Real Estate Due Diligence Sample Clauses

Real Estate Due Diligence. (a) Within twenty (20) days of the date of this Agreement, the Seller shall deliver or cause to be delivered to the Purchaser a copy of the Seller's or each Business Sub's title insurance policies or, if the same is not within its possession or control, a deed recording reference (collectively, the "Title Materials") for each Owned Real Property and real property owned by any Transferred Sub, as applicable. Within thirty-five (35) days after the Purchaser's receipt of all of the Title Materials, the Purchaser will obtain an ALTA title commitment (or such other comparable form as may be available in the jurisdiction in which the property is located)(the "Title Commitment") from LandAmerica or Chicago Title Insurance Company and will notify the Seller in writing (the "Exception Notice") as to those title exceptions listed in each Title Commitment which it will not accept as permitted, provided, however, that Purchaser shall only be allowed to list title exceptions which materially interfere with the current use of any parcel of Owned Real Property or real property owned by a Transferred Sub or title exceptions which would reasonably be likely to have a material adverse effect on the ability of Purchaser to obtain financing with respect to any parcel of Owned Real Property or real property owned by a Transferred Sub (all such exceptions for which the Purchaser shall not have notified the Seller in the Exception Notice shall be deemed to be "Permitted Exceptions," as defined in this Agreement). In the event that the Purchaser fails to provide an Exception Notice to the Seller within thirty-five (35) days after Purchaser's receipt of all of the Title Materials, the Purchaser shall be deemed to have waived its right to object to matters shown on the Title Commitments, and all exceptions in the Title Commitment shall be deemed to be Permitted Exceptions. The Seller shall have until the Due Diligence Expiration Date to have all exceptions described in the Exception Notice removed from the Title Commitment or to have the Title Company commit to insure against any and all loss or damage that may be occasioned by any such unpermitted exceptions. If the Seller fails on or before the Due Diligence Expiration Date to reasonably demonstrate to the Purchaser that the unpermitted exceptions have been removed or, in the alternative, that the Seller has obtained a commitment for title insurance over such exceptions, then, in either such case, the Purchaser shall have the opt...
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Real Estate Due Diligence. (a) Existing Title Policy.
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Real Estate Due Diligence. Each Loan Party shall have caused to be delivered to the Agent (a) such marked-up title commitments and title insurance policies, flood certifications and mortgage enforceability opinion letters as may be reasonably requested by the Agent in connection with the Specific Real Property and (b) to the extent delivered to the Collateral Agent in respect of the Material Real Property Mortgages such mortgage enforceability opinion letters as may be requested by the Agent in connection with the Mortgages relating to the applicable Material Real Property, in each case in form and substance reasonably satisfactory to the Agent and only with such exceptions as may be reasonably acceptable to the Agent. Without limiting the generality of the foregoing, on the Closing Date, the Agent shall have received policies of title insurance insuring each of the Closing Mortgages (other than the Closing First Lien Leasehold Mortgage) on the Specific Real Property as a first priority Lien, subject only to Liens reflected in the title insurance and acceptable to the Agent (and, with respect to the XXX Encumbered Property, the XXX Mortgage), with an insured amount of $73,200,000 (except in the case of the Closing FL First Lien Fee Mortgages, which shall be insured in the amount stated above such that the aggregate amount of title insurance shall be $75,000,000), issued by title insurance companies reasonably acceptable to the Agent. Borrower shall also have caused to be paid all necessary recording taxes and fees. With respect to the standard survey exception, marked-up title commitments and title insurance policies shall be acceptable to the Agent as to Specific Real Property subject to Closing Mortgages, if the exception is removed and replaced by a survey reading with only exceptions acceptable to Agent. As to improvements in a special flood hazard area, flood certifications shall be acceptable to the Agent if the improvements are covered by flood insurance which satisfies all legal requirements applicable to the Agent and the Lenders.
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Real Estate Due Diligence. Buyer shall have received, on or before the expiration of the period set forth in Section 3.2(a), Phase I and/or other environmental reports on each of the Branches and the related Real Estate that are satisfactory to Buyer.
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Real Estate Due Diligence. The Borrower and each of its Subsidiaries shall have caused to be delivered to the Agent such title commitments and insurance policies, flood certifications, consents, lease agreements, and other instruments, agreements, documents and certificates as may be reasonably requested by the Co-Lead Arrangers in connection with the Material Real Property, all in form and substance reasonably satisfactory to the Lenders. Without limiting the generality of the foregoing, the Agent shall have received policies of title insurance, insuring each of the Mortgages as a first priority Lien upon the premises to which it relates, with title insurance companies acceptable to the Co-Lead Arrangers. Borrower shall also cause to be paid all necessary recording taxes and fees.
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Real Estate Due Diligence. WCI shall have reviewed all of the Schedules to this Agreement relating to the Corporate Property and all documents related to each parcel of real property leased, owned or being purchased by any of the Corporations, and all such Schedules and documents shall be reasonably satisfactory to WCI or any problems reflected in, or indicated by, such Schedules or documents shall have been resolved to the reasonable satisfaction of WCI. 7.
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Real Estate Due Diligence. WCI shall have reviewed all of the Schedules to this Agreement relating to the Corporate Property and all documents related to each parcel of real property leased, owned or being purchased by any of the Corporations, and all such Schedules and documents shall be reasonably satisfactory to WCI or any problems reflected in, or indicated by, such Schedules or documents shall have been resolved to the reasonable satisfaction of WCI.
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Related to Real Estate Due Diligence

