Approval of Title. Promptly after the Effective Date, Seller shall request that the Title Company deliver to Buyer a Preliminary Title Report with links to or copies of any underlying exceptions or documents referenced therein. No later than six (6) Business Days prior to the end of the Due Diligence Period, Buyer shall advise Seller what exceptions to title, if any, will be accepted by Buyer. Seller shall have three (3) Business Days after receipt of Buyer’s objections to give to Buyer: (A) written notice that Seller will remove such objectionable exceptions on or before the Closing Date; or (B) written notice that Seller elects not to cause such exceptions to be removed. Seller’s failure to give notice to Buyer within the three (3) Business Day period shall be deemed to be Seller’s election not to cause such exceptions to be removed. If Seller gives Buyer notice or is otherwise deemed to have elected to proceed under clause (B), Buyer shall have until the later of (i) three (3) Business Days after receipt of Seller’s actual or deemed notice as to Seller’s unwillingness to cause such exceptions to be removed, or (ii) the end of the Due Diligence Period, to elect to proceed with the transaction or terminate this Agreement. If Buyer fails to give Seller notice of its election on or before the expiration of such period, Buyer shall be deemed to have elected to terminate this Agreement. If Seller gives notice pursuant to clause (A) and fails to remove any such objectionable exceptions from title prior to the Closing Date, and Buyer is unwilling to take title subject thereto, Buyer shall have the right to elect to terminate this Agreement and Section 14(a) shall apply. Notwithstanding the foregoing, Buyer shall be deemed to have objected to any lien encumbering the Property that secures the payment of money, such as mechanic’s liens, materialmen’s liens, delinquent tax liens and judgment liens, and the liens of deeds of trust and mortgages (collectively, “Monetary Liens”), unless Buyer otherwise notifies Seller in writing. Monetary Liens shall not include non-delinquent assessments or bond amounts encumbering the property and reflected in the tax bills for the Property, non-delinquent property taxes or assessments, or non-delinquent dues, costs or assessments under declarations, reciprocal easements, or other covenants, conditions or restrictions to which the Property is subject. Seller hereby agrees to remove at or before the Closing and shall cause the Property to be delivered...
Approval of Title. Buyer's approval of the following ----------------- matters relating to the title of the Property:
Approval of Title. Developer shall have approved of the Condition of Title pursuant to Section 304.5.
Approval of Title. (a) Buyer has received and reviewed: (i) that certain commitment for title insurance dated July 11, 1997, concerning the Real Property and issued by the Title Company under order number 1700840-20, copies of all documents referred to in the Commitment as encumbering the Real Property, and all title endorsements attached thereto (collectively, the "Commitment"); and (ii) that certain ALTA/ACSM Land Title Survey of the Real Property prepared by Xxxxx & Xxxxxxxx, Inc., as job number 9393, and dated April 5, 1997, (the "Survey"). Buyer has approved the condition of title to (and the Survey of) the Real Property, and shall not object thereto except for: (w) matters first arising after the date of the Commitment; (x) those title exceptions in Schedule B--Section 2 of the Commitment numbered 17 and 19, which Seller shall cause to be omitted from the Owner's Title Policy as title exceptions, and which in the case of exception 17 Buyer agrees will be replaced with a title exception specifying the specific subtenants and other occupants of the Property at the time of Closing; (y) Schedule B--Section 1 of the Commitment; and (z) the first and second paragraphs at the beginning of Schedule B--Section 2 of the Commitment.
(b) Buyer shall in no event refuse to accept the following matters of title (each of which shall be deemed a "Permitted Exception" hereunder):
(i) applicable zoning and use regulations of any applicable governmental authority; (ii) rights of subtenants under Subleases entered into by Seller or Manager prior to the Effective Date, as tenants only, without any option to purchase or right of first refusal for all or any portion of the Real Property; (iii) rights of Hotel guests as guests only; and (iv) any mechanic's or other liens arising out of buyer's entry on the Property.
(c) Prior to the Closing, Seller shall not take any action or commit or suffer any acts which would give rise to a variance from the current legal description of the Real Property, or cause the creation of any exception or encumbrance against or respecting the Real Property, without in each case the prior written consent of Buyer, which consent shall not be unreasonably withheld or delayed.
