed to have waived all unsatisfied Title Objections. If, after the expiration of the Inspection Period, Title Company amends or adds any exception to the Title Report other than at the request of Buyer (including any liens against the Property for a liquidated amount...
Title and Survey Matters. The Seller is the sole owner of full legal, equitable and beneficial title to the Property and no consent of or joinder by any other person is required for the Seller to convey the full legal, equitable and beneficial title to and ownership of the Property to the Purchaser in accordance with this Agreement. Except to the extent such obligations may be inconsistent herewith, the Seller shall perform all of its obligations under all documents affecting title to all or any part of the Property and shall not permit or allow to continue any defaults thereunder. The Seller shall not, after the date of this Agreement, subject the Property to any liens, encumbrances, covenants, conditions, restrictions, easements or other title matters or seek any zoning or other land use changes or take any other action which may affect or modify the status of title to or the permitted uses of the Property without the Purchaser's prior express written consent.
Title and Survey Matters. (a) The Sellers have delivered to the Buyer a copy of the most recent Existing Title Policy and a copy of the most recent Existing Survey of the Owned Real Property in their possession. Further and except as identified on Section 5.14(a) of the Disclosure Schedule, the Sellers have delivered to the Buyer or the Buyer has obtained, with respect to each parcel of Owned Real Property and each parcel that is a Critical Leased Property, (i) a commitment (each, a “Title Commitment”) for an ALTA title insurance policy (whether owner’s or leasehold, as applicable) issued by Chicago Title Insurance Company or another nationally recognized title insurance company and (ii) copies of the underlying exceptions reflected on the Title Commitment. The Buyer has ordered, or as soon as reasonably practicable following the date hereof the Buyer will order, a Survey with respect to each parcel of the Owned Real Property and each parcel that is a Critical Leased Property, and will use its reasonable best efforts to cause each such Survey to be completed as soon as reasonably practicable (but in any event prior to the Closing).
Title and Survey Matters. (a) Prior to the Effective Date, Purchaser has reviewed existing title work and surveys with respect to the Property, and Purchaser has approved the proforma owner’s policies of title insurance attached hereto as Exhibit B (the “Approved Proformas”). All exceptions and other title matters set forth in the Approved Proformas are referred to herein as “Permitted Encumbrances”; all other exceptions or title matters that are not set forth in the Approved Proformas are referred to herein as “Non-Permitted Encumbrances”. If Seller does not cause all of the Non-Permitted Encumbrances to be removed, cured or insured around on or prior to the Closing Date, then Purchaser may elect to exercise any of the following remedies: (i) partially terminate this Agreement solely with respect to the Individual Site(s) encumbered or affected by the applicable Non-Permitted Encumbrances, if, but only if, such partial termination would not result in a failure of the OZ Qualification Condition (as defined in Section 5(b)(ii) below), in which event Purchaser and Seller shall proceed to Closing with respect to the remainder of the Property (subject to Section 5), except that the Purchase Price will be reduced by the portion thereof that is allocated to the terminated Individual Site(s) as set forth on Schedule 1(a)(i) hereto, (ii) terminate this Agreement in its entirety, in which event neither party shall have any further rights or obligations under this Agreement except for those which expressly survive termination, or (iii) proceed to Closing on the entirety of the Property, in which event the Non-Permitted Encumbrances shall be Permitted Encumbrances.
Title and Survey Matters. 4.1 As soon as practicable after the Closing Date, Seller shall deliver to Purchaser a standard owner's policy of title insurance issued by the Title Insurer/Escrow Agent ("TITLE POLICY"). The Title Policy shall insure marketable title to the Property in the amount of the Purchase Price, free and clear of all liens, encumbrances and exceptions whatsoever, save and except only for those easements, restrictions and other matters of record affecting title to the Property which are Permitted Exceptions (as hereinafter defined).
Title and Survey Matters. In conducting its due diligence prior to the Due Diligence Deadline, Buyer may review the Title Commitment, Survey and all other Seller Disclosures as referenced in Section 8. Seller agrees to cooperate with Buyer in connection with Buyer’s Due Diligence investigation by providing additional information or documentation reasonably requested by Buyer.
