Common use of Review of Title Commitment and Survey Clause in Contracts

Review of Title Commitment and Survey. Buyer shall have ninety (90) days from the Effective Date, or until the date which is thirty (30) days after Xxxxx’s receipt of the Title Commitment and the Survey, whichever is later (the “Inspection Period”), in which to review the Title Commitment and the Survey and give written notice to Seller specifying any objections to the Title Commitment or the Survey which are not acceptable to Buyer in Buyer’s sole discretion (the “Objections”). For the purposes of this Agreement, all easements, restrictions, liens, encumbrances or other conditions which are shown on the Title Commitment and/or the Survey and which are not objected to by Buyer as described above are hereinafter collectively referred to as the “Permitted Exceptions”. If Buyer notifies Seller in writing of Objections to the Title Commitment or the Survey before the expiration of the Inspection Period, then Seller may, but shall not be obligated to at any time prior to ten (10) days following the date on which it receives a copy of the Objections (the “Cure Period”), make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections prior to the end of the Cure Period, then Buyer shall have the option of either (i) waiving the unsatisfied Objections, in which event those unsatisfied Objections shall become Permitted Exceptions, or (ii) terminating this Agreement. Upon termination, neither party shall have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this Agreement. If Buyer shall fail to terminate this Agreement on or prior to the expiration of the Cure Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.12.

Review of Title Commitment and Survey. Buyer If the Title ------------------------------------- Commitment or Survey disclose exceptions to title other than those Permitted Exceptions which are noted on attached Exhibit B, or if the Title Commitment --------- fails to contain any of the coverages set xxxx in Section 3(A) above, then ------------ Purchaser shall have ninety until 5:00 p.m. (90Chicago, Illinois time) days from on the Effective Date, or until tenth (10th) day after its receipt of the date which is thirty (30) days after Xxxxx’s receipt last of the Title Commitment and the Survey, whichever is later (the “Inspection Period”), in Survey within which to review notify Seller of any such exceptions to title or lack of coverage to which Purchaser objects. If any additional exceptions to title arise between the date of the Title Commitment and Commitment, the Survey and give written the Closing, Purchaser shall have five (5) days after its receipt of notice of same within which to notify Seller specifying of any objections such exceptions to the Title Commitment or the Survey title to which are not acceptable Purchaser objects. Any such exceptions to Buyer in Buyer’s sole discretion (the “Objections”). For the purposes of this Agreement, all easements, restrictions, liens, encumbrances or other conditions which are shown on the Title Commitment and/or the Survey and which are title not objected to by Buyer Purchaser as described above are hereinafter collectively referred to as the “Permitted Exceptions”. If Buyer notifies Seller in writing of Objections to the Title Commitment or the Survey before the expiration of the Inspection Period, then Seller may, but shall not be obligated to at any time prior to ten (10) days following the date on which it receives a copy of the Objections (the “Cure Period”), make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections prior to the end of the Cure Period, then Buyer shall have the option of either (i) waiving the unsatisfied Objections, in which event those unsatisfied Objections aforesaid shall become Permitted Exceptions. If Purchaser objects to any such exceptions to title or lack of coverage, Seller shall have until Closing (but in any event at least fifteen [15] days after it receives notice of Purchaser's objection(s)) to cause the Title Insurer to issue such coverage, or to remove such exceptions to title by waiver or endorsement by the Title Insurer, as the case may be, provided, however, that (i) any such endorsements issued by the Title Insurer shall be reasonably acceptable to Purchaser, and (ii) terminating this Agreementthe Title Insurer shall affirmatively commit to Purchaser to insure subsequent owner's of the Property without additional cost to Purchaser. Upon terminationIf Seller fails to remove any such exceptions to title as aforesaid, neither party shall have any further rights or obligations under Purchaser may, as its sole and exclusive remedy, terminate this Agreement other than obligations, which, by their express terms, survive termination and obtain a return of this Agreementthe Xxxxxxx Money. If Buyer shall fail Purchaser does not elect to terminate this Agreement on or prior Agreement, Purchaser shall consummate the Closing and accept title to the expiration of Property subject to all such exceptions to title (in which event, all such exceptions to title shall be deemed "Permitted Exceptions") but otherwise in the Cure Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.12form set forth in the Title Commitment.

