Survey Matters. Prior to execution of this Agreement, the ShoLodge Parties have arranged for the preparation of an ALTA survey with respect to each of the Properties (the "Surveys") by a licensed surveyor in the jurisdiction in which each such Property is located, which (i) contains an accurate legal description of the applicable Property, (ii) shows the exact location, dimension and description (including applicable recording information) of all utilities, easements, encroachments and other physical matters affecting such Property, the number of striped parking spaces located thereon and all applicable building set-back lines, (iii) states whether the applicable Property is located within a 100-year flood plain and (iv) includes a certification in the form set forth in Schedule C, or such other form as may be acceptable to the Purchaser, addressed to the Purchaser, the Title Company and any other persons requested by the Purchaser or designated by the ShoLodge Parties. Within ten (10) Business Days after receipt of the Surveys, the Purchaser shall give the ShoLodge Parties notice of any matters shown thereon (other than Permitted Encumbrances) which adversely affect any such Property in any material respect and as to which the Purchaser reasonably objects. If, for any reason, the ShoLodge Parties are unwilling or unable to take such actions as may be required to remedy the objectionable matters, the ShoLodge Parties shall give the Purchaser prompt notice thereof; it being understood and agreed that the failure of the ShoLodge Parties to give such notice within ten (10) Business Days after the Purchaser's notice of objection shall be deemed an election by the ShoLodge Parties to remedy such matters. If the ShoLodge Parties shall be unwilling or unable to remove any survey defect to which the Purchaser has reasonably objected, the Purchaser may elect (i) to terminate this Agreement with respect to the affected Property, in which event, the Purchase Price shall be reduced by the Allocable Purchase Price of the affected Properties and this Agreement shall terminate and be of no further force or effect with respect to the affected Properties or (ii) to consummate the transactions contemplated hereby, notwithstanding such defect, without any abatement or reduction in the Purchase Price on account thereof. The Purchaser shall make any such election by written notice to the ShoLodge Parties given on or prior to the fifth Business Day after the ShoLodge Parties' notice of their i...
Survey Matters. Any Survey required by the Lenders during the period of construction shows any matters not approved by the Administrative Agent and such matters not approved are not removed within 30 days after Notice thereof by the Administrative Agent to the Borrowers unless the Borrower excludes the affected Eligible Project from the Borrowing Base.
Survey Matters. Any Survey required by Lender during the period of construction shows any matter which in Lender’s reasonable judgment would interfere with the Construction of the Improvements or the operation or use of the Property, and such matter is not removed within a period of thirty (30) days after Notice thereof by Lender to Borrower.
Survey Matters. All matters that would be revealed or disclosed in an accurate survey or inspection of the Property.
Survey Matters. Any Survey required by Xxxxxx during the period of construction shows any matter which in Xxxxxx’s reasonable judgment would interfere with the construction of the Improvements or the operation or use of the Property, and such matter is not removed within a period of sixty (60) days after Notice thereof by Lender to Borrower.
Survey Matters. Buyer shall have until the expiration of the Inspection Period (the "Survey Review Period") to review the Survey. If Buyer discovers any Survey Title Defects (as defined below), Buyer shall give written notice to Seller of the Survey Title Defects before the expiration of the Title Review Period. "Survey Title Defects" shall mean any encroachments, easements, overlaps or other survey matters which render title to the Real Property unmarketable, excluding (i) the Permitted Exceptions and (ii) all encroachments, easements, overlaps and other survey matters set forth on or disclosed by the Survey and/or the Prior Survey which were not timely objected to as Survey Title Defects by the Buyer in accordance with the terms of this Paragraph 5.4 before the expiration of the Survey Review Period. In the event Buyer notifies Seller in writing of any Survey Title Defects before the expiration of the Inspection Period, Seller shall have up to sixty (60) days from receipt of Buyer's written notice (the "Survey Cure Period") to cure the Survey Title Defects which have been noted by Buyer in its notice to Seller; provided that, Seller, in its sole discretion, shall determine whether it shall attempt to cure the Survey Title Defects (and the Closing Date shall be extended until the expiration of the Survey Cure Period if Seller elects to cure the Survey Title Defects). Seller will advise Buyer in writing whether it will attempt to cure the Survey Title Defects within ten (10) days of Seller's receipt of Buyer's written notice regarding the existence of said Survey Title Defects. Buyer specifically acknowledges that Seller shall not be obligated to cure the Survey Title Defects. Should Seller be unsuccessful in curing the Survey Title Defects before the expiration of the Survey Cure Period or should Seller be unwilling to cure the Survey Title Defects, Buyer shall elect within five (5) Business Days of the expiration of the Survey Cure Period or within five (5) Business Days of Buyer's receipt of Seller's notice that Seller is unable or unwilling to cure the Survey Title Defects, as applicable, to either (i) accept title to the Real Property as set forth on and disclosed by the Survey and proceed to close the Transaction pursuant to the terms of this Agreement without a reduction in the Purchase Price, or (ii) terminate this Agreement and demand a refund of the Deposit which shall be returned to Buyer, whereupon neither party shall have any further liability or obligations ...
Survey Matters. 27 5.4. Environmental and Engineering Reports.................................................28 5.5. Conduct of the Business of the Acquired Companies Pending the Closing Date............28 5.6. Conversion of Certain Acquired Companies..............................................30 5.7. Cooperation...........................................................................31 5.8. Dividends; Distributions..............................................................32 5.9. No Solicitation of Other Offers.......................................................32 5.10.
Survey Matters. 76 SECTION 9.15
Survey Matters. 7 SECTION 3.
Survey Matters. Any survey required by the Administrative Agent shows any matter not existing as of the date of the survey delivered on or prior to the initial Term Loan made under the Third Term Loan (as defined in the Restated Credit Agreement) which is unsatisfactory to the Administrative Agent in its reasonable credit judgment, and such matter is not removed within a period of thirty (30) days after notice thereof by the Administrative Agent to the Borrower.
