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

Review of Title Commitment and Survey. If the Title Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing Permitted Exceptions (such exceptions to title being referred to as the "Disclosed Exceptions") then Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after the date of Purchaser's receipt of the last of the Title Commitment and Survey (if ordered and obtained in accordance with Section 3.B above) within which to notify Seller of any such Disclosed Exceptions to which Purchaser objects (it being understood that, in the event that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after Purchaser's receipt of the Title Commitment within which to notify Seller of any such Disclosed Exceptions to which Purchaser objects). If any additional exceptions to title other than the Existing Permitted Exceptions and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") arise between the date of the Title Commitment, the Survey (if ordered and obtained in accordance with Section 3.B above) and the Closing, Purchaser shall have five (5) days after its receipt of notice of same within which to notify Seller of any such New Disclosed Exceptions to which Purchaser objects. Any such Disclosed Exceptions or New Disclosed Exceptions not objected to by Purchaser as aforesaid shall become "Permitted Exceptions" hereunder. If Purchaser objects to any such Disclosed Exceptions or New Disclosed Exceptions, Seller shall have until Closing (but in any event at

Review of Title Commitment and Survey. If the Title Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing those Permitted Exceptions (such exceptions to title being referred to as the "Disclosed 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 the date of Purchaser's its receipt of the last of the Title Commitment and Survey (if ordered and obtained in accordance with Section 3.B above) within which to notify Seller of any such Disclosed Exceptions exceptions to which Purchaser objects (it being understood that, in the event that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after Purchaser's receipt of the Title Commitment within which to notify Seller of any such Disclosed Exceptions title to which Purchaser objects). If any additional exceptions to title other than the Existing Permitted Exceptions and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") arise between the date of the Title Commitment, the Survey (if ordered and obtained in accordance with Section 3.B above) and the Closing, Purchaser shall have five (5) days after its receipt of notice of same within which to notify Seller of any such New Disclosed Exceptions exceptions to title to which Purchaser objects. Any such Disclosed Exceptions or New Disclosed Exceptions exceptions to title not objected to by Purchaser as aforesaid shall become "Permitted Exceptions" hereunder. If Purchaser objects to any such Disclosed Exceptions or New Disclosed Exceptionsexceptions to title, Seller shall have until Closing (but in any event atat least fifteen (15) days after it receives notice of 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 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 UCC Searches); and (ii) any other monetary lien or security interest (but Seller shall not be obligated to expend more than $10,000 in connection with this clause (ii)). Seller also agrees to remove or cause to be removed any exceptions or encumbrances to title created by Seller which arise after the effective date of the Title Commitment.

Review of Title Commitment and Survey. If the Title Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing Permitted Exceptions (such exceptions to title being referred to as the "Disclosed Exceptions") then Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after the date of Purchaser's receipt of the last of the Title Commitment and Survey (if ordered and obtained in accordance with Section 3.B above) within which to notify Seller of any such Disclosed Exceptions to which Purchaser objects (it being understood that, in the event Provided that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after Purchaser's receipt of the Title Commitment within which to notify Seller of any such Disclosed Exceptions to which Purchaser objects). If any additional exceptions to title other than the Existing Permitted Exceptions and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") arise between the date of has timely received the Title Commitment, the Survey New Survey, and all documents referenced therein during the Due Diligence Period (if ordered and obtained in accordance with Section 3.B above) and the Closingdefined below), Purchaser shall have until the end of the Due Diligence Period to notify Seller in writing of any objection that Purchaser may have to anything contained in the Title Commitment or the New Survey. Except as otherwise provided in Section 2.5 below, if Purchaser fails to object in writing to any item contained in the Title Commitment or the New Survey during the Due Diligence Period, 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 shall notify Purchaser in writing within five (5) days after its receipt following the date of Purchaser’s notice of same within which such Title Defects (the “Cure Period”) that either (x) the Title Defects have been, or will be at or prior to notify Closing, removed from or amended in the Title Commitment and/or the New Survey, and otherwise cured to Purchaser’s reasonable satisfaction, or (y) Seller of any such New Disclosed Exceptions has failed to which Purchaser objects. Any such Disclosed Exceptions arrange or New Disclosed Exceptions otherwise elected not objected to by Purchaser as aforesaid shall become "Permitted Exceptions" hereunder. If Purchaser objects to any such Disclosed Exceptions or New Disclosed Exceptions, Seller shall have until Closing (but in any event atthe Title Defects removed.

