Title Objection Notice Sample Clauses

Title Objection Notice. Buyer shall have the right to deliver to Seller, at least ten (10) business days prior to the expiration of the Due Diligence Period, written notice (the “Title Objection Notice”) of Buyer’s objections (an “Objectionable Matter”) to any matter disclosed by the Title Commitments and the Surveys. The parties agree that notwithstanding Paragraph 20, the Title Objection Notices only need to be delivered to Xxxxx Xxxxxx, Xxx Xxxxx and Xxxx Xxxx otherwise in accordance with Paragraph 20. Buyer may provide separate Title Objection Notices for each separate Property, provided that all such Title Objection Notices must be delivered by the deadline specified above. Seller shall have five (5) business days after receipt of a Title Objection Notice to give Buyer written notice (i) of Seller’s intention to attempt to cure such Objectionable Matter prior to the Closing Date, or (ii) that Seller elects not to attempt to cause such Objectionable Matter to be cured; provided, however, Seller shall have no obligation to cure, or attempt to cure, any Objectionable Matter. If Seller fails to give Buyer notice pursuant to the prior sentence, or if Seller gives Buyer notice under clause (ii), Buyer shall have the right in its sole discretion either to waive in writing all Objectionable Matters that Seller has not elected to attempt to cure and proceed with the Transactions pursuant to this Agreement, or terminate this Agreement pursuant to Paragraph 3(f). If Buyer shall fail to give Seller written notice of Buyer’s election to terminate this Agreement pursuant to the preceding sentence, prior to the expiration of the Due Diligence Period, then Buyer shall be conclusively deemed to have waived all Objectionable Matters that Seller has not elected to attempt to cure and to have waived any right to terminate this Agreement pursuant to this Paragraph 3(c) as a result thereof. If Seller shall give written notice pursuant to clause (i), above, with respect to an Objectionable Matter and this Agreement is not otherwise terminated pursuant to the terms hereof, the Closing shall be extended up to, but not in excess of, five (5) days during which period Seller may attempt to satisfy or remove the Objectionable Matter(s); provided, however, that if Seller satisfies or removes all Objectionable Matters that Seller has elected to attempt to cure, the Closing shall occur within five (5) business days thereafter (but no earlier than the scheduled Closing Date under Paragraph 5(a) of this Agre...
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Title Objection Notice. On or before the Due Diligence Expiration Date, Buyer may give to Seller written notice (the “Title Objection Notice”) of any Title Encumbrance which is not acceptable to Buyer as a Permitted Encumbrance on the title to the Property (the “Title Objection”). Any Title Encumbrance affecting the Property not objected to in the Title Objection Notice from Buyer to Seller shall be deemed to be approved or waived by Buyer and shall be a Permitted Encumbrance. If Buyer fails to provide a Title Objection Notice timely to Seller, then Buyer’s right to object on account of title shall be deemed waived, and all Title Encumbrances shall be Permitted Encumbrances.
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Title Objection Notice. Prior to the Effective Date, Buyer has delivered to Seller a copy of each of the Title Commitments issued by the Title Company identified as Commitment File Numbers: NCS-1032578-01-ATL; NCS-1032578-02-ATL; NCS-1032578-03- ATL; NCS-1032578-04-ATL; and NCS-1034431A-ATL. Buyer shall have the right, on or before January 29, 2021 with respect to Parcel B and February 1, 2021 with respect to the Land and Parcel A, to notify Seller in writing (each notice, a “Title Objection Notice”) of any objection (“Objection”) to any matter disclosed on the Title Commitment, such term will also include objections to matters revealed by the Survey and any exception reported in the Title Commitment. The following matters shall be deemed “Permitted Exceptions” (i) matters created by or with the express written consent of Buyer, (ii) non-delinquent liens for real estate taxes and assessments, and (iii) matters approved by Buyer in writing or deemed approved by Buyer in accordance with this Agreement. Notwithstanding the expiration of the foregoing periods, or the scheduled Closing Date, Buyer shall have an additional 10 Business Days following its receipt of any updates to the Survey or the Title Commitments and legible copies of all documents referenced therein to review and notify Seller of Buyer’s Objections thereto, and the Closing Date shall be extended, if necessary, until the expiration of such 10 Business Day period.
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Title Objection Notice. Purchaser notified Seller in writing (the “Title Objection Notice”) on May 31, 2019 (the expiration date of Purchaser’s “Title Review Period”) as to which matters within the Title Commitment and which survey matters disclosed on the Updated Survey are not acceptable to Purchaser (individually, a “Disapproved Title Matter”). Any matter within the Title Commitment and the Updated Survey that Purchaser failed to so disapprove in the Title Objection Notice shall be conclusively deemed to have been approved by Purchaser and shall constitute a “Permitted Exception.” Seller notified Purchaser in writing on June 7, 2019, as supplemented by written notice to Purchaser on June 14, 2019 (collectively, the “Title Response Notice”) regarding whether Seller either (i) agreed to remove each such Disapproved Title Matter from title to the Real Property on or before the Closing, or (ii) declined to remove such Disapproved Title Matter from title to the Real Property. If Seller failed to timely deliver a Title Response Notice as to a particular Disapproved Title Matter, then Seller shall be deemed to have made the election in clause (ii) above as to such Disapproved Title Matter.
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Title Objection Notice. As defined in Section 5.1.
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Title Objection Notice. Purchaser shall have until the expiration of the forty-fifth (45th) day following the Effective Date in which to examine title to the Property, obtain a title insurance commitment, and to give Seller written notice of title exceptions, WITH TIME BEING OF THE ESSENCE (the “Title Objection Notice”), that render Seller’s title less than good and marketable fee simple title (including, without limitation, any such exceptions revealed by the “Survey” of the Property procured in accordance with Section 3.9 below) (“Objectionable Title Exceptions”). Seller shall have ten (10) days after delivery of the Title Objection Notice and Title Commitment to notify Purchaser in writing of any Objectionable Title Exceptions that Seller shall refuse or be unable to cure prior to Closing (“Seller’s Cure Notice”). Notwithstanding the foregoing, Seller shall be obligated to eliminate any deeds of trust, mortgages, judgment liens, mechanics’ liens, materialmen’s liens and other liens placed on or against the Property that may be satisfied by the payment of a sum certain (“Monetary Encumbrances”), which such Monetary Encumbrances may be satisfied by Seller in connection with the Closing.
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Title Objection Notice. 10 4.5 Election of Non-Removal............................ 10 4.6 Non-Removal by Seller.............................. 11 4.7
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Title Objection Notice. 4.4.1 Except as provided in Section 5.4, in the event that Purchaser disapproves any items identified as exceptions in the Preliminary Title Report or the ALTA Title Report (in the event that the Title Company has issued an ALTA Title Report prior to the conclusion of the Due Diligence Period) or in any Supplemental Report (collectively, the "LISTED EXCEPTIONS"), Purchaser shall give written notice of disapproval to Seller ("TITLE OBJECTION NOTICE"). The Title Objection Notice shall be delivered by Purchaser, if at all, not later than: (a) the conclusion of the Due Diligence Period, with respect to the Preliminary Title Report or ALTA Title Report; or (b) five (5) business days following Purchaser's receipt of the Supplemental Report, with respect to any Supplemental Report.
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Related to Title Objection Notice