Review of Title Commitment and Survey. Buyer shall have ninety (90) days from the Effective Date, or until the date which is thirty (30) days after Xxxxx’s receipt of the Title Commitment and the Survey, whichever is later (the “Inspection Period”), in which to review the Title Commitment and the Survey and give written notice to Seller specifying any objections to If the Title Commitment or Survey disclose exceptions to title other than those Permitted Exceptions which are noted on attached Exhibit C, then Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after its receipt of the Survey within which are not acceptable to Buyer in Buyer’s sole discretion (notify Seller of any such exceptions to title to which Purchaser objects. If any additional exceptions to title arise between the “Objections”). For the purposes date of this Agreement, all easements, restrictions, liens, encumbrances or other conditions which are shown on the Title Commitment and/or Commitment, the Survey and the Closing, Purchaser shall have five (5) days after its receipt of notice of same within which are to notify Seller of any such exceptions to title to which Purchaser objects. Any such exceptions to title not objected to by Buyer Purchaser as described above are hereinafter collectively referred to as the “aforesaid shall become Permitted Exceptions”. If Buyer notifies Purchaser objects to any such exceptions to title, Seller shall have until Closing (but in writing any event at least fifteen (15) days after it receives notice of Objections Purchaser's objection(s)) to remove such exceptions to title by waiver or endorsement by the Title Insurer. If Seller fails to remove any such exceptions to title as aforesaid, Purchaser may, as its sole and exclusive remedy, terminate this Agreement and obtain a return of the Xxxxxxx Money. If Purchaser does not elect to terminate this Agreement, Purchaser shall consummate the Closing and accept title to the Title Commitment Property subject to all such exceptions to title (in which event, all such exceptions to title shall be deemed "Permitted Exceptions"). Notwithstanding the foregoing, Seller shall be obligated to cure to Purchaser's reasonable satisfaction: (i) any mortgages, deeds to secure debt or related liens securing any financing obtained by Seller (including, without limitation, those disclosed by the Survey before the expiration of the Inspection Period, then UCC Searches); and (ii) any other monetary lien or security interest (but Seller may, but shall not be obligated to at expend more than $10,000 in connection with this clause (ii)). Seller also agrees to remove or cause to be removed any time prior exceptions or encumbrances to ten (10) days following title created by Seller which arise after the effective date on which it receives a copy of the Objections (the “Cure Period”), make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections prior to the end of the Cure Period, then Buyer shall have the option of either (i) waiving the unsatisfied Objections, in which event those unsatisfied Objections shall become Permitted Exceptions, or (ii) terminating this Agreement. Upon termination, neither party shall have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this Agreement. If Buyer shall fail to terminate this Agreement on or prior to the expiration of the Cure Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.12Title Commitment.

Review of Title Commitment and Survey. Buyer Provided that Purchaser has timely received the Title Commitment, the New Survey, and all documents referenced therein during the Due Diligence Period (defined below), Purchaser shall have ninety (90) days from the Effective Date, or until the date which is thirty (30) days after Xxxxx’s receipt end of the Title Commitment and the Survey, whichever is later (the “Inspection Period”), Due Diligence Period to notify Seller in which writing of any objection that Purchaser may have to review the Title Commitment and the Survey and give written notice to Seller specifying any objections to anything contained in the Title Commitment or the Survey which are not acceptable New Survey. Except as otherwise provided in Section 2.5 below, if Purchaser fails to Buyer in Buyer’s sole discretion (the “Objections”). For the purposes of this Agreement, all easements, restrictions, liens, encumbrances or other conditions which are shown on the Title Commitment and/or the Survey and which are not objected to by Buyer as described above are hereinafter collectively referred to as the “Permitted Exceptions”. If Buyer notifies Seller object in writing of Objections to any item contained in the Title Commitment or the New Survey before during the expiration of the Inspection Due Diligence Period, then Purchaser shall be deemed to have waived its right to object to such item, and such item shall thereafter be deemed a “Permitted Exception”. In the event that Purchaser objects to any item contained in the Title Commitment or the New Survey during the Due Diligence Period (such items being hereinafter referred to as “Title Defects”), Seller may, but shall not be obligated to at any time prior to ten notify Purchaser in writing within five (105) days following the date on which it receives a copy of the Objections Purchaser’s notice of such Title Defects (the “Cure Period”)) that either (x) the Title Defects have been, make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections will be at or prior to Closing, removed from or amended in the end of Title Commitment and/or the Cure PeriodNew Survey, then Buyer shall have the option of either (i) waiving the unsatisfied Objections, in which event those unsatisfied Objections shall become Permitted Exceptionsand otherwise cured to Purchaser’s reasonable satisfaction, or (iiy) terminating this Agreement. Upon termination, neither party shall Seller has failed to arrange or otherwise elected not to have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this Agreement. If Buyer shall fail to terminate this Agreement on or prior to the expiration of the Cure Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.12Title Defects removed.

