Common use of Buyer’s Assertion of Title Defects Clause in Contracts

Buyer’s Assertion of Title Defects. Prior to the expiration of the sixty (60) day period commencing on the execution of this Agreement (the “Title Examination Period”), Buyer shall notify Seller in writing of any matters which, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect with respect to any portion of a Property Subdivision pursuant to this Article VI. For all purposes of this Agreement, Buyer shall be deemed to have waived any Title Defect which Buyer fails to assert as a Title Defect by written notice given to Seller on or before the expiration of the Title Examination Period. To be effective, Buyer’s written notice of a Title Defect must include (i) a brief description of the matter constituting the asserted Title Defect, (ii) the claimed Title Defect Amount attributable thereto, and (iii) supporting documents reasonably necessary for Seller (as well as any title attorney or examiner hired by Seller) to verify the existence of such asserted Title Defect. To give Seller an opportunity to commence reviewing and curing Title Defects, Buyer agrees to give Seller written notice of any Title Defect which Buyer determines exists promptly following Buyer’s determination of the existence of same, which notice may be preliminary in nature and supplemented prior to the end of the Title Examination Period. Buyer shall also promptly furnish Seller with written notice of any Seller Title Credit which is discovered by any of Buyer’s employees or representatives while conducting Buyer’s title review, due diligence or investigation with respect to the Subject Interests and Property Subdivisions.

Buyer’s Assertion of Title Defects. Prior to the expiration of the sixty (60) day period commencing on days after the date of execution of this Agreement (the “Title Examination Period”), Buyer shall notify furnish Seller in writing written notice meeting the requirements of this Section 7.2(a) (the “Title Defect Notice”) setting forth any matters which, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect with respect to any portion of a Property Subdivision pursuant to this Article VIVII. For all purposes of this Agreement, Buyer shall be deemed to have waived any Title Defect which Buyer fails to assert as a Title Defect by written notice a Title Defect Notice given to Seller on or before the expiration of the Title Examination Period. To be effective, Buyer’s written notice Title Defect Notice of a Title Defect must include (i) a brief description of the matter constituting the asserted Title Defect, (ii) the claimed Title Defect Amount attributable thereto, and (iii) supporting documents reasonably necessary for Seller (as well as any title attorney or examiner hired by Seller) to verify the existence of such asserted Title Defect. To give Seller an opportunity to commence reviewing and curing Title Defects, Buyer agrees to give Seller Seller, on or before Friday of each second calendar week after the date of execution of this Agreement and until the end of the Title Examination Period, written notice of any all Title Defect which Defects discovered by Buyer determines exists promptly following Buyer’s determination of during such two calendar week period preceding the existence of sametwo-week period then ending, which notice may be preliminary in nature and supplemented prior to the end of the Title Examination Period. Buyer shall also promptly furnish Seller with written notice of any Seller Title Credit which is discovered by any of Buyer’s employees or representatives while conducting Buyer’s title review, due diligence or investigation with respect to the Subject Interests and Property Subdivisions.

