Common use of Purchaser’s Title Objections Clause in Contracts

Purchaser’s Title Objections. If Purchaser objects to the condition of Seller’s title to the Real Property as shown in the Title Commitment and/or to any matter disclosed by the Survey, it shall do so by notifying Seller in writing on or before August 24, 2011 (the “Title/Survey Deadline”). If Purchaser does not object to the condition of Seller’s title to the Real Property and/or to any matter disclosed by the Survey on or before the Title/Survey Deadline, Purchaser shall be deemed to have accepted the condition of title as set forth in the Title Commitment and to have approved all exceptions to title described in Schedule B to the Title Commitment (other than the exceptions for unfiled mechanics’ liens not claiming or arising through Tenant, Mortgages and other liens which may be removed by the payment of money including, without limitation, judgment liens, liens for delinquent taxes, or any other monetary or voluntary liens encumbering the Property) and to any matter disclosed by the Survey. Within five (5) Business Days after receipt of Purchaser’s notice of title objections and a copy of the Title Commitment and the Survey, Seller shall either agree in writing to cure such objections or shall notify Purchaser in writing that Seller is unable or unwilling to do so; provided, however, that Seller shall be required to cure all Mandatory Cure Items. If Seller timely notifies Purchaser that it is unable or unwilling to cure the title and/or Survey objections, Purchaser may terminate this Agreement by giving written notice thereof to Seller within five (5) Business Days after receipt of Seller’s notice, Title Company shall promptly return the Deposit to Purchaser, and, except as otherwise provided in Sections 5.1(c) and 17.5 of this Agreement, no party shall have any further liability to any other party under this Agreement. If Purchaser does not terminate this Agreement pursuant to the preceding sentence, Purchaser shall be deemed to have waived the title and Survey objections, the title and Survey objections shall be deemed to be Permitted Exceptions and Purchaser shall be obligated to purchase the Property in accordance with the terms of this Agreement without a reduction in the Purchase Price. If Seller timely notifies Purchaser that it will cure the title objections, such title objections shall not be Permitted Exceptions and Seller shall be obligated to cure such objections on or before the Closing Date. No new exceptions to title contained in any update of the Title Commitment or new survey matters shall be Permitted Exceptions unless approved in writing by Purchaser, which approval shall not be unreasonably withheld, and Seller shall be required to cure all Mandatory Cure Items set forth in any update of the Title Commitment.

Purchaser’s Title Objections. If Purchaser objects to the condition of Seller’s title to the Real Property as shown any matter set forth in the Title Commitment and/or to any matter disclosed by the Survey, it Purchaser shall do so by notifying Seller in writing on or before August 24, 2011 of such objection within twenty-two (22) days after the Effective Date (the “Title/Survey Deadline”). If Purchaser does not object to a particular matter set forth in the condition of Seller’s title to Title Commitment and/or disclosed by the Real Property Survey on or before the Title/Survey Deadline (all such matters set forth in the Title Commitment and/or to any matter disclosed by the Survey on or before the Title/Survey Deadline, collectively, the “Initial Matters”), Purchaser shall be conclusively deemed to have accepted the condition of Seller’s title as set forth in the Title Commitment and to have approved all exceptions to title described in Schedule B to the Title Commitment (other than the exceptions for unfiled mechanics’ liens not claiming or arising through Tenant, Mortgages and other liens which may be removed by the payment of money including, without limitation, judgment liens, liens for delinquent taxes, or any other monetary or voluntary liens encumbering the Property) and Real Property subject to any matter disclosed by the Surveysuch Initial Matters. Within five three (53) Business Days after receipt of Purchaser’s written notice of title any objections and a copy of the Title Commitment and the Surveyto any Initial Matters, Seller shall either agree in writing to cure such objections or shall notify Purchaser in writing that Seller is unable or unwilling to do so; provided, however, that Seller shall be required to cure all Mandatory Cure Items. If Seller timely notifies Purchaser that it is unable or unwilling to cure any Initial Matters to which Purchaser objects pursuant to the title and/or Survey objectionsimmediately preceding sentence (collectively, the “Uncured Objection Matters”), Purchaser may terminate this Agreement by giving written notice thereof at any time during the Due Diligence Period pursuant to Seller within five (5) Business Days after receipt of Seller’s notice, Title Company shall promptly return the Deposit to Purchaser, and, except as otherwise provided in Sections 5.1(c) and 17.5 of this Agreement, no party shall have any further liability to any other party under this AgreementSection 