  • Title Objections Seller shall request Escrow Agent to cause to be delivered to Buyer a preliminary title report (the "Preliminary Report") from a title company affiliated with the Escrow Agent (the "Title Company"), showing the status of Seller’s title to the Property, together with complete and legible copies of all documents shown therein as exceptions to title ("Exceptions"). Buyer shall have until the date that is five (5) days after the Title Company delivers the Preliminary Report and Exceptions to Buyer within which to give notice in writing to Seller of any objection to such title or to any liens or encumbrances affecting the Property. Within five (5) days after receipt of such notice from Buyer, Seller shall give Buyer written notice of whether it is willing and able to remove the objected-to Exceptions. Without the need for objection by Buyer, Seller shall, with respect to liens and encumbrances that can be satisfied and released by the payment of money, eliminate such exceptions to title on or before Closing. Within five (5) days after receipt of such notice from Seller (the "Title Contingency Date"), Buyer shall elect whether to: (i) purchase the Property subject to those objected-to Exceptions which Seller is not willing or able to remove; or (ii) terminate this Agreement. If Buyer fails to give Seller notice of Buyer’s election, then such inaction shall be deemed to be Buyer’s election to terminate this Agreement. On or before the Closing Date (defined below), Seller shall remove all Exceptions to which Buyer objects and which Seller agrees, or is deemed to have agreed, Seller is willing and able to remove. All remaining Exceptions set forth in the Preliminary Report and those Exceptions caused by or agreed to by Buyer shall be deemed "Permitted Exceptions."

