Delivery of Title Policy at Closing. In the event that the Title Company does not issue at Closing, or unconditionally commit at Closing to issue, to Purchaser, an owner’s title policy in accordance with the Title Commitment, insuring Purchaser’s title to the Property in the amount of the Purchase Price, subject only to the standard exceptions and exclusions from coverage contained in such policy and the Permitted Exceptions (the “Title Policy”), Purchaser shall have the right to terminate this Agreement, in which case the Xxxxxxx Money shall be immediately returned to Purchaser and the parties hereto shall have no further rights or obligations, other than those that by their terms survive the termination of this Agreement.
Delivery of Title Policy at Closing. As a condition precedent to the Close of Escrow, the Title Company shall have issued and delivered to Buyer, or shall have committed to issue and deliver to Buyer, with respect to the Real Property, a Standard Coverage Owner's Policy of Title Insurance (1992 Form) (the "TITLE POLICY") issued by the Title Company as of the date and time of the recording of the Deed (as such term is defined in SECTION 6.1 hereof) for the Real Property , in the amount of the Purchase Price insuring Buyer as owner of good, marketable and indefeasible fee simple title to the Real Property, subject only to the Permitted Exceptions (as hereinafter defined). For purposes of this Agreement, "PERMITTED EXCEPTIONS" shall mean and include (a) any lien to secure payment of real estate taxes, including special assessments, not delinquent, (b) all matters which could be revealed or disclosed by a physical inspection or a survey of the Real Property and matters affecting the Real Property which are created by or with the written consent of Buyer (including, without limitation, a declaration of easement in the form of that attached hereto as EXHIBIT J and made a part hereof, the recording of which Buyer hereby grants its consent); (c) the rights of the tenant under the Lease affecting the Real Property, (d) all exceptions disclosed by the Title Report relating to the Real Property and which are approved or deemed approved by Buyer in accordance with SECTION 4.2.2 hereof, and (e) all applicable laws, ordinances, rules and governmental regulations (including, without limitation, those relating to building, zoning and land use) affecting the development, use, occupancy or enjoyment of the Real Property.
Delivery of Title Policy at Closing. As a condition to Purchaser's obligation to close, the Title Company shall deliver to Purchaser at Closing an Alta form Owner's Policy of Title Insurance including zoning endorsement ("Title Policy"), issued by the Title Company dated concurrent with Closing, in the amount of the Purchase Price, insuring Purchaser as owner of fee simple title to the Real Estate, subject only to the Permitted Exceptions. Seller shall execute at Closing a customary Seller's mechanics and materialman's lien affidavit and a standard parties in possession affidavit, in such forms as the Title Company shall reasonably and customarily require for the issuance of an extended coverage endorsement over those items (except to the extent not caused by, through or under Seller) on the Title Policy. The Title Policy may be delivered after the Closing if at the Closing the Title Company issues a currently effective, duly executed "marked-up" Title Commitment with the Title Policy in the substance of the "marked-up" Title Commitment to be issued promptly after Closing. The premium for the Title Policy shall be paid by Seller, and Seller shall pay the cost of the Survey required hereunder. Purchaser shall have the right to negotiate endorsements to the Title Commitment during the Due Diligence Period , but Seller shall have no responsibility to have such endorsements included in the Title Policy and the premium for such endorsements shall be at Purchaser's expense.