5.4. If Purchaser does not terminate this Agreement pursuant to the preceding sentence, Purchaser shall be conclusively deemed to have waived any objections to the title and Survey objectionsUncured Objection Matters, the title and Survey objections Uncured Objections Matters shall be deemed to be Permitted Exceptions and Purchaser shall be obligated to purchase the Property in accordance with and subject to the terms of this Agreement without a reduction in the Purchase Price. If To the extent Seller timely notifies Purchaser that it Seller will cure the a title objectionsand/or a Survey objection, such title objections shall not be a Permitted Exceptions Exception and Seller shall be obligated to cure and remove the title or survey matter contained in such objections objection on or before the Closing Date. No new exceptions to title Notwithstanding anything contained herein, (i) in the event any update of to the Title Commitment or new survey and/or the Survey discloses matters in addition to the Initial Matters, such additional matters shall not be Permitted Exceptions unless approved by Purchaser in writing by Purchaser, which approval shall not be unreasonably withheld, its sole discretion and (ii) Seller shall be required obligated to cure discharge and remove any and all Mandatory Cure Items set forth in any update of on or before the Title CommitmentClosing Date.

Purchaser’s Title Objections. If Purchaser the Purchaser, for any reason whatsoever, objects to the condition of the Seller’s 's title to the Real Property as shown in the Title Commitment and/or to any matter disclosed by the SurveyProperty, it shall do so by notifying the Seller in writing on or before August 24, 2011 (the “Title/Survey Deadline”)Title Review Deadline concurrently with its delivery of a copy of the Title Commitment to the Seller. If the Purchaser does not object to the condition of the Seller’s 's title to the Real Property and/or to any matter disclosed by the Survey on or before the Title/Survey Title Review Deadline, the Purchaser shall be conclusively deemed to have accepted the condition of title as set forth in the Title Commitment and to have approved all exceptions to title described in Schedule B to the Title Commitment (other than the exceptions for unfiled mechanics’ liens not claiming or arising through Tenant' liens, Mortgages and other liens which may be removed by the payment of money includingmoney. The Seller shall be obligated to pay off out of the proceeds of the Purchase Price any monetary encumbrances on the Property without a limit or cap of any kind whatsoever; PROVIDED, without limitationHOWEVER, judgment that (i) Seller may, at its option, bond off (rather than pay off) any mechanic's or materialmen's liens, so long as said process results in the Escrow Agent removing said liens for delinquent taxesas an exception to Purchaser's title insurance policy, or any other monetary or voluntary liens encumbering the Propertyand (ii) and Seller has no obligation to any matter disclosed by the Surveydischarge Permitted Exceptions. Within five three (53) Business Days after receipt of the Purchaser’s 's notice of title objections and a copy of the Title Commitment and Commitment, the Survey, Seller shall either agree in writing to cure such objections or shall notify the Purchaser in writing that the Seller is unable or unwilling to do so; provided, however, that Seller shall be required to cure all Mandatory Cure Items. If the Seller timely notifies the Purchaser that it is unable or unwilling to cure the title and/or Survey objections, the Purchaser may terminate this Agreement by giving written notice thereof to Seller within five (5) Business Days after receipt thereafter by giving notice of termination to the Seller’s notice, Title Company in which case this Agreement shall promptly return terminate with the Deposit same effect as if the Purchaser had delivered the Due Diligence Notice pursuant to Purchaser, and, except as otherwise provided in Sections 5.1(c) and 17.5 of this Agreement, no party shall have any further liability to any other party under this AgreementSECTION 5.5. If the Purchaser does not terminate this Agreement pursuant to the preceding sentence, the Purchaser shall be conclusively deemed to have waived the title and Survey objections, the title and Survey objections shall be deemed to be Permitted Exceptions and the Purchaser shall be obligated to purchase the Property in accordance with the terms of this Agreement without a reduction in the Purchase Price. If the Seller timely notifies the Purchaser that it will cure the title objections, such title objections shall not be Permitted Exceptions and the Seller shall be obligated use its best efforts to cure such objections on or before the Closing Date; provided that the cost to Seller to cure such objections does not exceed Two Hundred Fifty Thousand Dollars ($250,000) in the aggregate. No Any new exceptions to title contained in any update of the Title Commitment or new survey matters shall not be Permitted Exceptions unless approved in writing by the Purchaser, which approval shall not be unreasonably withheld, and Seller shall be required to cure all Mandatory Cure Items set forth in any update of the Title Commitment.