  • Environmental Due Diligence Lender shall be provided with such Environmental Due Diligence for the Property as Lender may require, to be in form and content acceptable to Lender. All reports shall be addressed to Lender. Borrower shall pay for the cost of the Environmental Due Diligence.

  • Real Estate All real property at any time owned or leased (as lessee or sublessee) by the Borrower or any of its Subsidiaries.

  • Real Estate Documents With respect to each parcel of real property owned by any Borrower, if any, a duly executed Mortgage providing for a fully perfected Lien, in favor of the Agent, in all right, title and interest of such Borrower in such real property, together with:

  • Due Diligence During the term of this Agreement, the Company will reasonably cooperate with any reasonable due diligence review conducted by the Agent in connection with the transactions contemplated hereby, including, without limitation, providing information and making available documents and senior corporate officers, during normal business hours and at the Company’s principal offices, as the Agent may reasonably request from time to time.

  • Real Estate Assets In order to create in favor of Collateral Agent, for the benefit of Secured Parties, a valid and, subject to any filing and/or recording referred to herein, perfected First Priority security interest in certain Real Estate Assets, Collateral Agent shall have received from Borrower and each applicable Guarantor:

  • Legal Due Diligence The Administrative Agent and its counsel shall have completed all legal due diligence, the results of which shall be satisfactory to Administrative Agent in its sole discretion.

  • Due Diligence Expenses In addition to reimbursement as provided under Section 3.2, the Company shall also reimburse the Dealer Manager for reasonable bona fide due diligence expenses incurred by the Dealer Manager or any Participating Dealer; provided, however, that no due diligence expenses shall be reimbursed by the Company pursuant to this Section 3.3 which would cause the aggregate of all Company expenses described in Section 3.1, all underwriting compensation paid to the Dealer Manager and any Participating Dealer and the due diligence expenses paid pursuant to this Section 3.3 to exceed 15.0% of the gross proceeds from the sale of the Primary Shares. Such due diligence expenses may include travel, lodging, meals and other reasonable out-of-pocket expenses incurred by the Dealer Manager or any Participating Dealer and their personnel when visiting the Company’s offices or properties to verify information relating to the Company or its properties. The Dealer Manager or any Participating Dealer shall provide a detailed and itemized invoice to the Company for any such due diligence expenses.

