Common use of Permitted Exceptions and Endorsements Clause in Contracts

Permitted Exceptions and Endorsements. “Permitted Exceptions” means the following exceptions approved or deemed approved by Purchaser pursuant to this Agreement: real estate taxes not yet due and payable; tenants in possession as tenants only under the Subject Leases, and that certain Conservation Easement Agreement recorded December 30, 1994 in Liber 13178, Folio 412, by and among Mxxxxxx Xxxxxxxxx, Associate General Counsel of the Maryland-National Capital Park and Planning Commission, pursuant to which the Property is subject to the Agreement by Owners’ Dedication on the plat recorded as Plat No. 20556 and all other exceptions listed in the Title Commitment. For the avoidance of doubt, the general exceptions in the Title Commitments will be removed upon issuance of the ALTA extended coverage title policy to be issued in this transaction and are not Permitted Exceptions. “Customary Endorsements” shall mean, to the extent such endorsements are available under the laws of the state in which the Properties are located: (a) owner’s comprehensive; (b) access; (c) survey (accuracy of survey); (d) location (survey legal matches title legal); (e) separate tax lot; (f) subdivision map act; (g) zoning 3.1, with parking and loading docks; (h) mechanic’s lien; (i) deletion of creditors’ rights exception; (j) endorsement over environmental protection liens; (k) utilities endorsement; (l) non-imputation endorsement (the knowledge of any prior buyer, member or beneficial interest holder is not imputed to Seller); and (m) fairway endorsement (the Title Company treats the title policy as though nothing has changed even though a member of the insured assigns its membership interests, but the identity of the insured does not change). In addition, Purchaser shall have the right to request such other endorsements as Purchaser may require during the Due Diligence Period based on its review of the Title Commitments and Surveys. If agreed to by the parties prior to the applicable Closing Date, Permitted Exceptions may include (i) a memorandum of the Belward Option Agreement, (ii) a memorandum of the Traville Option Agreement, and (iii) a memorandum of the right of first refusal which incorporates the substantive terms of Article 30 of the Traville Lease, and the Declaration referred to in Section 2.6 of this Agreement, each memorandum shall be in form and substance satisfactory to Purchaser and Seller.

Permitted Exceptions and Endorsements. “Permitted Exceptions” means the following exceptions approved or deemed approved by Purchaser pursuant to this Agreement: real estate taxes not yet due and payable; tenants in possession as tenants only under and the Subject Leases, and that certain Conservation Easement Agreement recorded December 30, 1994 in Liber 13178, Folio 412, exceptions approved (or deemed approved) by and among Mxxxxxx Xxxxxxxxx, Associate General Counsel of the Maryland-National Capital Park and Planning Commission, Purchaser pursuant to which the Property is subject to the Agreement by Owners’ Dedication on the plat recorded as Plat No. 20556 and all other exceptions listed in the Title Commitmentterms of Section 3.2 above. For the avoidance of doubt, (a) Permitted Exceptions exclude any exceptions to title that Seller is obligated to remove, or that Seller has agreed to remove or cure or use reasonable efforts to remove or cure (provided, however, in the event Seller fails to successfully remove such items, (i) such failure shall not constitute a default by Seller under this Agreement, and (ii) Purchaser shall have the right to terminate this Agreement and receive a refund of the Xxxxxxx Money), and (b) the general exceptions in the Preliminary Title Commitments Report will be removed upon issuance of the ALTA extended coverage title policy to be issued in this transaction and are not Permitted Exceptions. “Customary Purchaser’s Endorsements” shall mean, to the extent such endorsements are available under the laws of the state in which the Properties are locatedProperty is located and to the extent available under the applicable circumstances: (a1) owner’s comprehensive; (b2) access; (c3) survey (accuracy of survey); (d4) location (survey legal matches title legal); (e5) separate tax lot; (f6) subdivision map act; (g7) zoning 3.1, with parking and loading docks; (h) 8) mechanic’s lien; (i9) deletion of creditors’ rights exception; (j10) endorsement over environmental protection liens; (k11) utilities endorsement; (l) non-imputation endorsement (the knowledge of any prior buyer, member or beneficial interest holder is not imputed to Seller); and (m12) fairway endorsement (the Title Company treats the title policy as though nothing has changed even though a member of the insured assigns its membership interests, but the identity of the insured does not change). In addition, Purchaser shall have the right to request such other endorsements as Purchaser may reasonably require during the Due Diligence Period based on its review of the Preliminary Title Commitments Report and Surveys. If agreed to by the parties prior to the applicable Closing Date, Permitted Exceptions may include (i) a memorandum of the Belward Option Agreement, (ii) a memorandum of the Traville Option Agreement, and (iii) a memorandum of the right of first refusal which incorporates the substantive terms of Article 30 of the Traville Lease, and the Declaration referred to in Section 2.6 of this Agreement, each memorandum shall be in form and substance satisfactory to Purchaser and SellerSurvey.

Permitted Exceptions and Endorsements. “Permitted Exceptions” means the following exceptions approved or deemed approved by Purchaser pursuant to this Agreement: real estate taxes not yet due and payable; tenants in possession as tenants only under the Subject Leases, and that certain Conservation Easement Agreement recorded December 30, 1994 Leases without any option to purchase or acquire an interest in Liber 13178, Folio 412, by and among Mxxxxxx Xxxxxxxxx, Associate General Counsel of the Maryland-National Capital Park and Planning Commission, pursuant to which the either Property is subject to the Agreement extent approved by Owners’ Dedication on the plat recorded as Plat No. 20556 and all other exceptions listed Purchaser in the Title Commitmentaccordance with Article 4 hereof. For the avoidance of doubt, the general exceptions in the Title Commitments will be removed upon issuance of the ALTA extended coverage title policy to be issued in this transaction and are not Permitted Exceptions. “Customary Endorsements” shall mean, to the extent such endorsements are available under the laws of the state in which the Properties are located: (a) owner’s comprehensive; (b) access; (c) survey (accuracy of survey); (d) location (survey legal matches title legal); (e) separate tax lot; (f) subdivision map act; (g) zoning 3.1, with parking and loading docks; (h) mechanic’s lien; (i) deletion of creditors’ rights exception; (j) endorsement over environmental protection liens; (k) utilities endorsement; (l) non-imputation endorsement (the knowledge of any prior buyer, member or beneficial interest holder is not imputed to Seller); and (m) fairway endorsement (the Title Company treats the title policy as though nothing has changed even though a partner or member of the insured assigns its membership or partnership interests, but the identity of the insured does not change). In addition, Purchaser shall have the right to request such other endorsements as Purchaser may reasonably require during the Due Diligence Period based on its review of the Title Commitments and Surveys. If agreed to by the parties prior to the applicable Closing Date, Permitted Exceptions may include (i) a memorandum of the Belward Option Agreement, (ii) a memorandum of the Traville Option Agreement, and (iii) a memorandum of the right of first refusal which incorporates the substantive terms of Article 30 of the Traville Lease, and the Declaration referred to in Section 2.6 of this Agreement, each memorandum shall be in form and substance satisfactory to Purchaser and Seller.