Common use of Delivery of Title Policy at Closing Clause in Contracts

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 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 each Real Property, a Standard Coverage Owner's ’s Policy of Title Insurance (1992 2006 Form) or, with respect to the Real Properties located in Texas, a TLTA T-1 Owner’s Policy of Title Insurance, as applicable (each, a “Title Policy” and collectively, the "TITLE POLICY"“Title Policies”) in the form of the applicable Title Report, issued by the Title Company as of the date and time of the recording of the applicable Deed (as such term is defined in SECTION Section 6.1 hereof) for the such Real Property Property, in the amount of the portion of the Purchase Price allocated to such Real Property, insuring the applicable Buyer as owner of good, marketable and indefeasible fee simple legal title to the such Real Property, subject only to the Permitted Exceptions (as hereinafter defined). For purposes of this Agreement, "PERMITTED EXCEPTIONS" “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 applicable Real Property and matters affecting the applicable Real Property which (i) are created by or with the written consent of Buyer or (includingii) which do not adversely affect Buyer’s contemplated use of such Real Property, 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 tenants under the Lease Leases affecting the such Real Property with no rights to purchase all or any portion of such Real Property, (d) all exceptions disclosed in writing by the Title Report relating to such Real Property, (e) any exception for liens (or potential liens) for services, labor or ACTIVE 31157768v21 ‑5‑ materials heretofore or hereafter furnished to the Real applicable Property for which a Buyer is entitled to a credit at Closing pursuant to this Agreement, for which a Buyer is expressly responsible for payment under the terms of this Agreement, and/or which arises from any services, labor or materials contracted for by any tenant at such Property and with respect to which are approved or deemed approved by Buyer in accordance with SECTION 4.2.2 hereofany such tenant is responsible for payment under the terms of its Lease, and (ef) 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 such Real Property.

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 ’s Policy of Title Insurance (1992 2021 Form) (the "TITLE POLICY"“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 Section 6.1 hereof) for the Real Property 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" “Permitted Exceptions” shall mean and include (a) any lien to secure payment of real estate taxes, including special assessments, not delinquent, (b) to the extent Buyer fails to obtain a New Survey satisfactory to the Title Company prior to the expiration of the Title Review Period, 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 (includingProperty, 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 tenants under the Lease Leases 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 Section 4.2.2 hereof, (e) any exception for liens (and/or potential liens) for services, labor or materials heretofore or hereafter furnished to the Property for which Buyer is entitled to a credit at Closing pursuant to this Agreement, for which Buyer is expressly responsible for payment under the terms of this Agreement, and/or which arises from any services, labor or materials contracted for by any tenant at the Property and with respect to which any such tenant is expressly responsible for payment under the terms of its Lease, and (ef) 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 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 ’s Policy of Title Insurance (1992 2006 Form) (the "TITLE POLICY"“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 Section 6.1 hereof) for the Real Property 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" “Permitted Exceptions” shall mean and include (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, (c) 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 or which do not materially and deleteriously affect Buyer’s contemplated use of the Real Property, (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); (cd) the rights of the tenant tenants under the Lease Leases affecting the Real Property, (de) 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 Section 4.2.2 hereof, (f) any exception for liens (and/or potential liens) for services, labor or materials heretofore or hereafter furnished to the Property for which Buyer is entitled to a credit at Closing pursuant to this Agreement, for which Buyer is expressly responsible for payment under the terms of this Agreement, and/or which arises from any services, labor or materials contracted for by any tenant at the Property and with respect to which any such tenant is responsible for payment under the terms of its Lease, and (eg) the terms and provisions of that certain easement agreement for chilled water services, a copy of which has been provided to Buyer. Notwithstanding anything stated to the contrary herein, Seller covenants and agrees to remove (or cause to be removed) from the Property (which obligation shall be deemed satisfied if the same is insured over and the amount secured by any of the instruments referenced in clauses (a) and (b) below have been paid and the holders of the same are obligated to cause the same to be released from the Property) concurrently with the Close of Escrow (a) all applicable lawsdeeds of trust, ordinancesmortgages and/or other debt instruments to the extent executed by Seller or expressly assumed by Seller in writing, rules and governmental regulations (includingb) any other monetary liens (other than mechanic’s liens that are considered Permitted Exceptions) which are of an ascertainable amount, without limitationand do not exceed $100,000 in the aggregate and are capable of being removed upon the payment of no more than $100,000 in the aggregate. In addition, those relating Seller covenants and agrees not to buildingvoluntary execute any other deeds of trusts, zoning and land use) affecting mortgages and/or other debt instruments encumbering the development, use, occupancy or enjoyment Property that will not be removed from the Property prior to the Close of the Real PropertyEscrow.

