Subdivision of Property; Title. (a) Buyer acknowledges and understands that the Property has not yet been subdivided into Parcel A, Parcel B, and Parcel C in accordance with the Subdivision Map Act, and all applicable laws, regulations, and ordinances, including, but not limited to, Simi Valley Municipal Code Chapter 9-60, and that compliance with the aforementioned laws, regulations, and ordinances is an express condition to Closing. Buyer further acknowledges and understands that the Seller has entered or intends to enter escrow for disposition of the remaining conceptual parcels on the Property in compliance with the Subdivision Map Act, and all applicable laws, regulations, and ordinances. Accordingly, Buyer agrees to meet and confer with Seller and the buyers of the remaining conceptual parcels on the Property as necessary to coordinate work related to the subdivision of the Property into Parcel A, Parcel B, and Parcel C, including, but not limited to, coordination of work by each party’s civil engineer. (b) Seller agrees to use its best efforts to cause the Tentative Parcel Map and the Final Parcel Map to be prepared, processed and approved as soon as practicable after the execution hereof. Seller shall assume and pay all costs for its civil engineer’s work and the other costs of preparation of the Tentative Parcel Map and Final Parcel Map, any application fees, filing fees, and planning review fees assessed by the City and any other costs that are related to the subdivision of the Property into Parcels A, B, and C under the Subdivision Map Act and Simi Valley Municipal Code Chapter 9-60. Buyer shall assume and pay all costs for its civil engineer’s work and any other costs incurred in processing the single lot subdivision of Parcel A required to construct the intended improvements to such Parcel and the costs of its civil engineer’s review of the work of Seller’s civil engineer. If Seller and Buyer employ the same civil engineer, the costs for the same shall be divided between them as reasonably determined by such engineer. Buyer agrees to grant easements along the western portion of Parcel A if required to develop Parcels B and C, provided that such easements do not materially interfere with the development of Parcel A. Seller agrees to relocate, at Seller’s expense, the utilities to Parcels B and C as required to develop such parcels. The Parties agree to meet and confer during the Feasibility Period to develop a mutually acceptable plan to relocate the utilities to Parcels A, B and C and provide for mutually acceptable ingress and egress to and from all three (3) parcels. (c) Within three (3) business days of receipt of the approved Tentative Parcel Map, Seller shall deliver to Buyer a copy of the Tentative Parcel Map, together with a plotted easement map, if applicable, and legible copies of all documents referenced therein as exceptions to title. Within twenty
Appears in 1 contract
Samples: Purchase and Sale Agreement
Subdivision of Property; Title. (a) Buyer acknowledges and understands that the Property has not yet been subdivided into Parcel A, Parcel B, and Parcel C in accordance with the Subdivision Map Act, and all applicable local and State laws, regulations, and ordinances, including, but not limited to, Simi Valley Municipal Code Chapter 9-60, and that compliance with the aforementioned laws, regulations, and ordinances is an express condition to Closing. Buyer further acknowledges and understands that the Seller has entered or intends to enter escrow for disposition of the remaining conceptual parcels on the Property in compliance with the Subdivision Map Act, and all applicable local and State laws, regulations, and ordinances. Accordingly, Buyer agrees to meet and confer in good faith with Seller and the buyers of the remaining conceptual parcels on the Property as necessary to coordinate work related to the subdivision of the Property into Parcel A, Parcel B, and Parcel C, including, but not limited to, coordination of work by each party’s civil engineer.
(b) Seller agrees to use its best efforts to cause the Tentative Parcel Map and the Final Parcel Map to be prepared, processed and approved as soon as practicable after the execution hereof. Seller Buyer shall assume and pay all costs for its civil engineer’s work and work. Seller shall assume the other costs of preparation of the Tentative Parcel Map and Final Parcel Map, and any application fees, filing fees, and planning review fees assessed by the City and any other costs that are related to the subdivision of the Property into Parcels A, B, and C under the Subdivision Map Act and all applicable laws, regulations, and ordinances, including, but not limited to, Simi Valley Municipal Code Chapter 9-60. Buyer shall assume and pay all costs for its civil engineer’s work and any other costs incurred in processing the single lot subdivision of Parcel A required to construct the intended improvements to such Parcel and the costs of its civil engineer’s review of the work of Seller’s civil engineer. If Seller and Buyer employ the same civil engineer, the costs for the same shall be divided between them as reasonably determined by such engineer. Buyer agrees to grant easements along the western portion of Parcel A if required to develop Parcels B and C, provided that such easements do not materially interfere with the development of Parcel
A. Seller agrees to relocate, at Seller’s expense, the utilities to Parcels B and C as required to develop such parcels. The Parties agree to meet and confer during the Feasibility Period to develop a mutually acceptable plan to relocate the utilities to Parcels A, B and C and provide for mutually acceptable ingress and egress to and from all three (3) parcels.