Buyer’s Assertion of Title Defects. Prior to the expiration of the sixty (60) day period commencing Commencing on the execution of this Agreement and continuing until 5:00 p.m., Central Daylight Time, on June 1, 2009 (the “Title Examination Period”), Buyer shall notify Buyers may furnish Seller in writing written notice meeting the requirements of this Section 6.2(a) (a “Title Defect Notice”) setting forth any matters which, in Buyer’s Buyers’ reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect with respect to any portion of a Property Subdivision pursuant to this Article VIDefects. For all purposes of this Agreement, Buyer Buyers shall be deemed to have waived any Title Defect which Buyer fails Buyers fail to assert as a Title Defect by written notice a Title Defect Notice given to Seller on or before the expiration of the Title Examination Period. To be effective, Buyer’s written notice Buyers’ Title Defect Notice of a Title Defect must include (i) a brief description of the matter constituting the asserted Title Defect, (ii) the claimed Title Defect Amount attributable thereto, and (iii) supporting documents reasonably necessary for Seller (as well as any title attorney or examiner hired by Seller) to verify the existence of such asserted Title Defect. The Parties acknowledge and agree that any dispute between the Parties as to the effectiveness of any notice furnished by Buyers to Seller pursuant to this Section 6.2(a) may be submitted for resolution by the Title Arbitrator pursuant to the arbitration procedures set forth in Section 6.5. To give Seller an opportunity to commence reviewing and curing Title Defects, Buyer agrees Buyers agree to give Seller written notice of any Title Defect which Buyer determines exists Buyers determine exist promptly following Buyer’s Buyers’ determination of the existence of same, which notice may be preliminary in nature and supplemented prior to the end of the Title Examination Period. Buyer Buyers shall also promptly furnish Seller with written notice of any Seller Title Credit which is discovered by any employee or representative of Buyer’s employees or representatives either Buyer while conducting Buyer’s Buyers’ title review, due diligence or investigation with respect to the Subject Interests and Property SubdivisionsAssets.

Buyer’s Assertion of Title Defects. Prior to the expiration of the sixty thirty (6030) day period commencing on the execution of this Agreement (the “Title Examination Period”), Buyer shall notify may furnish Seller in writing written notice meeting the requirements of this Section 7.2(a) (the “Title Defect Notice”) setting forth any matters whichthat, in Buyer’s reasonable opinion, constitute Title Defects and which that Buyer intends to assert is asserting as a Title Defect with respect to all or any portion of a Property Subdivision pursuant to this Article VI7. For all purposes of this Agreement, absent fraud by Seller or either of the Acquired Companies, Buyer shall be deemed to have waived all defects in title to the Assets, including without limitation, any Title Defect which Defects that Buyer fails to assert as a Title Defect by written notice a Title Defect Notice given to Seller on or before the expiration of the Title Examination Period. To be effective, Buyer’s written notice of a Title Defect Notice must include (i) a brief description of the matter constituting the asserted Title Defect, (ii) the claimed Title Defect Amount attributable thereto, and (iii) supporting documents reasonably necessary (and available to Buyer) for Seller (as well as any title attorney or examiner hired by Seller) to verify the existence of such asserted Title Defect. Seller shall respond promptly in writing to each Title Defect Notice and negotiate with Buyer in an effort to come to agreement with Buyer with respect to a resolution with respect to each Title Defect asserted in such Title Defect Notice. To give Seller an opportunity to commence reviewing and curing Title Defects, Buyer agrees to use its commercially reasonable efforts to give Seller Seller, on or before the end of each calendar week during the Title Examination Period, written notice of any all Title Defect which Defects discovered by Buyer determines exists promptly following Buyer’s determination of during the existence of samecalendar week preceding the calendar week then ending, which notice may be preliminary in nature and supplemented prior to the end of the Title Examination Period; provided that the failure of Buyer to provide Seller with such weekly written notice of any Title Defect shall not in any way prevent Buyer from notifying Seller of a Title Defect prior to the expiration of the Title Examination Period. Buyer shall also promptly furnish Seller with written notice of any Seller Title Credit which that is discovered by any of Buyer’s employees or representatives Representatives while conducting Buyer’s title review, due diligence or investigation with respect to the Subject Interests and Property Subdivisions.