Title and Survey Matters. As promptly as reasonably possible, but in any event within twenty (20) days after the Effective Date Buyer shall obtain, at Seller's expense: (i) a commitment (the "Title Commitment") for an ALTA Owner's Title Insurance Policy showing title to the Real Property in Seller, dated not earlier than the Effective Date and proposing to insure Buyer in the amount of the Purchase Price, issued by the Title Company or another title insurance company reasonably acceptable to Buyer, and (ii) a current "as-built" survey for the Property (the "Updated Survey") with the seal and signature thereon of an engineer or surveyor registered in the State of California, which survey shall (a) include and show the metes and bounds description of all parcels comprising the Premises, (b) indicate that all parcels comprising the Premises are contiguous, (c) be certified to Seller, Buyer and the Title Company, (d) show the location and dimension together with recording information of all easements which encumber or are appurtenant to the Premises, and whether the same are encroached upon by the Improvements or shall interfere with the use of, or access to, the Premises and the Improvements thereon, or cross the property of others in the absence of properly recorded easements therefor, (e) show the location and dimension of the Improvements (including the location and number of any parking spaces), (f) indicate whether there exists any violation of height and building restrictions and setback and parking requirements, (g) be accompanied by a certificate from the Surveyor substantially in the form attached as Exhibit "C" hereto (or as otherwise reasonably acceptable to Buyer), (h) comply with ALTA standards, and (i) be dated not earlier than the Effective Date. If the Title Commitment or Updated Survey discloses matters which are not permitted pursuant to Section 4.1 and/or to which Buyer objects, Buyer shall give written notice specifying such objections to Seller within thirty (30) days after its receipt of the Title Commitment, copies of all of the underlying title documents, and the Updated Survey. Buyer's failure to give a notice of objection within such thirty (30) day period shall be conclusively deemed to constitute approval of the Title Commitment and Updated Survey by Buyer. Seller shall have thirty (30) days after the date of receipt of Buyer's written notice to remove any such matters from title or the Updated Survey, as the case may be, or to have the Title Company waive ...
Title and Survey Matters. (a) The Sellers have delivered to the Buyer a copy of the most recent Existing Title Policy and a copy of the most recent Existing Survey of the Real Property in their possession. Further and except as identified on Section 5.15(a) of the Disclosure Schedule, the Sellers have delivered to the Buyer or the Buyer has obtained, with respect to each parcel of Owned Real Property and each parcel that is a Critical Leased Property, (i) a commitment (each, a “Title Commitment”) for an ALTA title insurance policy (whether owner’s or leasehold, as applicable) issued by Chicago Title Insurance Company or another nationally recognized title insurance company, (ii) copies of the underlying exceptions reflected on the Title Commitment, and (iii) a Survey.
Title and Survey Matters. Prior to the Effective Date of this Agreement, Seller has furnished to Buyer a title report or commitment issued by the Escrow Agent (the “Title Commitment”) with respect to the Property (with copies of all instruments listed as exceptions to title) and a copy of Seller’s most recent existing survey of the Property. Buyer agrees to take title to the Property subject to all matters set forth in the Title Commitment and survey. It shall be a condition to Buyer’s obligation to proceed with Closing that between the Effective Date and the date of Closing, no new survey or title matter shall have arisen which materially adversely affects the title to the Property or the use thereof, unless the same is discharged or endorsed over to Buyer’s reasonable satisfaction in Buyer’s title policy at Closing. Buyer shall notify Seller within three (3) business days after Buyer becomes aware of any such new title or survey matter to which Buyer objects, and if Buyer does not notify Seller of any objection within such three (3) business day period, Buyer shall be deemed to have waived any such objection and shall proceed to Closing without any credit or reduction in the Purchase Price as a result of such title or survey matters. Buyer shall not be entitled to object to, and shall be deemed to have approved, any liens, encumbrances or other title (A) over which the Title Company is willing to insure (without additional cost to Buyer or where Seller pays such cost for Buyer), (B) against which the Title Company is willing to provide affirmative insurance (without additional cost to Buyer or where Seller pays such cost for Buyer), (C) which will be extinguished upon the transfer of the Property, or (D) which are the responsibility of any tenant under the Leases to cure, correct or remove.
Title and Survey Matters. ...5 2.1 Existing Title Policies and Surveys; Update of Title and Survey........................................5 2.2