Delivery of Title Policy at Closing. As a condition precedent to Xxxxx's obligation to acquire the Real Property and the Closing, the Title Company shall have issued and delivered to Buyer, or shall have committed to issue and deliver to Buyer, with respect to the Real Property, an ALTA Extended Coverage Owner’s Policy of Title Insurance with endorsements reasonably required by Buyer (the “Title Policy”) issued by the Title Company as of the date and time of the recording of the Grant Deed for the Real Property, in the amount of the Purchase Price, subject only to the Permitted Exceptions (as hereinafter defined), name Buyer as the insured; have a liability amount equal to the Purchase Price; show Buyer as the owner of the Real Property in fee simple; and include extended coverage over the standard printed exceptions as may be reasonably required by Buyer. For purposes of this Agreement, “Permitted Exceptions” shall mean only (a) any lien to secure payment of real estate taxes, including special assessments, not delinquent, (b) the lien of supplemental taxes assessed pursuant to Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code, not delinquent, (c) all matters affecting the Real Property which are created by or with the express written consent of Buyer; (d) all exceptions disclosed by the Title Report relating to the Real Property and which are approved or deemed approved by Buyer in accordance with Paragraph 4.B hereof, and (e) all applicable laws, ordinances, rules and governmental regulations (including, without limitation, those relating to building, zoning and land use) affecting the development, use, occupancy or enjoyment of the Real Property. Seller agrees to pay the premium charged for the ALTA standard owner’s policy component of the Title Policy, and Seller shall deliver to the Title Company such instruments, documents, releases and agreements and perform such other acts as Title Company may reasonably require in order to issue the Title Policy, including without limitation the execution and delivery of owner’s affidavits and indemnities. Indemnification of the Title Company to induce it to insure any otherwise un- permitted exception to title shall not be allowed except with Xxxxx’s prior written consent, in Buyer’s reasonable discretion, after full disclosure to Buyer of the nature and substance of such exception and indemnity.
Delivery of Title Policy at Closing. At Closing, as a condition to Purchaser’s obligation to close, the Title Company shall deliver to Purchaser an ALTA (or other form required by state law) Owner’s Policy of Title Insurance (“Title Policy”) issued by the Title Company with ALTA General Exceptions 1 through 5 deleted (or corresponding deletions or endorsements if the Property is located in a non-ALTA state), containing the Purchaser’s Endorsements, dated the date and time of the recording of the Deed in the amount of the Purchase Price, insuring Purchaser as owner of good, marketable and indefeasible fee simple title to the Property, subject only to the Permitted Exceptions. “Purchaser’s Endorsements” means, to the extent such endorsements are available under the laws of the state in which the Property is located: (a) owner’s comprehensive; (b) access; (c) survey (accuracy of survey); (d) location (survey legal matches title legal); (e) separate tax lot; (f) legal lot; (g) zoning 3.0; and (h) such other endorsements as Purchaser may require based on its review of the Title Commitment and Survey. Seller shall execute at Closing an affidavit on the Title Company’s standard form so that the Title Company can delete or modify the standard printed exceptions as to parties in possession, unrecorded liens, and similar matters and, if required to issue the Title Policy at Closing, the customary gap indemnity. The Title Policy may be delivered after the Closing if at the Closing the Title Company issues a currently effective, duly-executed “marked-up” Title Commitment and irrevocably commits in writing to issue the Title Policy in the form of the “marked-up” Title Commitment promptly after the Closing Date.
Delivery of Title Policy at Closing. At Closing, the Title Company shall issue, or commit at Closing to issue, to Purchaser an owner’s title policy in accordance with the Title Commitment, insuring Purchaser’s title to the Real Property in the amount of the Purchase Price, subject only to the standard exceptions and exclusions from coverage contained in such policy and the Permitted Exceptions (the “Title Policy”).
