Purchaser's Objections Sample Clauses
Purchaser's Objections. (i) On or before the later of (A) the expiration of the Due Diligence Period and (B) five (5) Business Days after the date upon which Purchaser has received a Title Commitment (the “Initial Objection Date”), Purchaser’s counsel shall notify the Seller Parties’ counsel in writing of any matters shown on the applicable Title Commitment, the Existing Policies or the Existing Surveys that Purchaser believes constitute Material Title Exceptions and/or Mandatory Removal Exceptions. With respect to any matter affecting title first appearing in any update to any Title Commitment or to any Existing Survey, which update is first received by Purchaser’s counsel five (5) Business Days prior to or on or after the Initial Objection Date, Purchaser’s counsel shall notify the Seller Parties’ counsel of any such matter that Purchaser believes constitutes Material Title Exceptions and/or Mandatory Removal Exceptions within five (5) Business Days after receipt of such update (such date and the Initial Objection Date are sometimes referred to herein as the “Objection Date”). Except as provided in Section 2.4(b)(ii) below, if Purchaser fails to give an objection notice pursuant to this Section 2.4(b)(i) with respect to any matter shown in any Title Commitment (or any update thereto), Existing Policy, or Existing Survey (or update thereto) on or before the applicable Objection Date, Purchaser shall be deemed to have irrevocably waived its right to object to such matter as a Material Title Exception or Mandatory Removal Exception.
(ii) Any title matters disclosed in the Title Commitments (or any update thereto), the Existing Policies, the Existing Surveys (or any update thereto) that (x) are raised by Purchaser on or before the applicable Objection Date, (y) materially impair the use or value of a Property as a restaurant or the operation of the business conducted thereon in any material manner and (z) are not Permitted Encumbrances or Mandatory Removal Exceptions, shall be referred to collectively as “Material Title Exceptions.” Without limiting the generality of the foregoing, the Parties agree that (A) the items set forth on Schedule 3.11(b) and (B) option agreements, rights of first offer, rights of first refusal, or the equivalent with respect to a Property or a portion thereof (1) where the beneficiary of such option or right is obligated to exercise such option or right at a fair market value of the Property or (2) which are contained in the Leases, which were made availa...
Purchaser's Objections. Seller's Cure---------------------------8
Purchaser's Objections. SELLER'S CURE. Other than those title exceptions ("Permitted Exceptions") applicable to Phase I and Phase II set forth in Schedule 6.03 attached hereto and made a part hereof, which shall include the Allocable Share Agreement set forth in Paragraph 7.24 and 8.08 hereof, and exceptions caused by or claimed under or through Seller that will be removed at the applicable Phase Closing (as hereinafter defined) if (i) the Commitment reveals any other matters or exceptions ("Title Defects"), or (ii) the Survey reveals any defects which affect the marketability of the applicable Phase or are deemed objectionable by Purchaser ("Survey Defects"), Purchaser shall notify Seller, in writing, of the same within fifteen (15) days following the date of delivery to Purchaser of the last of the Commitment and Survey ("Defects
Purchaser's Objections. Purchaser shall, within 30 days after receiving the revised Closing Statement pursuant to Section 2.6(b), complete its review of the revised Closing Statement. If Purchaser disputes Sellers’ determination of the Net Working Capital Amount, as set forth in the revised Closing Statement, Purchaser will so notify Sellers, on or before the last day of that 30 day period, in writing (the “Purchaser’s Objection”). That notice will set forth a specific description of the basis of Purchaser’s Objection and the adjustments to the applicable amounts in the revised Closing Statement that Purchaser believes should be made. If Purchaser does not deliver a Purchaser’s Objection within that 30 day period, the Net Working Capital Amount in the revised Closing Statement shall be conclusive and binding on the Parties.
Purchaser's Objections. Within fifteen (15) days after receipt of the Title Commitment and the Survey including legible copies of the exception instruments referenced therein (to the extent that such copies exist), Purchaser shall notify Seller in writing of any title exceptions for rights of way, easements, agreements, restrictions, liens, encumbrances and such other matters set forth in the Title Commitment or the Survey to which Purchaser objects (the “Objections”). If such written notice is not delivered to Seller within the above stated time period, then the condition of Seller’s title shall be deemed approved by Purchaser, and Purchaser shall take title to the Parcel subject to the title exceptions set forth in the Title Commitment without any right to deduct any sums from the Purchase Price. Seller shall be under no obligation to cure any Objection, with the exception of liquidated liens and security interests disclosed in the Title Commitment (including any amendments or modifications as provided for in this Agreement) which were permitted, created, or caused by Seller shall be satisfied, cured or removed by Seller, at Seller’s sole cost and expense, at or prior to Closing.
Purchaser's Objections. Within seven (7) days after receiving all of (i) the Title Commitments, (ii) Surveys, and (iii) copies of any documents listed in Schedule B of the Title Commitments for the Facilities, Purchaser shall make any written objections to title it may have ("Objections"). Purchaser's failure to make Objections within such time period will constitute a waiver of Objections with respect to matters disclosed in Schedule B of the Title Commitment (and any Survey heretofore delivered to Purchaser).
Purchaser's Objections. Purchaser shall have the right at any time on or before the expiration of the Contingency Period to terminate this PSA if, during the course of Purchaser’s due diligence investigations of the Property, Purchaser determines that the Property is not acceptable to Purchaser.
Purchaser's Objections. In the event that (i) the Survey shows any easement, rights-of-way, encroachment or conflict or other matter affecting the Property that is unacceptable to Purchaser, or (ii) any exceptions to title are listed in the Title Report or any supplement thereto other than standard printed exceptions, which adversely affect the Property and are unacceptable to Purchaser, or (iii) any information contained in any Property Document is unacceptable to Purchaser, or (iv) Purchaser determines as a result of its inspections of the Property that the physical condition of the Property is not acceptable to Purchaser in any material respect, or (v) Purchaser determines that the Environmental Condition of the Property is not reasonably acceptable to Purchaser in any material respect, Purchaser shall, no later than 4:00 p.m. (California time) on the Contingency Termination Date, notify Seller in writing of such facts and the reasons for such disapproval ("Purchaser's Objection(s)"), and Purchaser may elect to terminate the Escrow and receive a return of the Deposit less all amounts due from
Purchaser's Objections. If the Purchaser, acting reasonably, believes that any change is required to be made to the final Effective Date Working Capital Statement as prepared by the Vendor, it shall, on or before that date (the "Objection Date") which is 10 Business Days after the delivery of the Effective Date Working Capital Statement by the Vendor pursuant to Section 2.3(d)(ii), give written notice of any such proposed change, including the reason for such change, to the Vendor. In the event that the Purchaser does not notify the Vendor of any proposed change on or before the Objection Date, then the Purchaser shall be deemed to have accepted the final Effective Date Working Capital Statement.
Purchaser's Objections. Purchaser shall have forty-five (45) days after the later to occur of (i) execution of this Agreement or (ii) receipt of all of the following: (a) the Title Commitment, (b) the Survey, and