Common use of Termination of Title Cure Period Clause in Contracts

Termination of Title Cure Period. If, for any reason, CTF is unable or at CTF’s sole election, unwilling to take such actions as may be required to cause the matter identified in Purchaser’s Objections to be cured or removed so as to convey title to the Real Properties consistent with the Pro Formas, or if CTF objects to any Requirement or any other obligation which it may incur in connection with the issuance of the Pro Forma title policies, Marriott shall give Purchaser notice thereof prior to the expiration of the Title Cure Period; it being understood and agreed that the failure of Marriott to timely give such notice shall be deemed an election by CTF not to remedy such matters. If CTF shall elect not (or be deemed to elect not) to remove any matter identified in Purchaser’s Objections, Purchaser may, in the exercise of its sole discretion either: (i) close the Transaction with respect to the Real Properties subject to the Purchaser’s Objections (that CTF will not cure) without abatement of the Unadjusted Purchase Price, in which event: (A) the Purchaser’s Objections that CTF will not cure shall be, and be deemed to be, for all purposes, Permitted Encumbrances; (B) the Purchaser shall close the Transactions notwithstanding the existence of any of the Purchaser’s Objections that CTF will not cure; and (C) neither CTF nor Marriott shall have any obligation or liability whatsoever after the Closing with respect to CTF’s failure to cause any of the Purchaser’s Objections to be eliminated; or (ii) terminate this Agreement by written notice given to Marriott within four (4) calendar days after expiration of the Title Cure Period, in which event this Agreement shall terminate, the Deposit and all interest accrued thereon shall be returned to Purchaser and neither party hereto shall have any further obligations thereunder other than those obligations expressly stated herein to survive the termination of this Agreement. In the event Purchaser elects to proceed to Closing, the Pro Formas shall be revised to (1) delete those Requirements objected to by CTF and (2) add Purchaser’s Objections that CTF will not cure so that the Pro Formas shall be consistent with the quality of title accepted or deemed accepted by the Purchaser pursuant to this Section 9.1(d).

Termination of Title Cure Period. If, for any reason, CTF Seller is unable or at CTFSeller’s sole election, unwilling to take such actions as may be required to cause the matter identified in PurchaserBuyer’s Objections to be cured or removed so as to convey title to the Real Properties consistent with the Pro Formas, or if CTF Seller objects to any Requirement or any other obligation which it may incur in connection with the issuance of the Pro Forma Formas title policies, Marriott Seller shall give Purchaser Buyer notice thereof prior to the expiration of the Title Cure Period; it being understood and agreed that the failure of Marriott Seller to timely give such notice shall be deemed an election by CTF Seller not to remedy such matters. If CTF Seller shall elect not (or be deemed to elect not) to remove any matter identified in PurchaserBuyer’s Objections, Purchaser Buyer may, in the exercise of its sole discretion either: (i) close the Transaction with respect to the Real Properties subject to the PurchaserBuyer’s Objections (that CTF Seller will not cure) without abatement of the Unadjusted Purchase Price, in which event: (A) the PurchaserBuyer’s Objections that CTF Seller will not cure shall be, and be deemed to be, for all purposes, Permitted Encumbrances; (B) the Purchaser Buyer shall close the Transactions notwithstanding the existence of any of the PurchaserBuyer’s Objections that CTF Seller will not cure; and (C) neither CTF nor Marriott the Seller shall have any no obligation or liability whatsoever after the Closing with respect to CTFthe Seller’s failure to cause any of the PurchaserBuyer’s Objections to be eliminated; or (ii) terminate this Agreement by written notice given to Marriott the Seller within four seven (47) calendar days after expiration of the Title Cure Period, in which event this Agreement shall terminate, the Deposit and all interest accrued thereon shall be returned to Purchaser terminate and neither party hereto shall have any further obligations thereunder hereunder other than those obligations expressly stated herein to survive the termination of this Agreement. In the event Purchaser Buyer elects to proceed to Closing, the Pro Formas shall be revised to (1) delete those Requirements objected to by CTF the Seller and (2) add Purchaserthe Buyer’s Objections that CTF the Seller will not cure so that the Pro Formas Forma’s shall be consistent with the quality of title accepted or deemed accepted by the Purchaser Buyer pursuant to this Section 9.1(d).

Termination of Title Cure Period. If, for any reason, CTF is unable or at CTF’s sole election, unwilling to take such actions as may be required to cause the matter identified in Purchaser’s Objections to be cured or removed so as to convey title to the Real Properties consistent with the Pro Formas, or if CTF objects to any Requirement Requirements or any other obligation which it may incur in connection with the issuance of the Pro Forma title policies, Marriott shall cause CTF to give Purchaser notice thereof prior to the expiration of the Title Cure Period; it being understood and agreed that the failure of Marriott or CTF to timely give such notice shall be deemed an election by CTF not to remedy such matters. If CTF shall elect not (or be deemed to elect not) to remove any matter identified in Purchaser’s Objections, Purchaser may, in the exercise of its sole discretion either: (i) close the Transaction with respect to the Real Properties subject to the Purchaser’s Objections (that CTF will not cure) without abatement of the Unadjusted Purchase Price, in which event: (A) the Purchaser’s Objections that CTF will not cure shall be, and be deemed to be, for all purposes, Permitted Encumbrances; (B) the Purchaser shall close the Transactions notwithstanding the existence of any of the Purchaser’s Objections that CTF will not cure; and (C) neither CTF nor and Marriott shall have any no obligation or liability whatsoever after the Closing with respect to the CTF’s failure to cause any of the Purchaser’s Objections to be eliminated; or (ii) terminate this Agreement by written notice given to Marriott and CTF within four (4) calendar days after expiration of the Title Cure Periodthereafter, in which event this Agreement shall terminate, the Deposit and all interest accrued thereon shall be returned to Purchaser and neither party hereto shall have any further obligations thereunder hereunder other than those obligations expressly stated herein to survive the termination of this Agreement. In the event Purchaser elects to proceed to Closing, the Pro Formas shall be revised to (1i) delete those Requirements objected to by CTF and (2ii) add Purchaser’s Objections that CTF will not cure so that the Pro Formas shall be consistent with the quality of title accepted or deemed accepted by the Purchaser pursuant to this Section 9.1(d).