Common use of Approval of Conditions of Title Clause in Contracts

Approval of Conditions of Title. (A) Within fifteen (15) days following the receipt by PGE and Target of the Notice of Exercise, PGE and Target shall deliver to Last Chance, at PGE and Target ‘s sole cost and expense: (i) a CLTA preliminary title report for the Option Assets issued by a reputable title company, and (ii) the results of a search conducted of the public records of the State of Nevada and Washoe County, Nevada, and the State of California and Sierra County, California, for personal property security interests and liens by the public officials responsible for such records, together with full and complete copies of all documents referenced in the title report and the results of such searches, and (iii) copies of all liens, claims, encumbrances and financing statements affecting the Option Assets and not otherwise produced by PGE and Target pursuant to Section 2.4(A)(i) or (ii). Any obligation of Last Chance to purchase the Option Assets upon its election to exercise the Option is contingent on Last Chance’s approval of the condition of title thereto. Last Chance shall have thirty (30) business days following its receipt of all of the materials required by Section 2.4(A)(i), (ii) and (iii), within which to give written notice to PGE and Target of Last Chance’s objections to the condition of title to the Option Assets (Title Defects). (B) Last Chance’s notice of objection shall either state that: (i) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or (ii) that PGE and Target shall have until the close of escrow to remove the Title Defects at their expense. If PGE and Target do not remove all of the Title Defects, Last Chance shall notify PGE and Target that: (iii) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or (iv) the Title Defects or one or more of them are waived and shall constitute Permitted Exceptions, or (v) that Last Chance will cure any remaining Title Defect(s) and deduct the cost thereof from the Purchase Price, or (vi) that Last Chance will seek specific performance of PGE and Target ‘s agreement to convey title to the Option Assets in the condition provided in Section 2.3. (C) All matters shown in the materials produced pursuant to Section 2.4(A)(i), (ii) and (iii), which are not objected to by Last Chance, shall be deemed to be Permitted Exceptions.

Appears in 2 contracts

Samples: Option to Purchase Agreement (Herbst Gaming, LLC), Option to Purchase Agreement (Herbst Gaming Inc)

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Approval of Conditions of Title. (A) Within fifteen (15) days following the receipt by PGE and Target Owner of the Notice of Exercise, PGE and Target Owner shall deliver to Last Chancedeliver, at PGE and Target ‘s Owner's sole cost and expense: (i) a CLTA preliminary title report for the Option Assets RV Park Property issued by a one or more reputable title companycompanies, and (ii) the results of a search conducted of the public records of the State of Nevada and Washoe County, Nevada, and the State of California and Sierra County, California, for personal property security interests and liens by the public officials responsible for such records, together with full and complete copies of all documents referenced in the title report report(s) and the results of such searches, and (iii) copies of all liens, claims, encumbrances and financing statements affecting the Option Assets and not otherwise produced by PGE and Target Owner pursuant to Section 2.4(A)(i2.3(A)(i) or (ii). Any obligation of Last Chance to purchase the Option Assets upon its election to exercise the Option option is contingent on approval by Last Chance’s approval Chance of the condition of title thereto. Last Chance shall have thirty (30) business days following its receipt of all of the materials required by Section 2.4(A)(i2.3(A)(i), (ii) and (iii), ) within which to give written notice to PGE and Target Owner of Last Chance’s 's objections to the condition of title to the Option Assets (Title Defects). (B) Last Chance’s 's notice of objection shall either state that: (i) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or that (ii) that PGE and Target Owner shall have until the close of escrow thirty (30) days, or such longer period as Last Chance may permit, to remove the Title Defects at their Owner's expense. If PGE and Target do Owner does not remove all of the Title Defects, Last Chance shall notify PGE and Target Owner that: (iii) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or of (iv) the Title Defects or one or more of them are waived and shall constitute Permitted Exceptions, or (v) that Last Chance will cure any remaining Title Defect(s) Defects and deduct the cost thereof from the Purchase Price, or (vi) that Last Chance will seek specific performance of PGE and Target ‘s Owner's agreement to convey title to the Option Assets in the condition provided in Section 2.32.2. (C) All matters shown in the materials produced pursuant to Section 2.4(A)(i2.3(A)(i), (ii) and (iii)) , which are not objected to by Last Chance, shall be deemed to be Permitted Exceptions.