Buyer’s Assertion of Title Defects. Prior to During the expiration of the sixty (60) day period commencing on the execution of this Agreement and terminating on December 6, 2013 (the “Title Examination Period”), Buyer shall notify Seller in writing of any matters which, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect with respect to any portion of a Property Subdivision pursuant to this Article VI. For all purposes of this Agreement, Buyer shall be deemed to have waived any Title Defect which Buyer fails to assert as a Title Defect by written notice given to Seller on or before the expiration of the Title Examination Period. To be effective, Buyer’s written notice of a Title Defect must include (i) a brief description of the matter constituting the asserted Title Defect, (ii) the claimed Title Defect Amount attributable thereto, and (iii) supporting documents reasonably necessary for Seller (as well as any title attorney or examiner hired by Seller) to verify the existence of such asserted Title Defect. To give Seller an opportunity to commence reviewing and curing Title Defects, Buyer agrees to give Seller written notice of any Title Defect which Buyer determines exists promptly following Buyer’s determination of the existence of same, which notice may be preliminary in nature and supplemented prior to the end of the Title Examination Period. Buyer shall also promptly furnish Seller with written notice of any Seller Title Credit which is discovered by any of Buyer’s employees or representatives while conducting Buyer’s title review, due diligence or investigation with respect to the Subject Interests and Property Subdivisions.

Buyer’s Assertion of Title Defects. Prior to During the expiration of the sixty (60) day period commencing on the execution of this Agreement and terminating on September 12, 2014 (the “Title Examination Period”), Buyer shall notify Seller Sellers in writing of any matters which, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect with respect to any portion of a Property Subdivision pursuant to this Article VI. For all purposes of this Agreement, Buyer shall be deemed to have waived any Title Defect which Buyer fails to assert as a Title Defect by written notice given to Seller Sellers on or before the expiration of the Title Examination Period. To be effective, Buyer’s written notice of a Title Defect must include (i) a brief description of the matter constituting the asserted Title Defect, (ii) the claimed Title Defect Amount attributable theretothereto and the reasonable computations and information upon which (in Buyer’s reasonable judgment) Buyer’s claim is based, and (iii) supporting documents reasonably necessary for Seller Sellers (as well as any title attorney or examiner hired by SellerSellers) to verify the existence of such asserted Title Defect. To give Seller Sellers an opportunity to commence reviewing and curing Title Defects, Buyer agrees to use commercially reasonable efforts to give Seller Sellers written notice of any Title Defect which Buyer determines exists promptly following Buyer’s determination no later than the end of the calendar week in which Buyer determines the existence of same, which notice may be preliminary in nature and supplemented prior to the end of the Title Examination Period; provided, however, that the failure to inform Sellers of a Title Defect shall not prejudice Buyer’s right to assert such Title Defect in accordance with the terms of this Article VI. Buyer shall also promptly furnish Seller Sellers with written notice of any Seller Title Credit which is discovered by any of Buyer’s employees or representatives while conducting Buyer’s title review, due diligence or investigation with respect to the Subject Interests and Property Subdivisions.

Buyer’s Assertion of Title Defects. Prior to During the expiration of the sixty (60) day period commencing on the execution of this Agreement and terminating on November 19, 2015 (the “Title Examination Period”), Buyer shall notify Seller in writing of any matters which, in Buyer’s reasonable opinion, constitute Title Defects and which Buyer intends to assert as a Title Defect with respect to any portion of a Property Subdivision pursuant to this Article VI. For all purposes of this Agreement, Buyer shall be deemed to have waived any Title Defect which Buyer fails to assert as a Title Defect by written notice given to Seller on or before the expiration of the Title Examination Period. To be effective, Buyer’s written notice of a Title Defect must include (i) a brief description of the matter constituting the asserted Title Defect, (ii) the claimed Title Defect Amount attributable thereto, and (iii) supporting documents reasonably necessary for Seller (as well as any title attorney attorney, examiner or examiner consultant hired by Seller) to verify the existence of such asserted Title Defect. To give Seller an opportunity to commence reviewing and curing Title Defects, Buyer agrees to give Seller written notice of any Title Defect which Buyer determines exists promptly following Buyer’s determination of the existence of same, which notice may be preliminary in nature and supplemented prior to the end of the Title Defect Examination Period. Buyer shall also promptly furnish Seller with written notice of any Seller Title Credit which is discovered by any of Buyer’s employees or representatives while conducting Buyer’s title review, due diligence or investigation with respect to the Subject Interests and Property Subdivisions.