(c) Within three (3) business days of receipt of the approved Tentative Parcel Map, Seller shall deliver to Buyer a copy of the Tentative Parcel Map, together with a plotted easement map, if applicable, and legible copies of all documents referenced therein as exceptions to titletitle (collectively, the “Tentative Title Documents”). Within twentytwenty (20) days after receipt of the Tentative Title Documents, Buyer shall provide Seller with a written notice indicating Buyer’s objections to title, if any (“Disapproved Exceptions”); provided, however, that Buyer shall not disapprove any Permitted Exceptions. Buyer’s written notice of Disapproved Exceptions shall be referred to herein as the “Title Objection Notice.” Buyer’s failure to provide the Title Objection Notice to Seller within twenty (20) days after receipt of the Tentative Title Documents shall constitute Buyer’s waiver of such Disapproved Exceptions. Within ten (10) days after Seller receives the Title Objection Notice (the “Seller’s Title Cure Notice Period”), Seller shall notify Buyer in writing whether Seller elects to cause the Title Company to eliminate any Disapproved Exceptions. Seller shall have sixty (60) days from receipt of the Title Objection Notice to cure any title defects; provided, however, that the Parties shall extend Seller’s deadline for curing a title defect if the cure will reasonably take more than sixty (60) days to cure and Seller has commenced and is diligently pursuing such cure. Seller’s failure to timely respond to the Title Objection Notice prior to the expiration of Seller’s Title Cure Notice Period shall be deemed Seller’s election not to eliminate the Disapproved Exceptions. If Seller elects not to eliminate such Disapproved Exceptions, Buyer shall notify Seller in writing on or before 5:00 P.M. Pacific Time on the date that is ten (10) days after the expiration of Seller’s Title Cure Notice Period (the “Buyer’s Title Termination Period”) that Buyer elects either to waive its disapproval or to terminate Escrow. Buyer’s failure to notify Seller in writing prior to the expiration of Buyer’s Title Termination Period of its decision with respect to any Disapproved Exceptions that Seller has chosen not to eliminate shall constitute Buyer’s waiver of such Disapproved Exceptions. If Buyer elects to terminate Escrow prior to the expiration of Buyer’s Title Termination Period because of a defect in title that Seller cannot or will not cure in accordance with this Section 5.4(c), then, upon receipt of Buyer’s written notice of election to terminate Escrow, (i) Escrow Holder shall pay the Deposit to Buyer (less the Non- Refundable Deposit) without any additional instructions from Seller, (ii) Escrow Holder shall pay the Non-Refundable Deposit to Seller without any further instructions from Buyer, (iii) Escrow Holder shall immediately return all other documents, instruments and moneys to the Party that deposited same, and
Appears in 1 contract
Samples: Purchase and Sale Agreement
Subdivision of Property; Title. (a) Buyer acknowledges and understands that the Property has not yet been subdivided into Parcel A, Parcel B, and Parcel C in accordance with the Subdivision Map Act, and all applicable laws, regulations, and ordinances, including, but not limited to, Simi Valley Municipal Code Chapter 9-60, and that compliance with the aforementioned laws, regulations, and ordinances is an express condition to Closing. Buyer Xxxxx further acknowledges and understands that the Seller has entered or intends to enter escrow for disposition of the remaining conceptual parcels on the Property in compliance with the Subdivision Map Act, and all applicable laws, regulations, and ordinances. Accordingly, Buyer Xxxxx agrees to meet and confer with Seller Xxxxxx and the buyers of the remaining conceptual parcels on the Property as necessary to coordinate work related to the subdivision of the Property into Parcel A, Parcel B, and Parcel C, including, but not limited to, coordination of work by each party’s civil engineer.