Review of Title Commitment and Survey. If the Title Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing Permitted Exceptions (such exceptions to title being referred to as the "Disclosed Exceptions") then Purchaser shall have until 5:00 p.m. ten (Chicago, Illinois time10) on the tenth (10th) day Business Days after the date of Purchaser's receipt of the last of the Title Commitment Commitments (together with true, correct and Survey legible copies of all instruments that create or evidence title exceptions), Surveys and UCC Searches (if ordered together with true, correct and obtained legible copies of all financing statements and related documents comprising such search) in accordance with Section 3.B above) within which to furnish Sellers with a written statement of any title or survey objections affecting title to each of the Properties, other than the Permitted Exceptions. Should Purchaser fail to notify Seller Sellers of any such Disclosed Exceptions title objections within the aforesaid time period, Purchaser shall be deemed to have waived objections to the matters affecting title to the Properties revealed by the Title Commitments, Surveys and UCC Searches. Sellers shall have ten (10) Business Days after receipt of any such written objections (hereinafter referred to as the "Title Cure Period") in which Sellers shall in good faith endeavor to satisfy or correct (but shall not be obligated to 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 objects shall, by written notice to Sellers given within ten (it being understood that10) Business Days after the expiration of the Title Cure Period, elect one of the following: (a) to waive such title objections and to close the transaction, without reduction of the Purchase Price, on or before the Closing Date, as defined herein, or (b) to terminate this Contract, in the event that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that which event, neither Sellers nor Purchaser shall have until 5:00 p.m. any rights, duties or obligations under this Contract, except for any rights or obligations hereunder which, by their terms, survive any termination, cancellation, rescission, expiration or consummation of this Contract, and the lien or right, if any, of Purchaser against or to the Properties shall wholly cease. Sellers shall not be required and are not obligated hereby to 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 (Chicago, Illinois timeas defined herein) by Purchaser shall be deemed to be full performance of and discharge of every agreement and obligation on the tenth part of Sellers to be performed pursuant to the provisions of this 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 (10th5) day 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 Commitment within Commitments, Surveys or UCC Searches and which arises after the relevant date of such document and prior to notify Seller of any such Disclosed Exceptions to which Purchaser objects). If any additional exceptions to title Closing, other than the Existing Permitted Exceptions Exceptions. Thereafter, with respect to such objections, Sellers shall have the same cure rights and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") arise between the date of the Title Commitment, the Survey (if ordered and obtained in accordance with Section 3.B above) and the Closing, Purchaser shall have five (5) days after its receipt of notice of the same within which termination rights as are provided above in this Section 5.2 with respect to notify Seller of any such New Disclosed Exceptions to which Purchaser objects. Any such Disclosed Exceptions or New Disclosed Exceptions not objected to by Purchaser as aforesaid shall become "Permitted Exceptions" hereunder. If Purchaser objects to any such Disclosed Exceptions or New Disclosed Exceptions, Seller shall have until Closing (but in any event atPurchaser's initial title objections.

