TITLE CONTINGENCY. On or before Closing, the seller shall convey and deliver the title to the Property to the Buyer free the Property from any and all encumbrances other than the following: , and to have the title to the Property in good and marketable condition.
TITLE CONTINGENCY. On or before the fifth (5th) business day following the Seller’s execution of this Agreement, Seller will order for the benefit of the Buyer a commitment for an owner's title insurance policy, together with accurate copies of all matters of record referred to in the commitment, including without limitation those matters of record referred to in Schedule B of the commitment. The commitment will be ordered from and issued by the Title Company. Buyer will have seven (7) calendar days after receipt of the commitment and copies of all matters of record, to review the commitment and any matters of record or other exclusion or exception noted therein. Such matter(s) of record, exclusions or exceptions (except for those which are, or form the basis for, standard exclusions or exceptions in title insurance commitments and policies normally issued by the Title Company) shall be referred to as the “Title Matters”. If, within such seven (7) calendar day period, Buyer delivers written notice ("Buyer's Objection Notice ") to Seller specifying objection to any Title Matter(s), then Seller will make a good faith effort to correct or eliminate the Title Matter(s) specified in the Buyer's Objection Notice; provided that Seller will not be required to expend more than one percent (1%) of the Purchase Price in the aggregate to correct or eliminate those Title Matter(s); further provided however, notwithstanding the foregoing, Seller will be obligated to expend an amount equal to the net proceeds arising from the sale of the Premises to satisfy and obtain the release of any mortgage, lien or other interest granted by Seller or any lien or encumbrance securing a judgment entered against Seller. The Buyer will be deemed to have accepted and to maintain no objection to any Title Matters not specified in the Buyer's Objection Notice. If the Seller is unable to correct or eliminate any Title Matter specified in the Buyer’s Objection Notice, then, on or before the seventh (7th) calendar day following delivery by Seller to Buyer of written notice ("Seller's Notice") specifying any Title Matter that Seller is unable to correct or eliminate, Buyer may elect to terminate this Agreement by giving written notice of termination to Seller, whereupon the Deposit will be refunded to Buyer and all other obligations of the parties hereunder will cease and this Agreement will be null and void. If Buyer fails to terminate this Agreement by giving written notice of termination to Seller on or befo...
TITLE CONTINGENCY. 30 7.5 Property Financial Statements..............................................................31
TITLE CONTINGENCY. At Closing, Owner Entity's title to the Real Property shall be good and marketable and subject only to the Permitted Encumbrances. Seller shall cooperate with Buyer and Title Company and take all actions reasonably necessary to induce Title Company to issue a title insurance policy in accordance with the foregoing but Seller shall not be obligated to incur any additional liability as result thereof. Except for equipment leases to be assigned, Seller agrees to remove or discharge prior to Closing any Encumbrance created by Seller or Owner Entity or imposed against the Property Assets (or any of them) which is not a Permitted Encumbrance or at Seller's option (and with Buyer's approval in Buyer's reasonable judgment), cause the Title Company to insure over such Encumbrance. If title to the Real Property is not as required above, Buyer shall have the option of (a) accepting such title as exists and abating the Purchase Price to the extent of Encumbrances of an ascertainable amount, or (b) if the Encumbrance is of a nature that it would materially interfere with the use, development or value of the Real Property as a shopping mall, or with Buyer's ability to obtain financing with respect thereto, terminating this Agreement, whereupon the Deposit shall be returned to Buyer, Seller shall pay Buyer the Due Diligence Expenses, and neither party shall have any obligation to the other except for the Covenants Surviving Termination.