Delivery of Title Policy at Closing. As Subject to the terms hereof, 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 an ALTA Extended Coverage Owner's ’s Policy of Title Insurance (1992 2006 Form) (the "TITLE POLICY"“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 Section 6.1 hereof) for the Real Property (provided, however, Buyer shall only be entitled to a “standard coverage” title policy if Buyer does not provide the Title Company with a current survey in form sufficient to permit the Title Company to issue the “Extended Coverage”, as and to the extent required by the Title Company to issue same), 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" “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 (includingor which do not materially and deleteriously affect Buyer’s contemplated use of the Real Property, 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 tenants, as tenants only, without any right to purchase the Property, under the Lease Leases 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 Section 4.2.2 hereof, (e) any exception for liens (or potential liens) for services, labor or materials heretofore or hereafter furnished to the Property for which Buyer is entitled to a credit at Closing pursuant to this Agreement, for which Buyer is expressly responsible for payment under the terms of this Agreement, and/or which arises from any services, labor or materials contracted for by any tenant at the Property and with respect to which any such tenant is responsible for payment under the terms of its Lease, and (ef) 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 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 an ALTA 2006 Owner's Policy ’s Form of Title Insurance (1992 Form) Policy (the "TITLE POLICY"“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 Section 6.1 hereof) for the Real Property 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" “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 (includingBuyer, 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 tenants under the Lease Leases 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 Section 4.2.2 hereof, (e) any exception for liens (and/or potential liens) for services, labor or materials heretofore or hereafter furnished to the Property for which Buyer is expressly assuming the construction obligations and is responsible for payment under the terms of this Agreement, and/or which arises from any services, labor or materials contracted for by any tenant at the Property and with respect to which any such tenant is responsible for payment under the terms of its Lease, and (ef) 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. Notwithstanding anything stated to the contrary herein, Seller covenants and agrees to remove (or cause to be removed) from the Property (which obligation shall be deemed satisfied if the same is insured over and the amount secured by any of the instruments referenced in clauses (a), (b) and (c) below have been paid and the holders of the same are obligated to cause the same to be released from the Property) concurrently with the Close of Escrow (a) all deeds of trust, mortgages and/or other debt instruments to the extent executed by Seller or expressly assumed by Seller in writing, (b) any other monetary liens (other than mechanic’s liens that are considered Permitted Exceptions) which are of an ascertainable amount, and do not exceed $500,000 in the aggregate and are capable of being removed upon the payment of no more than $500,000 in the aggregate, and (c) any liens that Seller has knowingly and intentionally placed on the Real Property and that secures a specific dollar amount of obligations of Seller (collectively, the “Mandatory Cure Defects”).