(b) Seller agrees to use its best efforts to cause the Tentative Parcel Map and the Final Parcel Map to be prepared, processed and approved as soon as practicable after the execution hereof. Seller Buyer shall assume and pay all costs for its civil engineer’s work, including, but not limited to, the additional cost of any civil engineer’s work and subdividing Parcel B to the other meet the requirements of Buyer’s Final Map. Seller shall assume the costs of preparation of the Tentative Parcel Map and Final Parcel Map, and any application fees, filing fees, and planning review fees assessed by the City and any other costs that are related to the subdivision of the Property into Parcels A, B, and C under the Subdivision Map Act and all applicable laws, regulations, and ordinances, including, but not limited to, Simi Valley Municipal Code Chapter 9-60. Buyer shall assume and pay all costs for its civil engineer’s work and any other costs incurred in processing the single lot subdivision of Parcel A required to construct the intended improvements to such Parcel and the costs of its civil engineer’s review of the work of Seller’s civil engineer. If Seller and Buyer employ the same civil engineer, the costs for the same shall be divided between them as reasonably determined by such engineer. Buyer agrees to grant easements along the western portion of Parcel A if required to develop Parcels B and C, provided that such easements do not materially interfere with the development of Parcel
A. Seller agrees to relocate, at Seller’s expense, the utilities to Parcels B and C as required to develop such parcels. The Parties agree to meet and confer during the Feasibility Period to develop a mutually acceptable plan to relocate the utilities to Parcels A, B and C and provide for mutually acceptable ingress and egress to and from all three (3) parcels.
(c) Within three (3) business days of receipt of the approved Tentative Parcel Map, Seller shall deliver to Buyer a copy of the Tentative Parcel Map, together with a plotted easement map, if applicable, and legible copies of all documents referenced therein as exceptions to titletitle (collectively, the “Tentative Title Documents”). Within twentytwenty (20) days after receipt of the Tentative Title Documents, Buyer shall provide Seller with a written notice indicating Buyer’s objections to title, if any (“Disapproved Exceptions”); provided, however, that Buyer shall not disapprove any Permitted Exceptions. Xxxxx’s written notice of Disapproved Exceptions shall be referred to herein as the “Title Objection Notice.” Buyer’s failure to provide the Title Objection Notice to Seller within twenty (20) days after receipt of the Tentative Title Documents shall constitute Buyer’s waiver of such Disapproved Exceptions. Within ten (10) days after Seller receives the Title Objection Notice (the “Seller’s Title Cure Notice Period”), Seller shall notify Buyer in writing whether Seller elects to cause the Title Company to eliminate any Disapproved Exceptions. Seller shall have sixty (60) days from receipt of the Title Objection Notice to cure any title defects; provided, however, that the Parties shall extend Seller’s deadline for curing a title defect if the cure will reasonably take more than sixty (60) days to cure and Seller has commenced and is diligently pursuing such cure. Seller’s failure to timely respond to the Title Objection Notice prior to the expiration of Seller’s Title Cure Notice Period shall be deemed Seller’s election not to eliminate the Disapproved Exceptions. If Seller elects not to eliminate such Disapproved Exceptions, Buyer shall notify Seller in writing on or before 5:00 P.M. Pacific Time on the date that is ten (10) days after the expiration of Seller’s Title Cure Notice Period (the “Buyer’s Title Termination Period”) that Buyer elects either to waive its disapproval or to terminate Escrow. Xxxxx’s failure to notify Seller in writing prior to the expiration of Xxxxx’s Title Termination Period of its decision with respect to any Disapproved Exceptions that Seller has chosen not to eliminate shall constitute Buyer’s waiver of such Disapproved Exceptions. If Buyer elects to terminate Escrow prior to the expiration of Buyer’s Title Termination Period because of a defect in title that Seller cannot or will not cure in accordance with this Section 6.4(c), then, upon receipt of Buyer’s written notice of election to terminate Escrow, (i) Escrow Holder shall pay the Deposit to Buyer (less the Non-Refundable Deposit) without any additional instructions from Seller, (ii) Escrow Holder shall pay the Non-Refundable Deposit to Seller without any further instructions from Buyer, (iii) Escrow Holder shall immediately return all other documents, instruments and moneys to the Party that deposited same, and (iv) Escrow shall terminate.
