Required Title Condition. Title to the Property shall be conveyed to Buyer subject only to the following matters: (a) current, non-delinquent real estate taxes and assessments; (b) the matters set forth in the Preliminary Report which Buyer has approved or been deemed to have approved; (c) the Lease; and (d) any other matters approved in writing by Buyer, in its sole and absolute discretion (collectively, the “Required Title Condition”).
Required Title Condition. Title to the Property shall be conveyed to Buyer subject only to the following matters: (i) current, non-delinquent real estate taxes and assessments, (ii) the matters set forth in the Preliminary Report and permitted by Buyer as part of the Title Policy (as defined below), and (iii) any other matters deemed acceptable to Buyer pursuant to Sections 2.2 or 2.3 or approved in writing by Buyer in Buyer’s reasonable discretion (collectively, the “Required Title Condition”). Notwithstanding anything contained in this Agreement to the contrary, Seller shall be obligated, at its sole cost and expense, to satisfy at or prior to Closing all monetary encumbrances affecting the Property evidenced by deeds of trust, tax liens, judgments, mechanics’ liens, or other liens or charges in a fixed sum, and Seller authorizes the use of the Purchase Price or a portion thereof to pay and discharge the same at Closing.
Required Title Condition. Title to the Property shall be conveyed to Buyer subject only to the following matters: (i) current, non-delinquent real estate taxes and assessments; (ii) the matters set forth in the Preliminary Report and permitted by Buyer, in Buyer’s sole and absolute discretion, as part of the Title Policy (as defined below); and (iii) any other matters approved in writing by Buyer, in Buyer’s sole and absolute discretion (collectively, the “Required Title Condition”); provided however, that if Buyer fails to object, in writing, to any matters set forth in the Preliminary Report and/or reflected on or missing from the Survey prior to the fifth (5th) Business Day prior to the expiration of the Due Diligence Period (as defined in Section 3.2 below), such matters shall be deemed approved by Buyer, and the Property may be conveyed to Buyer subject to such matters, except as otherwise provided herein (the “Permitted Defects”). Within four (4) Business Days after the date on which Seller receives notification from Buyer of any objections to matters set forth on the Preliminary Report and/or reflected on or missing from the Survey (each, an “Unpermitted Defect”), Seller shall advise Buyer in writing whether Seller intends to cure any such Unpermitted Defect in the manner specified below and, if so, Seller shall thereupon promptly proceed to cure such Unpermitted Defect. If Seller declines to cure any such Unpermitted Defect, or if Seller is unable on or prior to the Closing Date to cure such Unpermitted Defect to Buyer’s reasonable satisfaction, then Buyer shall, within three (3) business days of receipt of notice of Seller’s election not to cure, or notice of Seller’s failure to cure (as applicable), at its option, (a) waive such Unpermitted Defect by proceeding to Closing as provided in this Agreement and such defects shall become Permitted Defects, or (b) terminate this Agreement in writing, in which event the Deposit (less the Independent Contract Consideration) shall be returned to Buyer within one (1) Business Day after such termination and each party shall thereupon be released from all further obligations hereunder (except as otherwise provided herein). Notwithstanding anything contained in this Section 2.2 to the contrary, Seller shall be obligated, at its sole cost and expense, to satisfy, at or prior to Closing, (i) all deeds of trust or mortgages affecting title to the Property, and ancillary documents related to such deeds of trust or mortgages (such as financi...
Required Title Condition. Title to the Property shall be conveyed to Buyer subject only to the following matters: (a) current, non-delinquent real estate taxes and assessments; (b) the matters set forth in the Preliminary Report which Buyer has approved or been deemed to have approved; (c) the Leases; (d) laws, ordinances and governmental regulations (including, but not limited to building, zoning, land use, and any subdivision ordinances and regulations) affecting the Property; (e) matters which would be disclosed by an accurate survey or inspection of the Property; and (f) any other matters approved in writing by Buyer, in its sole and absolute discretion (collectively, the “Required Title Condition”).
Required Title Condition. Title to the Property shall be conveyed to Buyer subject only to the following matters: (i) existing Tenant Leases; (ii) current, non-delinquent real estate taxes and assessments; (iii) the matters set forth in the Preliminary Report and approved by Buyer during the Due Diligence Period, in Buyer’s sole and absolute discretion, as part of the Title Policy (as defined below); (iv) the Leaseback Leases, as defined in Section 5.8.2 below; and any other matters approved in writing by Buyer, in Buyer’s sole and absolute discretion (collectively, the “Required Title Condition”). Notwithstanding anything contained in this Section 2.2 to the contrary, Seller shall be obligated, at its sole cost and expense, to satisfy, at or prior to Closing, all monetary encumbrances affecting the Property evidenced by deeds of trust, tax liens, judgments, mechanics’ liens and/or other liens or charges in a fixed sum.