TITLE CONTINGENCY. Buyer shall satisfy itself prior to expiration of the Due Diligence Period that an ALTA Form Owner’s Title Policy of title insurance (“Owner’s Policy”) in the face amount of the Purchase Price is available on terms and conditions satisfactory to Buyer in its sole discretion. Unless Buyer gives written notice (“Title Disapproval Notice “) that it disapproves the exceptions to title shown on the Title Report or the matters disclosed by the Updated Survey, stating the exceptions so disapproved, not later than four (4) days prior to the expiration of the Due Diligence Period, Buyer shall be conclusively deemed to have approved the Updated Survey and the Title Report. Upon receipt by Seller of a Title Disapproval Notice given in a timely manner, Seller shall have until two (2) days from receipt of such Title Disapproval Notice within which to notify Buyer (being a “Seller Response Notice”) as to each properly disapproved matter either that: (i) Seller elects not to cause such disapproved matter to be removed as of the Closing Date (or otherwise take any action with respect thereto), or (ii) Seller intends to either: (a) use commercially reasonable efforts to cause such disapproved matter to be removed or released on the Closing Date; or (b) use commercially reasonable efforts to cause the Title Company to bond, insure or endorse over such disapproved matter; provided, however, Seller shall have no liability if for any reason, after electing either choice under (ii) above, such additional disapproved matters are not removed, released, bonded, insured or endorsed over as aforesaid as of the Closing Date. If Seller has provided a Seller Response Notice to Buyer stating that Seller will not remove, release or otherwise correct such disapproved exceptions or will not correct any disapproved Survey or Updated Survey matter or if Seller has not provided a Seller Response Notice to Buyer (which shall be deemed an election by Seller not to take any action with respect to such items), then Buyer may elect in writing not later than the expiration of the Due Diligence Period, either to waive Buyer’s objection to such disapproved exceptions or Survey or Updated Survey matter or to terminate this Agreement. If Buyer shall fail to make such election, then Buyer shall be deemed to have waived its objections to such disapproved exceptions or Updated Survey matters. In the event Buyer shall elect in writing to terminate this Agreement, the Initial Deposit (minus the Independent ...
TITLE CONTINGENCY. In the event Buyer fails to timely deliver Buyer's Title Notice, then Buyer shall be deemed to have waived all title objections to matters shown in the Title Commitment. If Buyer has timely delivered Buyer's Title Notice and Seller elects (or is deemed to have elected) to proceed (in whole or in part) in accordance with clause (B) of Paragraph 8(a)(ii) of this Agreement, then Buyer shall have until the Contingency Expiration Date to terminate this Agreement by delivering written notice thereof to Seller and Escrow Agent, in which case the provisions of Paragraph 9(c) of this Agreement shall govern. If Buyer shall fail to provide Seller and Escrow Agent with written notice of termination on or before the Contingency Expiration Date, then Buyer shall be deemed to have waived all of its title objections (except with respect to the Rejected Exceptions). (v)
TITLE CONTINGENCY. The County’s purchase of the Property is subject to the County’s approval and satisfaction of a preliminary title report to be delivered to it by Seller. The County’s purchase of the Property is further contingent on the Seller’s ability to provide title to the County that is free from liens and encumbrances.
TITLE CONTINGENCY. Except as stated in paragraph 4. If title is not merchantable or otherwise recordable and written notice of such defect is given by buyer to seller within the time herein provided for delivery of deed and shall not be rendered merchantable by the date of closing, this contract at buyers option may be declared void and of no effect, and each party hereto shall be released from all obligations hereunder and the payment made hereunder shall thereupon be returned to buyer. Taxes/assessments. All real estate taxes and other known assessments, if any, for the year of closing shall be prorated as of the closing date, using for such purpose the rate and valuation shown on the latest available tax assessment information from the Sheridan county assessors office.
TITLE CONTINGENCY. A condition precedent to Buyer’s obligation to purchase the Property (or the “Designated Portion” (as defined below) as applicable) shall be the irrevocable and unconditional written agreement of Title Company to record the “Deed” (defined below) on the applicable Closing Date and to issue to Buyer effective as of the date and time the deed is recorded, an ALTA Form B (1970, amended 10/17/70, or if the 1970, amended 10/17/70, form is not available, the 1970 form with 1984 amendment and, if that is not available, the 1992 form with no creditors’ rights exclusion and no arbitration) extended coverage owner’s title insurance policy (“Owner’s Policy”), or equivalent form acceptable to Buyer, without a creditor’s rights exclusion or including an endorsement eliminating the creditor’s rights exclusion, with coverage in the amount of the Purchase Price or the applicable Installment Purchase Price (or such greater amount, up to the total anticipated cost of acquisition, development and construction of the Property, as Buyer may elect) and dated as of the date and time the applicable Deed is recorded, indicating title to the Land (including any easements described herein for the benefit of the Property) and Improvements to be vested of record in Buyer, subject solely to the “Permitted Exceptions” (as hereinafter defined), and including the “Title Endorsements” (as hereinafter defined). As used herein:
TITLE CONTINGENCY. A condition precedent to Buyer's obligation to purchase the Property shall be the willingness of the Title Company to issue to Buyer on the Closing Date an A.L.