Review of Title Commitment and Survey. Buyer shall have ninety (90) days from the Effective Date, or until the date which is thirty (30) days after Xxxxx’s receipt of If the Title Commitment or Updated Survey disclose (i) exceptions to title other than those Permitted Exceptions which are noted on attached EXHIBIT B, (ii) violations of the Permitted Exceptions that would render title to the Property unmarketable (individually, a "Title Violation", and collectively, "Title Violations") or (iii) encroachments of the SurveyImprovements onto adjacent properties or easements burdening the Property that would render title to the Property unmarketable or encroachments of improvements located on adjacent properties onto the Property which adversely impact the use or value of the Property (individually, whichever is later (the “Inspection Period”an "Encroachment", and collectively, "Encroachments"), in then Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the 30th day after date of the Agreement (such period, the "Due Diligence Period") to notify Seller of any such exceptions to title, Title Violations or Encroachments to which Purchaser objects (collectively, "Existing Matters"). If any additional exceptions to review title, Title Violations or Encroachments arise between the Title Commitment and the Survey and give written notice to Seller specifying any objections to date of the Title Commitment or the Survey Updated Survey, and the Closing (collectively, "New Exceptions"), Purchaser shall have five (5) business days after its receipt of notice of same within which are not acceptable to Buyer in Buyer’s sole discretion (the “Objections”)notify Seller of any such New Exceptions to which Purchaser objects. For the purposes of this Agreement, all easements, restrictions, liens, encumbrances Any such Existing Matters or other conditions which are shown on the Title Commitment and/or the Survey and which are New Exceptions not objected to by Buyer Purchaser as described above are hereinafter collectively referred to as the “Permitted Exceptions”. If Buyer notifies Seller in writing of Objections to the Title Commitment or the Survey before the expiration of the Inspection Period, then Seller may, but shall not be obligated to at any time prior to ten (10) days following the date on which it receives a copy of the Objections (the “Cure Period”), make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections prior to the end of the Cure Period, then Buyer shall have the option of either (i) waiving the unsatisfied Objections, in which event those unsatisfied Objections aforesaid shall become Permitted Exceptions. If Purchaser objects to any Existing Matters or New Exceptions, or (ii) terminating this Agreement. Upon termination, neither party Seller shall have any further rights until Closing to remove such Existing Matters or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this AgreementNew Exceptions. If Buyer Seller shall fail to terminate this Agreement on or prior to the expiration of the Cure Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.12.take reasonable

Review of Title Commitment and Survey. Buyer shall have ninety (90) days from the Effective Date, or until the date which is thirty (30) days after XxxxxBuyer’s receipt of the Title Commitment and the Survey, whichever is later (the “Inspection Period”), in which to review the Title Commitment and the Survey and give written notice to Seller specifying any objections to the Title Commitment or the Survey which are not acceptable to Buyer in Buyer’s sole discretion (the “Objections”). For the purposes of this Agreement, all easements, restrictions, liens, encumbrances or other conditions which are shown on the Title Commitment and/or the Survey and which are not objected to by Buyer as described above are hereinafter collectively referred to as the “Permitted Exceptions”. If Buyer notifies Seller in writing of Objections to the Title Commitment or the Survey before the expiration of the Inspection Period, then Seller may, but shall not be obligated to at any time prior to ten (10) days following the date on which it receives a copy of the Objections (the “Cure Period”), make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections prior to the end of the Cure Period, then Buyer shall have the option of either (i) waiving the unsatisfied Objections, in which event those unsatisfied Objections shall become Permitted Exceptions, or (ii) terminating this Agreement. Upon termination, neither party shall have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this Agreement. If Buyer shall fail to terminate this Agreement on or prior to the expiration of the Cure Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.12.