Delivery of Title Policy at Closing. As a condition to Xxxx'x obligation to close, at Closing (i) the Title Company shall irrevocably commit to issue to Xxxx an ALTA Owner's Policy (Revised 10-17-70 and 10-17-84) (or other form if required by state law) of title insurance, with extended coverage (i.e., with ALTA General Exceptions 1 through 5 deleted, or with corresponding deletions if the Contributed Property is located in a non-ALTA state), issued by the Title Company as of the date and time of the recording of the Deed, in the amount of the Contribution Value, containing the Xxxx'x Endorsements, insuring Xxxx as owner of good, marketable and indefeasible fee simple title to the Contributed Property (the conveyances from Contributors and the sellers under the Related Agreements effecting a merger of the estates held by each, with fee simple title vesting in Xxxx subject only to the Permitted Exceptions), and subject only to the Permitted Exceptions (the "Title Policy"), and (ii) the updated UCC Searches (within 10 days of Closing) show no security interests (other than Permitted Exceptions) not disclosed in the UCC Searches delivered pursuant to Paragraph 3.1;. "Permitted Exceptions" means the exceptions set forth in Exhibit I to this Agreement; real estate taxes not yet due and payable; the Loan Documents; the Management Agreement, the Tripartite Agreements, and the Option Agreements; and tenants in possession as tenants only under the Leases without (except as provided in the Master Leases) any option to purchase or acquire an interest in the Contributed Property, and the Pitney Debt Documents. "Xxxx'x Endorsements" shall mean, to the extent such endorsements are available under the laws of the state in which the Contributed Property is located: (1) owner's comprehensive; (2) access; (3) survey (accuracy of survey); (4) location (survey legal matches title legal); (5) separate tax lot; (6) legal lot; (7) zoning 3.1, with parking and loading docks; (8) non-imputation endorsement; and (9) such other endorsements as Xxxx may require during the Due Diligence Period based on its review of the Title Commitment and Survey.
Delivery of Title Policy at Closing. In the event that the Title Company does not issue at Closing, or unconditionally commit at Closing to issue, to Purchaser, an owner's title policy in accordance with the Title Commitment, insuring Purchaser's title to the Property in the amount of the Purchase Price, subject only to the Permitted Exceptions (the "Title Policy"), Purchaser shall have the right to terminate this Agreement, in which case the Xxxxxxx Money shall be immediately returned to Purchaser and the parties hereto shall have no further rights or obligations, other than those that by their terms survive the termination of this Agreement. Seller and Purchaser acknowledge and agree that the Title Policy may be issued as provided in Section 4 of the Portfolio Tie-In Agreement, if applicable.
Delivery of Title Policy at Closing. As a condition to Purchaser's obligation to close, the Title Company shall deliver to Purchaser at Closing an ALTA Owner's Policy of Title Insurance for each Parcel (each, a "Title Policy" and collectively, the "Title Policies"), together with all endorsements that Purchaser may request and that are available with respect to property located in the Commonwealth of Puerto Rico, issued by the Title Company as of the date and time of the recording of the Deed of Purchase and Sale for each Parcel, in the amount of the portion of the Purchase Price allocated to such Parcel, insuring Purchaser as owner of marketable fee simple title to the Property, and subject only to the Permitted Encumbrances. Sellers shall execute at Closing an affidavit in such form as the Title Company shall reasonably require for the issuance of the Title Policies.
Delivery of Title Policy at Closing. The parties shall instruct Title Company to issue at Closing, or to unconditionally commit at Closing to issue, to Purchaser, the Title Company’s most current form of standard (i.e., not extended) ALTA (or other customarily provided non-ALTA) owner’s coverage (the “Owner’s Policy”) insuring Purchaser’s title to the Property in the amount of the Purchase Price, subject only to the Permitted Exceptions as well as any and all other standard or required exclusions. If further coverage (e.g., ALTA or ALTA extended coverage) or endorsements are desired by Purchaser, Purchaser shall order the same directly from Title Company and shall undertake all actions which may be required as a condition to the issuance of such further coverage or endorsements. Seller shall not be obligated to undertake any action or pay any monies as a condition precedent to the issuance of such further coverage or endorsements to the Owner’s Policy which would not otherwise be required of Seller in regard to the issuance of a standard coverage owner’s policy or to remove any standard exceptions therefrom requiring more of Seller than delivery of (i) a “Gap Indemnity” (e.g., an indemnity for the so-called title “gap”) in the form of Exhibit F attached hereto and (ii) an “Owner’s Affidavit,” “ALTA Statement” or other affidavit in the form of Exhibit G attached hereto.