(d) Within thirty (30) days after receipt of the Tentative Parcel Map, the Parties shall meet and confer regarding their respective comments, if any, on any conditions to the City’s approval of the Final Parcel Map.
(e) Within three (3) business days of receipt of the approved Final Parcel Map, Seller shall deliver to Buyer a copy of the Final Parcel Map, together with a plotted easement map, if applicable, and legible copies of all documents referenced therein as exceptions to title (collectively, the “Final Title Documents”). Buyer shall have ten (10) days to notify Seller in writing of its approval or disapproval of any exceptions set forth in the Final Title Documents but not set forth in the Tentative Title Documents (the “New Exceptions”) unless such New Exceptions constitute Permitted Exceptions. Xxxxx’s failure to timely notify Seller in writing of its disapproval of any New Exceptions shall constitute a waiver of such disapproval by Xxxxx. Seller shall notify Buyer in writing whether Seller elects to cause the Title Company to eliminate any disapproved New Exceptions within ten (10) days after Xxxxxx receives Buyer’s notice of the disapproved New Exceptions. Seller shall have sixty (60) days from receipt of notice of the New Exceptions to cure any new title defects. Seller’s failure to timely respond to Xxxxx’s notice of disapproved New Exceptions shall be deemed Xxxxxx’s election not to eliminate the disapproved New Exceptions. If Seller elects not to eliminate such disapproved New Exceptions, Buyer shall notify Seller in writing within ten
Appears in 1 contract
Samples: Purchase and Sale Agreement
Subdivision of Property; Title. (a) Buyer acknowledges and understands that the Property has not yet been subdivided into Parcel A, Parcel B, and Parcel C in accordance with the Subdivision Map Act, and all applicable laws, regulations, and ordinances, including, but not limited to, Simi Valley Municipal Code Chapter 9-60, and that compliance with the aforementioned laws, regulations, and ordinances is an express condition to Closing. Buyer further acknowledges and understands that the Seller has entered or intends to enter escrow for disposition of the remaining conceptual parcels on the Property in compliance with the Subdivision Map Act, and all applicable laws, regulations, and ordinances. Accordingly, Buyer agrees to meet and confer with Seller and the buyers of the remaining conceptual parcels on the Property as necessary to coordinate work related to the subdivision of the Property into Parcel A, Parcel B, and Parcel C, including, but not limited to, coordination of work by each party’s civil engineer.
(b) Seller agrees to use its best efforts to cause the Tentative Parcel Map and the Final Parcel Map to be prepared, processed and approved as soon as practicable after the execution hereof. Seller Buyer shall assume and pay all costs for its civil engineer’s work and work. Seller shall assume the other costs of preparation of the Tentative Parcel Map and Final Parcel Map, and any application fees, filing fees, and planning review fees assessed by the City and any other costs that are related to the subdivision of the Property into Parcels A, B, and C under the Subdivision Map Act and Simi Valley Municipal Code Chapter 9-60. Buyer shall assume and pay all costs for its civil engineer’s work and any other costs incurred in processing the single lot subdivision of Parcel A required to construct the intended improvements to such Parcel and the costs of its civil engineer’s review of the work of Seller’s civil engineer. If Seller and Buyer employ the same civil engineer, the costs for the same shall be divided between them as reasonably determined by such engineer. Buyer agrees to grant easements along the western portion of Parcel A if required to develop Parcels B and C, provided that such easements do not materially interfere with the development of Parcel
A. Seller agrees to relocate, at Seller’s expense, the utilities to Parcels B and C as required to develop such parcels. The Parties agree to meet and confer during the Feasibility Period to develop a mutually acceptable plan to relocate the utilities to Parcels A, B and C and provide for mutually acceptable ingress and egress to and from all three (3) parcels.