Review of Title Commitment and Survey. Buyer Purchaser shall have ninety ten (9010) days from Business Days after the Effective Date, or until receipt of the date which is thirty (30) days after Xxxxx’s receipt last of the Title Commitment (together with true, correct and the Survey, whichever is later (the “Inspection Period”legible copies of all instruments that create or evidence title exceptions), Survey and UCC Search (together with true, correct and legible copies of all financing statements and related documents comprising such search) in which to review furnish Seller with a written statement of any title or survey objections affecting title to the Title Commitment and Property, other than the Survey and give written notice Permitted Exceptions (as hereinafter defined). Should Purchaser fail to notify Seller specifying of any such title objections within the aforesaid time period, Purchaser shall be deemed to have waived objections to the Title Commitment or matters affecting title to the Survey which are not acceptable to Buyer in Buyer’s sole discretion (the “Objections”). For the purposes of this Agreement, all easements, restrictions, liens, encumbrances or other conditions which are shown on Property revealed by the Title Commitment and/or the Commitment, Survey and which are not objected to by Buyer as described above are UCC Search. Seller shall have ten (10) Business Days after receipt of any such written objections (hereinafter collectively referred to as the “Permitted Exceptions”. If Buyer notifies "Title Cure Period") in which Seller shall in writing of Objections good faith endeavor to the Title Commitment satisfy or the Survey before the expiration of the Inspection Period, then Seller may, correct (but shall not be obligated to at any time prior cure) all such valid title objections. In the event Seller fails to satisfy or correct all valid title objections within the Title Cure Period, Purchaser shall, by written notice to Seller given within ten (10) days following Business Days after the date on which it receives a copy expiration of the Objections (the “Cure Period”), make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections prior to the end of the Title Cure Period, then Buyer shall have elect one of the option following: (a) to waive such title objections and to close the transaction, without reduction of either the Purchase Price, on or before the Closing Date, as defined herein, or (ib) waiving the unsatisfied Objectionsto terminate this Contract, in which event those unsatisfied Objections shall become Permitted Exceptions, or (ii) terminating this Agreement. Upon terminationevent, neither party Seller nor Purchaser shall have any further rights rights, duties or obligations under this Agreement other than obligationsContract, except for any rights or obligations hereunder which, by their express terms, survive termination any termination, cancellation, rescission, expiration or consummation of this AgreementContract, and the lien or right, if any, of Purchaser against or to the Property shall wholly cease. If Buyer Seller shall fail not be required and is not obligated hereby to terminate bring, any action or proceeding, or otherwise to incur any expense to render the title to the Property free of any matters objected to by Purchaser; provided, however, that Seller shall, subject to the satisfaction of all conditions precedent to Seller's obligation to consummate the transactions contemplated herein, be obligated to cure any monetary liens against the Property created by Seller and, if Seller does not effect such cure as of the Closing, Purchaser may deduct from the Purchase Price the amount necessary to effect such cure. The acceptance of the Deed (as defined herein) by Purchaser shall be deemed to be full performance of and discharge of every agreement and obligation on the part of Seller to be performed pursuant to the provisions of this Agreement Contract, except for any rights or obligations hereunder which, by their terms, survive any termination, cancellation, rescission, expiration or consummation of this Contract. Mortgages and financing statements filed in connection thereto encumbering the Property, which are to be released by Seller at the Closing shall not constitute valid title objections so long as any such mortgages are not exceptions to title on Closing Date. Purchaser shall also have the right, by giving written notice to Seller within five (5) Business Days after Purchaser's receipt of notice thereof, to object to any matter affecting title to the Property which is not shown in the Title Commitment, Survey or UCC Search and which arises after the relevant date of such document and prior to the expiration of the Cure PeriodClosing, Buyer other than Permitted Exceptions. Thereafter, with respect to such objections, Seller shall have no further right to terminate this Agreement pursuant to the same cure rights and Purchaser shall have the same termination rights as are provided above in this Section 1.125.2 with respect to Purchaser's initial title objections.