Review of Title Commitment and Survey. If the Title ------------------------------------- Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing those Permitted Exceptions (such exceptions which are noted on attached Exhibit B, or if the Title Commitment --------- fails to title being referred to as contain any of the "Disclosed Exceptions"coverages set xxxx in Section 3(A) above, then ------------ Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after the date of Purchaser's its receipt of the last of the Title Commitment and the Survey (if ordered and obtained in accordance with Section 3.B above) within which to notify Seller of any such Disclosed Exceptions exceptions to which Purchaser objects (it being understood that, in the event that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after Purchaser's receipt title or lack of the Title Commitment within which to notify Seller of any such Disclosed Exceptions coverage to which Purchaser objects). If any additional exceptions to title other than the Existing Permitted Exceptions and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") arise between the date of the Title Commitment, the Survey (if ordered and obtained in accordance with Section 3.B above) and the Closing, Purchaser shall have five (5) days after its receipt of notice of same within which to notify Seller of any such New Disclosed Exceptions exceptions to title to which Purchaser objects. Any such Disclosed Exceptions or New Disclosed Exceptions exceptions to title not objected to by Purchaser as aforesaid shall become "Permitted Exceptions" hereunder. If Purchaser objects to any such Disclosed Exceptions exceptions to title or New Disclosed Exceptionslack of coverage, Seller shall have until Closing (but in any event atat 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) the Title Insurer shall affirmatively commit to Purchaser to insure subsequent owner's of the Property without additional cost to Purchaser. 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 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 form set forth in the Title Commitment.

Review of Title Commitment and Survey. If the Title Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing those Permitted Exceptions (such exceptions to title being referred to as the "Disclosed Exceptions") which are noted on attached Exhibit B, then Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after the date of Purchaser's its receipt of the last of the Title Commitment and the Survey (if ordered and obtained in accordance with Section 3.B above) within which to notify Seller of any such Disclosed Exceptions exceptions to which Purchaser objects (it being understood that, in the event that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after Purchaser's receipt of the Title Commitment within which to notify Seller of any such Disclosed Exceptions title to which Purchaser objects). If any additional exceptions to title other than not disclosed in the Existing Permitted Exceptions and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") Title Commitment arise between the date of the Title Commitment, the Survey (if ordered and obtained in accordance with Section 3.B above) and the Closing, Purchaser shall have five (5) days after its receipt of notice of same within which to notify Seller of any such New Disclosed Exceptions exceptions to title to which Purchaser objects. Any such Disclosed Exceptions or New Disclosed Exceptions exceptions to title not objected to by Purchaser as aforesaid shall become "Permitted Exceptions" hereunder. If Purchaser objects to any such Disclosed Exceptions or New Disclosed Exceptionsexceptions to title, Seller shall have until Closing (but in any event atat least fifteen [15] days after it receives notice of 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 Property subject to all such exceptions to title (in which event, all such exceptions to title shall be deemed "Permitted Exceptions"). Notwithstanding anything to the contrary contained herein, Seller shall be obligated to remove or cause the Title Insurer to insure over (i) any liens voluntarily incurred by Seller and (ii) any liens involuntarily incurred by Seller in an aggregate amount not to exceed $10,000, provided Purchaser has raised any of such liens as an objection to title in accordance with this Section 3(C).

Review of Title Commitment and Survey. If the Title Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing Permitted Exceptions (such exceptions to title being referred to as the "Disclosed Exceptions") then Purchaser Buyer shall have ninety (90) days from the Effective Date, or until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after the date of Purchaser's which is thirty (30) days after Buyer’s receipt of the last of the Title Commitment and Survey the Survey, whichever is later (if ordered and obtained the “Inspection Period”), in accordance with Section 3.B above) within which to notify Seller of any such Disclosed Exceptions to which Purchaser objects (it being understood that, in the event that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that Purchaser shall have until 5:00 p.m. (Chicago, Illinois time) on the tenth (10th) day after Purchaser's receipt of review the Title Commitment within and the Survey and give written notice to Seller specifying any objections to the Title Commitment or the Survey which are not acceptable to notify Seller of any such Disclosed Exceptions to which Purchaser objectsBuyer in Buyer’s sole discretion (the “Objections”). If any additional exceptions to title For the purposes of this Agreement, all easements, restrictions, liens, encumbrances or other than the Existing Permitted Exceptions and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") arise between the date of conditions which are shown on the Title Commitment, Commitment and/or the Survey (if ordered and obtained in accordance with Section 3.B above) and the Closing, Purchaser shall have five (5) days after its receipt of notice of same within which to notify Seller of any such New Disclosed Exceptions to which Purchaser objects. Any such Disclosed Exceptions or New Disclosed Exceptions are not objected to by Purchaser Buyer as aforesaid 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" hereunder, 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 Purchaser objects Buyer shall fail to any such Disclosed Exceptions terminate this Agreement on or New Disclosed Exceptionsprior to the expiration of the Cure Period, Seller Buyer shall have until Closing (but in any event atno further right to terminate this Agreement pursuant to this Section 1.12.