(c) Within three (3) business days of receipt of the approved Tentative Parcel Map, Seller shall deliver to Buyer a copy of the Tentative Parcel Map, together with a plotted easement map, if applicable, and legible copies of all documents referenced therein as exceptions to titletitle (collectively, the “Tentative Title Documents”). Within twentytwenty (20) days after receipt of the Tentative Title Documents, Buyer shall provide Seller with a written notice indicating Buyer’s objections to title, if any (“Disapproved Exceptions”); provided, however, that Buyer shall not disapprove any Permitted Exceptions. Buyer’s written notice of Disapproved Exceptions shall be referred to herein as the “Title Objection Notice.” Buyer’s failure to provide the Title Objection Notice to Seller within twenty (20) days after receipt of the Tentative Parcel Map shall constitute Buyer’s waiver of such Disapproved Exceptions. Within ten (10) days after Seller receives the Title Objection Notice (the “Seller’s Title Cure Notice Period”), Seller shall notify Buyer in writing whether Seller elects to cause the Title Company to eliminate any Disapproved Exceptions. Seller shall have sixty (60) days from receipt of the Title Objection Notice to cure any title defects; provided, however, that the Parties shall extend Seller’s deadline for curing a title defect if the cure will reasonably take more than sixty (60) days to cure and Seller has commenced and is diligently pursuing such cure, in which event the Feasibility Date shall be extended until not less than ten (10) days after Seller provides Buyer written notice that the cure has been completed and Buyer has had an opportunity to verify the cure. Seller’s failure to timely respond to the Title Objection Notice prior to the expiration of the Seller’s Title Cure Notice Period shall be deemed Seller’s election not to eliminate the Disapproved Exceptions. If Seller elects not to eliminate such Disapproved Exceptions, Buyer shall notify Seller in writing on or before 5:00 P.M. Pacific Time on the date that is ten (10) days after the expiration of the Seller’s Title Cure Notice Period (the “Buyer’s Title Termination Period”) that Buyer elects to (i) waive its disapproval, (ii) cure the New Exceptions and deduct the cost of cure from the amount due at Closing, provided that Buyer has obtained Seller’s prior written consent to a reasonable cap on such costs, or (iii) terminate Escrow. Buyer’s failure to notify Seller in writing prior to the expiration of Buyer’s Title Termination Period of its decision with respect to any Disapproved Exceptions that Seller has chosen not to eliminate shall constitute Buyer’s waiver of such Disapproved Exceptions. If Buyer elects to terminate Escrow prior to the expiration of Buyer’s Title Termination Period because of a defect in title that Seller cannot or will not cure in accordance with this Section 6.4(c), then, upon receipt of Buyer’s written notice of election to terminate Escrow, (i) Escrow Holder shall pay the Deposit to Buyer without any additional instructions from Seller, (ii) Escrow Holder shall immediately return all other documents, instruments and moneys to the Party that deposited same, and (iii) Escrow shall terminate.
(d) Within thirty (30) days after receipt of the Tentative Parcel Map, the Parties shall meet and confer regarding their respective comments, if any, on any conditions to the City’s Approval of the Final Map, and exercise their mutual best efforts to address any concerns to Buyer.
(e) Within three (3) business days of receipt of the approved Final Parcel Map, Seller shall deliver to Buyer a copy of the Final Parcel Map, together with a plotted easement map, if applicable, and legible copies of all documents referenced therein as exceptions to title (collectively, the “Final Title Documents”). Buyer shall have ten (10) days after receipt to notify Seller in writing of its approval or disapproval of any exceptions set forth in the Final Title Documents but not set forth in the Tentative Title Documents (the “New Exceptions”) unless such New Exceptions constitute Permitted Exceptions. Buyer’s failure to timely notify Seller in writing of its disapproval of any New Exceptions shall constitute a waiver of such disapproval by Buyer. Seller shall notify Buyer in writing whether Seller elects to cause the Title Company to eliminate any disapproved New Exceptions within ten (10) days after Seller receives Buyer’s notice of the disapproved New Exceptions. Seller shall have sixty (60) days from receipt of notice of the New Exceptions to cure any new title defects. Seller’s failure to timely respond to Buyer’s notice of disapproved New Exceptions shall be deemed Seller’s election not to eliminate the disapproved New Exceptions. If Seller elects not to eliminate such disapproved New Exceptions, Buyer shall notify Seller in writing within ten
Appears in 1 contract
Samples: Purchase and Sale Agreement