  • Survey or Title Objections If Buyer discovers any title or survey matter which is objectionable to Buyer, Buyer may provide Seller with written notice of its objection to same. Any contrary provisions of Article XV concerning what does or does not constitute delivery notwithstanding, Buyer shall provide and Seller must actually receive, any notice of objections on or before the fifth (5th) day prior to the expiration of the Review Period (the “Title Review Period”). If Seller has not actually received a written notice of objection to any such matter set forth in the Survey or Title Commitment prior to the expiration of the Title Review Period, it shall be conclusively assumed that Buyer has approved same. If Buyer disapproves any condition of title, survey or other matters by written objection to Seller on or before the expiration of the Title Review Period, Seller shall elect either to attempt to cure or not cure any such item and shall notify Buyer of its election by written notice within five (5) days after its receipt of notice from Buyer setting forth title or survey objection. If Seller commits in writing to attempt to cure any such item, then Seller shall be given until the Closing Date to cure any such defect. In the event Seller shall fail to cure a defect which Seller has committed in writing to cure prior to Closing, or if a new title defect arises after the date of Buyer’s Title Commitment or Survey, as applicable, but prior to Closing, then Buyer may elect, in Buyer’s sole and absolute discretion: (i) to waive such objection and proceed to Closing, or (ii) to terminate this Contract and receive a return of the Xxxxxxx Money Deposit. The items shown on the Title Commitment which are not objected to by Buyer as set forth above (other than exceptions and title defects arising after the Title Review Period and other than those standard exceptions which are ordinarily and customarily omitted in the state in which the applicable Hotel is located, so long as Seller provides the appropriate owner’s affidavit, gap indemnity or other documentation reasonably required by the Title Company for such omission) are hereinafter referred to as the “Permitted Exceptions.” In no event shall Permitted Exceptions include liens, or documents evidencing liens, securing any indebtedness (including vehicle or FF&E leases or financing arrangements) any mechanics’ or materialmen’s liens or any claims or potential claims therefor covering the Property or any portion thereof (“Seller Liens”), each of which shall be paid in full by Seller and released at Closing, except to the extent caused by Buyer. If a vehicle or FF&E lease or other financing cannot be released at Closing, Seller shall credit Buyer at Closing with the amount necessary to fully pay off such lease or financing over its term.

  • Selection Notice A Selection Notice to be effective must be:

  • Notice to Purchaser (1) DO NOT SIGN THIS CONTRACT UNTIL YOU READ IT OR IF IT CONTAINS BLANK SPACES.