Review of Title Commitment and Survey. If the Title Commitment or ------------------------------------- Survey (if ordered and obtained in accordance with Section 3.B above) disclose exceptions to title other than the Existing Permitted Exceptions (such exceptions to title being referred to as the "Disclosed Exceptions") then Purchaser shall have until 5:00 p.m. ten (Chicago, Illinois time10) on the tenth (10th) day Business Days after the date of Purchaser's receipt of the last of the Title Commitment (together with true, correct and legible copies of all instruments that create or evidence title exceptions), Survey and UCC Search (if ordered together with true, correct and obtained legible copies of all financing statements and related documents comprising such search) in accordance which to furnish Seller with Section 3.B above) within which a written statement of any title or survey objections affecting title to the Property, other than the Permitted Exceptions (as hereinafter defined). Should Purchaser fail to notify Seller of any such Disclosed Exceptions title objections within the aforesaid time period, Purchaser shall be deemed to have waived objections to the matters affecting title to the Property revealed by the Title Commitment, Survey and UCC Search. Seller shall have ten (10) Business Days after receipt of any such written objections (hereinafter referred to as the "Title Cure Period") in which Seller shall in good faith endeavor to satisfy or correct (but shall not be obligated to 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 objects shall, by written notice to Seller given within ten (it being understood that10) Business Days after the expiration of the Title Cure Period, elect one of the following: (a) to waive such title objections and to close the transaction, without reduction of the Purchase Price, on or before the Closing Date, as defined herein, or (b) to terminate this Contract, in the event that Purchaser does not order and obtain the Survey in accordance with Section 3.B above that which event, neither Seller nor Purchaser shall have until 5:00 p.m. any rights, duties or obligations under this Contract, except for any rights or obligations hereunder which, by their terms, survive any termination, cancellation, rescission, expiration or consummation of this Contract, and the lien or right, if any, of Purchaser against or to the Property shall wholly cease. Seller shall not be required and is not obligated hereby to 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 (Chicago, Illinois timeas defined herein) by Purchaser shall be deemed to be full performance of and discharge of every agreement and obligation on the tenth part of Seller to be performed pursuant to the provisions of this 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 (10th5) day Business Days after Purchaser's receipt of notice thereof, to object to any matter affecting title to the Title Commitment within Property which to notify Seller of any such Disclosed Exceptions to which Purchaser objects). If any additional exceptions to title other than the Existing Permitted Exceptions and the Disclosed Exceptions (such exceptions to title being referred to herein as the "New Disclosed Exceptions") arise between the date of is not shown in the Title Commitment, Survey or UCC Search and which arises after the Survey (if ordered relevant date of such document and obtained in accordance with Section 3.B above) and the prior to Closing, Purchaser shall have five (5) days after its receipt of notice of same within which to notify Seller of any such New Disclosed Exceptions to which Purchaser objects. Any such Disclosed Exceptions or New Disclosed Exceptions not objected to by Purchaser as aforesaid shall become "other than Permitted Exceptions" hereunder. If Purchaser objects Thereafter, with respect to any such Disclosed Exceptions or New Disclosed Exceptionsobjections, Seller shall have until Closing (but the same cure rights and Purchaser shall have the same termination rights as are provided above in any event atthis Section 5.2 with respect to Purchaser's initial title objections.