  • Due Diligence Investigation Pubco shall be reasonably satisfied with the results of its due diligence investigation of the Company in its sole and absolute discretion.

  • Real Estate Leases The Company Disclosure Statement sets forth a list of (a) all leases and subleases under which the Company or the Subsidiaries is lessor or lessee of any real property together with all amendments, supplements, nondisturbance agreements and other agreements pertaining thereto; (b) all options held by the Company or the Subsidiaries or contractual obligations on the part of the Company or the Subsidiaries to purchase or acquire any interest in real property; and (c) all options granted by the Company or the Subsidiaries or contractual obligations on the part of the Company or the Subsidiaries to sell or dispose of any interest in real property. Except as set forth in the Company Disclosure Statement, as to such leases, subleases and other agreements referred to above, (i) there exists no breach or default, and no event has occurred which with notice or passage of time would constitute such a breach or default or permit termination, notification or acceleration, on the part of the Company or any Subsidiary, or on the part of any other party thereto, and (ii) as of the Effective Time, no material third party consent, approval or authorization shall be required for the consummation of the Merger. To the Company's knowledge, there are no Liens on any of the leasehold interests set forth on the Company Disclosure Statement hereof except for (i) Liens reflected in the balance sheet included in the Company's Form 10-K for the period ended December 31, 1996, (ii) Liens of record consisting of zoning or planning restrictions, easements, permits and other restrictions or limitations on the use of real property which do not materially detract from the value of, or materially impair the use of, such property by the Company or the Subsidiaries in the operation of their respective businesses, (iii) Liens for current Taxes (as defined in Section 3.22(a)), assessments or governmental charges or levies on property not yet delinquent or being contested in good faith and for which appropriate reserves have been established in accordance with GAAP (which contested levies are described on the Company Disclosure Statement), and (iv) Liens imposed by law, such as materialman's, mechanic's, carrier's, workers' and repairmen's Liens securing obligations not yet delinquent or being contested in good faith and for which appropriate reserves have been established in accordance with GAAP or securing obligations not being paid in the ordinary course of business in accordance with customary and commercially reasonable practice. (collectively, "Permitted Liens").

  • Buyer’s Due Diligence Subject to Section 21 below, Buyer shall have twenty-five (25) Business Days from and after the later to occur of (i) the Opening of Escrow and (ii) the date of delivery by Seller to Buyer of the Seller's Deliveries, the Title Commitment and related recorded exception documents, and any existing survey (“Due Diligence Period”) to evaluate and analyze the feasibility of the Membership Interests and the Property for Buyer’s intended use thereof, including, without limitation, the zoning of the Property, the physical, environmental and geotechnical condition of the Property and the economic feasibility of owning the Membership Interests and operating the Property. If, during the Due Diligence Period, Buyer determines that the Membership Interests or the Property are not acceptable for any reason whatsoever in Buyer’s sole and absolute discretion, Buyer shall have the right, by giving written notice to Seller on or before the last day of the Due Diligence Period, to terminate this Agreement. Buyer agrees to indemnify and hold Seller harmless and defend Seller from and against any claims, liabilities, liens, cause of action, expenses, costs, or damages (including reasonable attorneys’ fees and personal injury claims) resulting from the inspection of the Property prior to the Closing Date by Buyer or Buyer’s contractors, employees, representatives, or agents; provided, however, that Buyer shall not be responsible for any losses or expenses resulting from the discovery of adverse information regarding the Membership Interests or the Property. In the event this Agreement is terminated for any reason, Buyer shall restore the Property to the extent of any physical change or damage made as a result of the conduct of any inspection or investigation of the Property by Buyer or Buyer’s agents, representatives or contractors to substantially the same condition that existed immediately prior to Buyer’s inspection and investigation. Any provision to the contrary herein notwithstanding, the provisions of the previous two sentences shall survive termination of this Agreement for any reason for a period of three (3) months and control over any provisions to the contrary herein.

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