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, Property a Standard Coverage Owner's ’s Policy of Title Insurance (1992 Form2006) (Form ( the "TITLE POLICY"“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 Section 6.1 hereof) for the Real Property 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" “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 (includingor which do not materially and ADMIN 35315890v4 deleteriously affect Buyer’s contemplated use of the Real Property, 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 tenants under the Lease Leases affecting the Real Property, (d) all exceptions disclosed by the Title Report Commitment relating to the Real Property and which are approved or deemed approved by Buyer in accordance with SECTION Section 4.2.2 hereof, (e) any exception for liens (and/or potential liens) for services, labor or materials heretofore or hereafter furnished to the Property for which Buyer is entitled to a credit at Closing pursuant to this Agreement, for which Buyer is expressly responsible for payment under the terms of this Agreement, and/or which arises from any services, labor or materials contracted for by any tenant at the Property and with respect to which any such tenant is responsible for payment under the terms of its Lease, and (ef) 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 precedent to the Close of Escrow, the Title Company shall have issued and delivered to Buyer, or shall have irrevocably committed to issue and deliver to Buyer, with respect to the Real Property, a Standard Coverage Owner's the Title Policy of Title Insurance (1992 Form) (the "TITLE POLICY"as defined below) issued by the Title Company as of the date Closing Date and time of the recording of the Deed (as such term is defined in SECTION 6.1 hereof) for the Real Property time, 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" “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 any 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)Buyer; (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 Section 4.2.2 hereof, and (ed) 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. Buyer may, by prior written notice to Seller prior to the expiration of the Title Review Period, request that the Title Company issue to Buyer at the Close of Escrow an ALTA extended coverage owner’s title policy (2006 Form) (the “Extended Coverage Title Policy”) along with any endorsements deemed reasonably necessary by Buyer (“Endorsements”) and in such case issuance of the Extended Coverage Title Policy together with the Endorsements at the Close of Escrow shall be a condition to the Close of Escrow for the benefit of Buyer, provided that: (i) the Title Company shall have given its approval for the Endorsements either with or without condition, and if the Title Company’s approval for the Endorsements was subject to any conditions, the Buyer shall have satisfied all such conditions prior to the Close of Escrow, (ii) Buyer shall be responsible for the timely delivery of, and payment for the entire cost of, any survey required to enable the Title Company to issue the Extended Coverage Title Policy and Endorsements, as well as the additional amount of the premium for the Extended Coverage Title Policy over the premium for the Standard Owner’s Title Policy (as defined below) and the cost of any requested Endorsements, and (iii) the Close of Escrow shall not be delayed by reason of any such request or by any delay in Buyer’s having a survey of the Property completed or in satisfying any conditions of the Title Company for issuance of the Endorsements. As used herein, “Title Policy” shall mean either a Standard Coverage Owner’s Title Policy (2006 Form) (“Standard Owner’s Title Policy”) if Buyer has not made the Extended Coverage Title Policy elections or met the extended coverage requirements, or Extended Coverage Title Policy and Endorsements if Buyer has made that election and met those requirements.

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 ’s Policy of Title Insurance (1992 2006 Form) (the "TITLE POLICY"“Title Policy”) in the form of the Title Report, issued by the Title Company as of the date and time of the recording of the Deed (as such term is defined in SECTION Section 6.1 hereof) for the Real Property Property, in the amount of the Purchase Price insuring Buyer as owner of good, marketable and indefeasible fee simple legal title to the Real Property, subject only to the Permitted Exceptions (as hereinafter defined). For purposes of this Agreement, "PERMITTED EXCEPTIONS" “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 (includingor which do adversely affect Buyer’s contemplated use of the Real Property, 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 tenants under the Lease Leases affecting the Real Property, (d) all exceptions disclosed in writing by the Title Report relating to the Real Property, (e) any exception for liens for services, labor or materials heretofore or hereafter furnished to the Property for which Buyer is entitled to a credit at the Close of Escrow pursuant to this Agreement, for which Buyer is expressly responsible for payment under the terms of this Agreement, and/or which arises from any services, labor or materials contracted for by any tenant at the Property and with respect to which are approved or deemed approved by Buyer in accordance with SECTION 4.2.2 hereofany such tenant is responsible for payment under the terms of its Lease, and (ef) 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.