Title Matters Consents Clause Samples
The "Title Matters; Consents" clause establishes the requirements and procedures related to the ownership and transfer of legal title to property, as well as the necessity for obtaining any required consents from third parties. In practice, this clause typically obligates the seller to provide clear and marketable title, free from encumbrances, and to secure any necessary approvals or permissions from lenders, governmental authorities, or other relevant parties before the transaction can proceed. Its core function is to ensure that the buyer receives unencumbered ownership and that all legal and regulatory hurdles are addressed, thereby reducing the risk of future disputes or delays in the transfer process.
Title Matters Consents. 7 Section 3.1 Title............................................................................................................. 7 Section 3.2 Consents ..................................................................................................... 7 ARTICLE IV
Title Matters Consents. (a) Section 6.15(a) of the Disclosure Memorandum contains a proforma title insurance policy for the Owned Real Property (the “Title Insurance Proforma”) naming the Company as insured thereunder and issued by First American Title Insurance Company (the “Title Company”) and Seller has delivered to Purchaser a true, correct and complete copy of the Existing Survey. Immediately prior to the Closing, Seller will cause the Title Company to update the Title Proforma and to issue an Owner’s Title Insurance Policy naming the Company as insured thereunder in the precise form of the Title Insurance Proforma with no new or additional exceptions and with all endorsements attached thereto in the same form as are attached to the Title Insurance Proforma (the “Title Insurance Policy”), bearing an effective date and time immediately prior to the Closing. In the event that the Title Company determines that there may be new or additional exceptions or requirements prior to issuance of the Title Insurance Policy, then Seller shall cause such exceptions to be removed and such requirements to be complied with at Seller’s sole cost and expense. All costs and expenses for the Title Insurance Policy, including premiums and costs of endorsements, shall be paid by Seller prior to Closing, but at Closing, Seller shall receive a payment from Purchaser for one-half (1/2) of such costs and expenses.
(b) Prior to Closing, the Company shall use commercially reasonable efforts to obtain the consents to this transaction required by the Leases for the Leased Real Property listed in Section 3.15(b) of the Disclosure Memorandum that require written consent, and cooperate with Purchaser’s efforts to obtain estoppels and/or nondisturbance agreements from Lessors as reasonably requested by Purchaser. The Company shall not be required to cooperate in the pursuit of the execution or recording of memoranda of lease or leasehold mortgages with respect to Leased Real Property
Title Matters Consents