Common use of Condition of Title at Closing Clause in Contracts

Condition of Title at Closing. Xxxxxxx’s obligation to close hereunder is conditioned on the Title Company being unconditionally and irrevocably committed to issue at Closing to Builder, an ALTA extended coverage owner’s policy of title insurance (6-17-06), in the amount of the Property Value, subject to only the Permitted Exceptions (the “Title Policy”). Within no more than ten (10) business days prior to Closing, the Title Company shall provide, at Builder’s expense, an updated Commitment, and copies of restrictions, liens, encumbrances and/or other title matters (if any) not previously approved as a Permitted Exception on the Commitment. If the title as shown on the updated Commitment discloses any new title exception which was created by, through, under or with the consent of Builder, then such new exception shall be deemed to be a Permitted Exception. If, however, title as shown on the updated Commitment discloses any new title exception (if any) which was not disclosed in the initial Commitment and which was not created by, through, under or with the consent of Builder (each, a “Title Defect”), then Transferor shall have five (5) days to cure the Title Defect, failing which Builder shall have the option of: (i) waiving the Title Defect and accepting title as it then stands, in which event the Title Defect shall be deemed to be a Permitted Exception; or (ii) declaring Transferor in default under this Agreement and pursuing its remedies as provided herein. Transferor and Builder shall each execute, acknowledge (if applicable), and/or deliver to Title Company prior to the date of Closing, any customary and reasonable documents pertaining to Closing of the transaction contemplated by this Agreement, and Transferor shall deliver such reasonable documents relating to the Property required by Title Company as a condition to the issuance of the Title Policy.

Condition of Title at Closing. XxxxxxxTitle to the Property shall be conveyed to Buyer upon the Close of Escrow. TAMCO shall convey title to the TAMCO Land to Buyer, and CMC shall convey title to the CMC Land to Buyer, each by a grant deed in the form attached hereto as Exhibit “B” (the “Grant Deed”), free and clear of all liens except for: (a) non-delinquent real property taxes and assessments not yet due and payable; (b) matters affecting title that were created by Buyer or with Buyer’s consent; (c) any title exceptions on the Report (defined in Section 5.1(a), below) that were approved (or deemed approved) by Buyer during the Due Diligence Period; (d) any survey matters shown on the Survey (as defined in Section 5.1(a) below) that were approved (or deemed approved) by Buyer during the Due Diligence Period; and (e) the Easement Agreement and MOU, defined in Section 5.1(e) below (collectively, the “Permitted Exceptions”). Notwithstanding anything to the contrary, the term “Permitted Exceptions” expressly excludes all deeds of trust, mortgages, attachments, judgments, liens for delinquent real property taxes and assessments, mechanics’ and materialmen’s liens, abatement liens, civil administrative penalties, and all other liens or encumbrances of a definite or ascertainable amount that secure the payment of money (collectively, “Monetary Encumbrances”). Seller shall remove (at Seller’s sole cost and expense) all Monetary Encumbrances on or before the Closing. As a condition to Buyer’s obligation to close hereunder is conditioned on hereunder, the Title Company being unconditionally and irrevocably committed shall issue to issue at Buyer (with an effective date not earlier than the Closing to BuilderDate), an a 2006 ALTA form of extended coverage owner’s policy of title insurance insuring title to the Real Property vested in Buyer (6-17-06), or its assignee) in the amount of the Property ValuePurchase Price, subject only to only the Permitted Exceptions (the “Title Policy”). Within no more than ten (10) business days prior to Closing, the The Title Company Policy shall provide, at Builder’s expense, an updated Commitment, and copies of restrictions, liens, encumbrances and/or other title matters include those endorsements (if any) not previously approved as a Permitted Exception on the Commitment. If the title as shown on the updated Commitment discloses any new title exception which was created by, through, under or with the consent of Builder, then such new exception shall be deemed that Seller agrees to be a Permitted Exception. Ifobtain for Buyer in Seller’s Title Response Letter (defined in Section 5.1(c) below); provided, however, title as shown on the updated Commitment discloses Buyer may obtain any new title exception additional endorsements that Buyer deems desirable (if any) which was not disclosed in the initial Commitment and which was not created by, through, under or with the consent of Builder (each, a “Title DefectElective Endorsements”), then Transferor shall have five (5) days to cure the Title Defect, failing which Builder shall have the option of: (i) waiving the Title Defect and accepting title as it then stands, in which event the Title Defect shall be deemed to be a Permitted Exception; or (ii) declaring Transferor in default under this Agreement and pursuing its remedies as provided herein. Transferor and Builder shall each execute, acknowledge (if applicable), and/or deliver to Title Company prior to the date of Closing, any customary and reasonable documents pertaining to Closing of the transaction contemplated by this Agreement, and Transferor shall deliver such reasonable documents relating to the Property required by Title Company as a condition to but the issuance of the Title PolicyPolicy with the Elective Endorsements shall not be a condition to Closing.

Condition of Title at Closing. XxxxxxxBuilder’s obligation to close hereunder is conditioned on the Title Company being unconditionally and irrevocably committed to issue at Closing to Builder, an ALTA extended coverage owner’s policy of title insurance (6-17-06), in the amount of the Property Value, subject to only the Permitted Exceptions (the “Title Policy”). Within no more than ten (10) business days prior to Closing, the Title Company shall provide, at Builder’s expense, an updated Commitment, and copies of restrictions, liens, encumbrances and/or other title matters (if any) not previously approved as a Permitted Exception on the Commitment. If the title as shown on the updated Commitment discloses any new title exception which was created by, through, under or with the consent of Builder, then such new exception shall be deemed to be a Permitted Exception. If, however, title as shown on the updated Commitment discloses any new title exception (if any) which was not disclosed in the initial Commitment and which was not created by, through, under or with the consent of Builder (each, a “Title Defect”), then Transferor shall have five (5) days to cure the Title Defect, failing which Builder shall have the option of: (i) waiving the Title Defect and accepting title as it then stands, in which event the Title Defect shall be deemed to be a Permitted Exception; or (ii) declaring Transferor in default under this Agreement and pursuing its remedies as provided herein. Transferor and Builder shall each execute, acknowledge (if applicable), and/or deliver to Title Company prior to the date of Closing, any customary and reasonable documents pertaining to Closing of the transaction contemplated by this Agreement, and Transferor shall deliver such reasonable documents relating to the Property required by Title Company as a condition to the issuance of the Title Policy.