Approval of Title. Prior to the Approval Date, Buyer shall advise Seller what exceptions to title, if any, will be accepted by Buyer. Seller shall have three (3) business days after receipt of Buyer’s objections to give to Buyer: (A) written notice that Seller will remove such objectionable exceptions on or before the Closing Date; or (B) written notice that Seller elects not to cause such exceptions to be removed. Seller’s failure to give notice to Buyer within the three (3) business day period shall be deemed to be Seller’s election not to cause such exceptions to be removed. If Seller gives Buyer notice or is otherwise deemed to have elected to proceed under clause (B), Buyer shall have until two (2) business days after receipt of Seller’s actual or deemed notice as to Seller’s unwillingness to cause such exceptions to be removed to elect to proceed with the transaction or terminate this Agreement. If Buyer fails to give Seller notice of its election on or before the expiration of such two (2) business day period, Buyer shall be deemed to have elected to terminate the transaction and to not waive any right to terminate this Agreement under this provision. If Seller gives notice pursuant to clause (A) and fails to remove any such objectionable exceptions from title prior to the Closing Date, and Buyer is unwilling to take title subject thereto, Buyer shall have the right to elect to terminate this Agreement and Section 14(a) shall apply.
Approval of Title. Xxxxx and Seller acknowledge Seller’s delivery to Buyer of a preliminary title report under the Construction Agreement covering title matters through and including the date of execution of the Construction Agreement. Promptly following execution of this Agreement, but in no event later than ten (10) calendar days following Opening of Escrow, Seller shall furnish Buyer with a supplemental preliminary title report (“SPTR”) issued by the Title Company, describing the state of title of the Property, together with copies of all exceptions specified therein and a map plotting all easements specified therein. The Title Officer shall be Xxx Xxxxx, who may be contacted at (000) 000-0000, and/or other appropriate personnel of the Title Company authorized and qualified to provide title services. Within ten (10) calendar days after Xxxxx’s receipt of the SPTR, Buyer shall notify Seller in writing ("Buyer's Title Notice") of Buyer's approval of all matters contained in the SPTR or of any objections Buyer may have to title exceptions or other matters ("Disapproved Exceptions") contained in the SPTR, provided, however, that any Disapproved Exceptions shall be limited to title exceptions or other matters that were recorded subsequent to the date of execution of the Construction Agreement. If Xxxxx fails to deliver Xxxxx's Title Notice within said ten (10) calendar day period, Buyer shall be conclusively deemed to have approved the SPTR and all matters shown therein, including those standard preprinted exceptions and exclusions of the Title Company (Permitted Exceptions) unless a time extension to this provision has been approved in writing amongst the Parties.
(a) In the event Buyer delivers Buyer's Title Notice or Xxxxx is deemed to have disapproved of the SPTR, Seller shall have a period of ten (10) calendar days after receipt of Buyer's Title Notice in which to notify Buyer of Seller's election to either (i) agree to attempt to remove the Disapproved Exceptions prior to the Close of Escrow; or (ii) decline to remove any such Disapproved Exceptions ("Seller's Notice"). Seller's failure to deliver Seller's Notice within said ten (10) calendar day period shall be deemed Seller's election to decline to remove the Disapproved Exceptions. If Seller notifies Buyer of its election to decline to remove the Disapproved Exceptions, if Seller is deemed to have elected to decline to remove the Disapproved Exceptions, or if Seller is unable to remove the Disapproved Exceptions, Bu...
Approval of Title. Buyer shall have approved Sellers' Marketable Title to the Properties.
Approval of Title. (a) Promptly following execution of this Agreement but in no event later than ten
Approval of Title. Prior to the Approval Date, GVI shall advise Metrovest what exceptions to title, if any, will be accepted by GVI (the "Permitted Exceptions"). Metrovest shall have the shorter of five (5) business days or one half of the time period between the Approval Date and the Closing Date after receipt of GVI's objections to give to GVI: (A) written notice that Metrovest will remove such objectionable exceptions on or before the Closing Date; or (B) written notice that Metrovest elects not to cause such exceptions to be removed. Metrovest's failure to give notice to GVI within the time period referenced shall be deemed to be Metrovest's election not to cause such exceptions to be removed. If Metrovest gives GVI notice or is otherwise deemed to have elected to proceed under clause (B), GVI shall have until the sooner of five (5) business days after receipt of Metrovest's notice or deemed notice that it elects not to cure such objections or the Closing Date to (i) waive the exceptions and proceed with the transaction or (ii) terminate this Agreement. If GVI fails to give Metrovest notice of its election on or before the end of the time period set forth above and the Closing does not otherwise occur, GVI shall be deemed to have elected to terminate this Agreement. If Metrovest gives notice pursuant to clause (A) and fails to remove any such objectionable exceptions from title prior to the Closing Date, and GVI is unwilling to take title subject thereto, GVI may terminate this Agreement.
Approval of Title. Buyer shall have approved, been deemed to ----------------- have approved or have waived objections to the condition of title pursuant to Article 4 below within the time periods provided for therein.