Review of Title Commitment and Survey. Buyer Purchaser shall have ninety ten (9010) days from Business Days after the Effective Date, or until the date which is thirty (30) days after Xxxxx’s receipt of the last of the Title Commitment Commitments (together with true, correct and the Survey, whichever is later (the “Inspection Period”legible copies of all instruments that create or evidence title exceptions), Surveys and UCC Searches (together with true, correct and legible copies of all financing statements and related documents comprising such search) in which to review furnish Sellers with a written statement of any title or survey objections affecting title to each of the Title Commitment and Properties, other than the Survey and give written notice Permitted Exceptions. Should Purchaser fail to Seller specifying notify Sellers of any such title objections within the aforesaid time period, Purchaser shall be deemed to have waived objections to the Title Commitment or matters affecting title to the Survey which are not acceptable to Buyer in Buyer’s sole discretion (the “Objections”). For the purposes of this Agreement, all easements, restrictions, liens, encumbrances or other conditions which are shown on Properties revealed by the Title Commitment and/or the Survey Commitments, Surveys and which are not objected to by Buyer as described above are UCC Searches. Sellers shall have ten (10) Business Days after receipt of any such written objections (hereinafter collectively referred to as the “Permitted Exceptions”. If Buyer notifies Seller "Title Cure Period") in writing of Objections which Sellers shall in good faith endeavor to the Title Commitment satisfy or the Survey before the expiration of the Inspection Period, then Seller may, correct (but shall not be obligated to at any time prior cure) all such valid title objections. In the event Sellers fail to satisfy or correct all valid title objections within the Title Cure Period, Purchaser shall, by written notice to Sellers given within ten (10) days following Business Days after the date on which it receives a copy expiration of the Objections (the “Cure Period”), make efforts to satisfy the Objections. If Seller for any reason refuses or fails to satisfy any Objections prior to the end of the Title Cure Period, then Buyer shall have elect one of the option following: (a) to waive such title objections and to close the transaction, without reduction of either the Purchase Price, on or before the Closing Date, as defined herein, or (ib) waiving the unsatisfied Objectionsto terminate this Contract, in which event those unsatisfied Objections shall become Permitted Exceptions, or (ii) terminating this Agreement. Upon terminationevent, neither party Sellers nor Purchaser shall have any further rights rights, duties or obligations under this Agreement other than obligationsContract, except for any rights or obligations hereunder which, by their express terms, survive termination any termination, cancellation, rescission, expiration or consummation of this AgreementContract, and the lien or right, if any, of Purchaser against or to the Properties shall wholly cease. If Buyer Sellers shall fail not be required and are not obligated hereby to terminate bring, any action or proceeding, or otherwise to incur any expense, to render the title to the Properties free of any matters objected to by Purchaser; provided, however, that Sellers shall, subject to the satisfaction of all conditions precedent to Sellers obligation to consummate the transactions contemplated herein, be obligated to cure any monetary liens against the Properties created by Sellers and, if Sellers do not effect such cure as of the Closing, Purchaser may deduct from the Purchase Price the amount necessary to effect such cure. The acceptance of the Deeds (as defined herein) by Purchaser shall be deemed to be full performance of and discharge of every agreement and obligation on the part of Sellers to be performed pursuant to the provisions of this Agreement Contract, except for any rights or obligations hereunder which, by their terms, survive any termination, cancellation, rescission, expiration or consummation of this Contract. Mortgages and financing statements filed in connection thereto encumbering the Properties, which are to be released by Sellers at the Closing shall not constitute valid title objections so long as any such mortgages are not exceptions to title on Closing Date. Purchaser shall also have the right, by giving written notice to Sellers within five (5) Business Days after Purchaser's receipt of notice thereof, to object to any matter affecting title to the Properties which is not shown in the Title Commitments, Surveys or UCC Searches and which arises after the relevant date of such document and prior to Closing, other than the expiration of the Cure PeriodPermitted Exceptions. Thereafter, Buyer with respect to such objections, Sellers shall have no further right to terminate this Agreement pursuant to the same cure rights and Purchaser shall have the same termination rights as are provided above in this Section 1.125.2 with respect to Purchaser's initial title objections.