Purchaser’s Title Objections. If Purchaser Purchaser, for any reason whatsoever, objects to the condition of Seller’s title to the Real Property as shown in the Title Commitment and/or to any matter disclosed by the SurveyProperty, it shall do so by notifying Seller in writing on or before August 24, 2011 (the “Title/Survey Deadline”)Title Delivery Date concurrently with its delivery to Seller of a copy of the Title Commitment. If Purchaser does not object to the condition of Seller’s title to the Real Property and/or to any matter disclosed by the Survey on or before the Title/Survey DeadlineTitle Delivery Date, Purchaser shall be conclusively deemed to have accepted the condition of title as set forth in the Title Commitment and to have approved all exceptions to title described in Schedule B to the Title Commitment (other than the exceptions for unfiled mechanics’ liens not claiming or arising through Tenantliens, Mortgages mortgages and other liens which may be removed by the payment of money including, without limitation, judgment liens, liens for delinquent taxes, or any other monetary or voluntary liens encumbering the Property) and to any matter disclosed by the Surveymoney. Within five (5) Business Days after receipt of Purchaser’s notice of title objections and a copy of the Title Commitment and the SurveyCommitment, Seller shall either agree in writing to cure such objections or shall notify Purchaser in writing that Seller is unable or unwilling to do so; provided. In the event Seller fails to give either notice required by the preceding sentence, however, that Seller shall be required deemed to have agreed to cure all Mandatory Cure Itemssuch objections. If Seller timely notifies Purchaser that it is unable or unwilling to cure the title and/or Survey objections, Purchaser may terminate this Agreement within five Business Days thereafter by giving written notice thereof of termination to Seller within five (5) Business Days after receipt Seller, in which case this Agreement shall terminate on the date of SellerPurchaser’s notice, Title Company the Escrow Agent shall promptly return the Deposit to Purchaser, and, except as otherwise provided in Sections 5.1(cPurchaser pursuant to Section 2(c)(1) and 17.5 of this Agreement, no neither party shall have any further liability or obligation to any the other party under this Agreement. If Purchaser does not terminate this Agreement pursuant to except for the preceding sentence, Purchaser shall be deemed to have waived the title and Survey objections, the title and Survey objections shall be deemed to be Permitted Exceptions and Purchaser shall be obligated to purchase the Property in accordance with the terms of this Agreement without a reduction in the Purchase Price. If Seller timely notifies Purchaser that it will cure the title objections, such title objections shall not be Permitted Exceptions and Seller shall be obligated to cure such objections on or before the Closing Date. No new exceptions to title contained in any update of the Title Commitment or new survey matters shall be Permitted Exceptions unless approved in writing by Purchaser, which approval shall not be unreasonably withheld, and Seller shall be required to cure all Mandatory Cure Items set forth in any update of the Title Commitment.’s Surviving