Required Title Condition. Title to the Property shall be conveyed to Buyer subject only to the following matters: (i) current, non-delinquent real estate taxes and assessments; (ii) the matters set forth in that certain Chicago Title Insurance Company Policy Number 7230640-87636462, a copy of which has been provided to Buyer (the “Seller’s Title Policy”); (iii) documents evidencing or securing the Loan; and (iv) any other matters not objected to by Buyer during the Due Diligence Period (collectively, the “Required Title Condition”). Notwithstanding anything contained in this Section 2.2 to the contrary, Seller shall be obligated, at its sole cost and expense, to satisfy, at or prior to Closing, all monetary encumbrances affecting the Property evidenced by deeds of trust, tax liens, judgments, mechanics’ liens and/or other liens or charges in a fixed sum (other than liens of the instruments securing the Loan), and Seller authorizes the use of the Purchase Price or a portion thereof to pay and discharge the same at Closing.
Required Title Condition. The parties hereby acknowledge and agree that the following items shall be deemed a part of Buyer’s “Required Title Condition”:
Required Title Condition. Buyer shall have the right to review the Title Commitment, Exception Documents, and Survey for a period of ten (10) Business Days from the date of Buyer’s receipt of the last of such items. In the event any matters appear therein that are unacceptable to Buyer, Buyer shall, within said ten (10) Business Days, notify Seller in writing of such fact. Upon the expiration of said ten (10) Business Day period, Buyer shall be deemed to have accepted all exceptions to title referenced in the Title Commitment and all matters shown on the Survey, except for matters that are the subject of an objection letter made under the preceding sentence, and such accepted exceptions shall be included in the term “Permitted Exceptions” as used herein. In the event Buyer objects to any such matters within the ten (10) Business Day period, Seller shall have ten (10) Business Days from receipt of such notice within which to remedy or cure such unacceptable exceptions or items. In the event Seller is unable to remedy or cure such unacceptable items to the satisfaction of Buyer on or before the expiration of said ten (10) Business Day period, Buyer may either (a) waive such objections and accept title to the Real Property subject to such unacceptable items (which items shall then be deemed to constitute part of the “Permitted Exceptions”), or (b) terminate this Agreement by written notice to Seller, in which event the entire Deposit shall be promptly returned to Buyer and the parties shall have no further obligations, except those which expressly survive termination of this Agreement.
Required Title Condition. Title to the Property shall be conveyed to Buyer at Closing in a condition enabling the Title Company to issue to Buyer an ALTA 2006 extended coverage Owner’s Policy of Title Insurance (“Title Policy”) insuring Buyer’s fee simple title to the Land and Improvements, for the sum equal to the Purchase Price, conforming to the Required Title Condition set forth in Section 2.2 above and containing such endorsements as Buyer shall have reasonably required, subject only to the following matters: (i) current, non-delinquent real estate taxes and assessments; (ii) the Permitted Exceptions; and (iii) documents evidencing or securing the Loan; (collectively, the “Required Title Condition”). Notwithstanding anything contained in this Section 2.2 to the contrary, Seller shall be obligated, at its sole cost and expense, to satisfy, at or prior to Closing, all monetary encumbrances affecting the Property evidenced by deeds of trust, tax liens, judgments, mechanics’ liens and/or other liens or charges in a fixed sum (other than liens of the instruments securing the Loan) (collectively, “Mandatory Cure Exceptions”), and Seller authorizes the use of the Purchase Price or a portion thereof to pay and discharge the same at Closing.
Required Title Condition. Title to the Real Property shall be conveyed to Buyer subject only to the following matters: (i) current, non-delinquent real estate taxes and assessments (the “Current Taxes”), (ii) the matters set forth in the Preliminary Reports, UCC Searches and Surveys, to the extent accepted (or deemed accepted) by Buyer as Permitted Exceptions in this Article 2, (iii) the lien of the Loan Documents (to the extent assumed by Buyer and excluding the lien on the Longview Real Property) (the “Existing Lender’s Liens”), (iv) any other title matters approved in writing by Buyer in Buyer’s sole and absolute discretion, (v) the Deemed Accepted Matters, and (vi) matters or conditions encumbering or affecting the Real Property created or caused by the actions of Buyer, its employees, contractors and/or agents (the “Buyer Created Liens”) (the matters set forth in clauses (i) to (vi) are referred to herein, collectively, as the “Required Title Condition”). Notwithstanding anything contained in this Article 2 to the contrary, including without limitation any acceptance or deemed acceptance by the Buyer, the Sellers shall be obligated, at their sole cost and expense, to satisfy at or prior to Closing (i) all monetary encumbrances arising from the direct and voluntary acts of Sellers and affecting the Property (other than the Existing Lender’s Lien), which, for purposes of clarification, shall include without limitation encumbrances resulting from Contracts, judgment liens against Sellers, and any income tax liens against Sellers, (ii) all monetary encumbrances arising from omissions of Sellers (to the extent such omissions relate directly to monetary encumbrances arising from the direct and voluntary acts of Sellers, as opposed to the direct and voluntary acts or omissions of Tenants, sub-tenants or other third parties), and (iii) real property taxes that are due and owing as of the Closing Date (collectively, “Seller Monetary Encumbrances”), whether evidenced by deeds of trust, tax liens, judgments, mechanics’ liens, or other liens or charges in a fixed sum, and, with respect to the portion of the Real Property sold, conveyed, assigned, or otherwise transferred, by Sellers, the Sellers authorize the use of the applicable allocated portion of the Purchase Price (as set forth in Schedule 1.3) for such portion of the Real Property to pay and discharge the same (to the extent encumbering such portion of the Real Property) at Closing. For purposes of clarification, Sellers shall not ...