Appears in 1 contract

Samples: Option to Purchase Agreement (Sands Regent)

Approval of Conditions of Title. (A) Within fifteen (15) days following the receipt by PGE and Target of the Notice of Exercise, PGE and Target shall deliver to Last Chance, at PGE and Target ‘s 's sole cost and expense: (i) a CLTA preliminary title report for the Option Assets issued by a reputable title company, and (ii) the results of a search conducted of the public records of the State of Nevada and Washoe County, Nevada, and the State of California and Sierra County, California, for personal property security interests and liens by the public officials responsible for such records, together with full and complete copies of all documents referenced in the title report and the results of such searches, and (iii) copies of all liens, claims, encumbrances and financing statements affecting the Option Assets and not otherwise produced by PGE and Target pursuant to Section 2.4(A)(i2.5(A)(i) or (ii). Any obligation of Last Chance to purchase the Option Assets upon its election to exercise the Option option is contingent on Last Chance’s 's approval of the condition of title thereto. Last Chance shall have thirty (30) business days following its receipt of all of the materials required by Section 2.4(A)(i2.5(A)(i), (ii) and (iii), within which to give written notice to PGE and Target of Last Chance’s 's objections to the condition of title to the Option Assets (Title Defects). (B) Last Chance’s 's notice of objection shall either state that: (i) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or (ii) that PGE and Target shall have until the close of escrow to remove the Title Defects at their its expense. If PGE and Target do does not remove all of the Title Defects, Last Chance shall notify PGE and Target that: (iii) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or (ivvi) the Title Defects or one or more of them are waived and shall constitute Permitted Exceptions, or (v) that Last Chance will cure any remaining Title Defect(s) and deduct the cost thereof from the Purchase Price, or (vi) that Last Chance will seek specific performance of PGE and Target ‘s 's agreement to convey title to the Option Assets in the condition provided in Section 2.32.4. (C) All matters shown in the materials produced pursuant to Section 2.4(A)(i2.5 (A)(i), (ii) and (iii), which are not objected to by Last Chance, shall be deemed to be Permitted Exceptions.

Appears in 1 contract

Samples: Option to Purchase Agreement (Sands Regent)

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Approval of Conditions of Title. (A) Within fifteen (15) days following the receipt by PGE and Target of the Notice of Exercise, PGE and Target shall deliver to Last Chance, at PGE and Target ‘s 's sole cost and expense: (i) a CLTA preliminary title report for the Option Assets issued by a reputable title company, and (ii) the results of a search conducted of the public records of the State of Nevada and Washoe County, Nevada, and the State of California and Sierra County, California, for personal property security interests and liens by the public officials responsible for such records, together with full and complete copies of all documents referenced in the title report and the results of such searches, and (iii) copies of all liens, claims, encumbrances and financing statements affecting the Option Assets and not otherwise produced by PGE and Target pursuant to Section 2.4(A)(i) or (ii). Any obligation of Last Chance to purchase the Option Assets upon its election to exercise the Option is contingent on Last Chance’s 's approval of the condition of title thereto. Last Chance shall have thirty (30) business days following its receipt of all of the materials required by Section 2.4(A)(i), (ii) and (iii), within which to give written notice to PGE and Target of Last Chance’s 's objections to the condition of title to the Option Assets (Title Defects). (B) Last Chance’s 's notice of objection shall either state that: (i) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or (ii) that PGE and Target shall have until the close of escrow to remove the Title Defects at their expense. If PGE and Target do not remove all of the Title Defects, Last Chance shall notify PGE and Target that: (iii) Last Chance elects to revoke its exercise of the option and to cancel the escrow established following the Notice of Exercise, or (ivvi) the Title Defects or one or more of them are waived and shall constitute Permitted Exceptions, or (v) that Last Chance will cure any remaining Title Defect(s) and deduct the cost thereof from the Purchase Price, or (vi) that Last Chance will seek specific performance of PGE and Target ‘s 's agreement to convey title to the Option Assets in the condition provided in Section 2.3. (C) All matters shown in the materials produced pursuant to Section 2.4(A)(i), (ii) and (iii), which are not objected to by Last Chance, shall be deemed to be Permitted Exceptions.

Appears in 1 contract

Samples: Option to Purchase Agreement (Sands Regent)

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