  • Termination Notice If either Party, having become entitled to do so, decides to terminate this Agreement pursuant to the preceding Clause 8.2 (a) (i) or 8.2 (a) (ii), it shall issue Termination Notice setting out:

  • TRANSACTION NOTICE On any Trading Day during the Commitment Period, the Company may deliver a Transaction Notice to the Sales Agent (in the case of an Issuance) or the Forward Seller and the Forward Purchaser (in the case of a Forward), subject to the satisfaction of the conditions set forth in Sections 5.01 and 5.02; provided, however, that (i) the Issuance Amount or Forward Hedge Amount, as the case may be, for each Transaction as designated by the Company in the applicable Transaction Notice shall in no event exceed $100,000,000 for any Issuance or $50,000,000 for any Forward without the prior written consent of the Sales Agent or the Forward Seller, which may be withheld in the Sales Agent’s or the Forward Seller’s sole discretion and (ii) notwithstanding anything in this Agreement or the Master Forward Confirmation to the contrary, neither the Forward Purchaser, the Sales Agent nor the Forward Seller shall have any further obligations with respect to any Transaction Notice if and to the extent the aggregate Sales Price of the Shares sold pursuant thereto, together with the aggregate Sales Price of the Shares previously sold under the Sales Agency Agreements, shall exceed the Maximum Program Amount. The Company shall have the right, in its sole discretion, to amend at any time and from time to time any Transaction Notice; provided, however, that (i) the Company may not amend the Issuance Amount or Forward Hedge Amount, as the case may be, if such amended Issuance Amount or Forward Hedge Amount, as applicable, is less than the Actual Sold Issuance Amount or Actual Sold Forward Amount, as the case may be, as of the date of such amendment; (ii) the Company shall not have the right to amend a Transaction Notice specifying that it relates to a “Forward” after the related “Supplemental Confirmation” has been delivered to the Company; and (iii) no reduction in the Floor Price shall cause any sales of Shares executed pursuant to such Transaction Notice prior to the date of receipt of such amendment to be a breach of the terms hereof.

  • Dispute Notice If there is a dispute between the parties, then either party may give a notice to the other succinctly setting out the details of the dispute and stating that it is a dispute notice given under this clause 17.1.

  • Legal Action Notice A prompt report of any legal actions pending or threatened in writing against Borrower or any of its Subsidiaries that could result in damages or costs to Borrower or any of its Subsidiaries of, individually or in the aggregate, One Hundred Thousand Dollars ($100,000) or more; and

  • Title Defect (a) In the event Seller receives notice of any Survey Objection or Title Objection (collectively and individually a “Title Defect”) within the time periods required under Sections 6.1 and 6.2 above, Seller may elect (but shall not be obligated) to attempt to remove, or cause to be removed at its expense, any such Title Defect, and shall provide Purchaser with notice within five (5) days of its receipt of any such objection, of its intention to attempt to cure such any such Title Defect. If Seller elects to attempt to cure any Title Defect, the Scheduled Closing Date shall be extended for a period of twenty (20) days for the purpose of such removal. In the event that (i) Seller elects not to attempt to cure any such Title Defect, or (ii) Seller is unable to cure any such Title Defect within such twenty (20) days from the Scheduled Closing Date, Seller shall so notify Purchaser and Purchaser shall have the right to terminate this Agreement pursuant to this Section 6.3(a) and receive a refund of the Xxxxxxx Money Deposit, together with all interest which has accrued thereon, or to waive such Title Defect and proceed to the Closing. Purchaser shall make such election by written notice to Seller within three (3) days after receipt of Seller’s notice. If Seller has elected to cure a Title Defect and thereafter fails to timely cure such Title Defect, and Purchaser elects to terminate this Agreement, then (i) Seller shall reimburse Purchaser for its reasonable out-of-pocket costs and expenses payable to third parties in connection with this transaction incurred after the date on which Seller informed Purchaser of its election to cure the Title Defect, not to exceed the Reimbursement Cap, and (ii) Purchaser shall promptly return Purchaser’s Information to Seller, after which neither party shall have any further obligation to the other under this Agreement except for the Termination Surviving Obligations. If Purchaser elects to proceed to the Closing, any Title Defects waived by Purchaser shall be deemed to constitute Permitted Exceptions, and there shall be no reduction in the Purchase Price. If, within the three-day period, Purchaser fails to notify Seller of Purchaser’s election to terminate, then Purchaser shall be deemed to have waived the Title Defect and to have elected to proceed to the Closing.

  • Funding Notice Administrative Agent shall have received a fully executed and delivered Funding Notice.

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