Common use of Title Inspection Clause in Contracts

Title Inspection. The Purchaser shall have the period commencing on the Effective Date and ending thirty (30) days following receipt of the Property Documents at 5:00 p.m. Central Time (the “Inspection Period”) to examine title to the Property and to make objections thereto, such objections to be made in writing (“Purchaser’s Title Notice”) and delivered to Seller on or before the date that is ten (10) days prior to the expiration of the Inspection Period; provided that to the extent Purchaser shall have not had sufficient time to review the Survey prior to delivery of the Purchaser’s Title Notice, Purchaser shall have the right to supplement Purchaser’s Title Notice so long as such supplement is delivered no later than the date that is five (5) days prior to the expiration of the Inspection Period. Following receipt of the Property Documents, the parties (directly or through their respective counsel) shall confirm the expiration date of the Inspection Period via email. If Purchaser shall fail to timely make any objections to title pursuant to this Section 4.3 or waives objections to title, Purchaser shall be deemed to have accepted title to the Property. If any objections to title are timely made by Purchaser pursuant to this Section 4.3, then Seller shall have the right, but not the obligation, to cure (by removal, and if reasonably acceptable to Purchaser, by endorsement of Purchaser’s title insurance policy or otherwise) any or all of such objections on or before the Closing Date. Seller shall make the aforesaid election by giving notice to Purchaser on or before the date which is five (5) business days after receipt of Purchaser’s Title Notice. If no such notice from Seller concerning such election is received by Purchaser by such date, then Seller shall be deemed to have elected not to cure any such objections. If Seller does not elect to cure any of Purchaser’s title objections, then Purchaser shall have the right prior to the expiration of the Inspection Period to either (a) waive the objections noted in Purchaser’s Title Notice or (b) terminate this Agreement pursuant to Section 4.6, in which event the Initial Xxxxxxx Money and all interest thereon will be returned to Purchaser and neither party shall have any further obligations to the other party. If Purchaser does not so elect to terminate this Agreement, then Purchaser shall be deemed to have waived such objections and any objections that Seller has not agreed to cure shall be deemed to be “Permitted Exceptions”. In no event will Permitted Exceptions include deeds of trust or mortgages, assignments of rents and leases, and financing statements giving notice of liens on fixtures; judgment liens; mechanics’ and materialmen’s liens; tax liens; and all other monetary liens, attributable to Seller. If any exceptions to title are created after the date of the Title Commitment but before Closing, Purchaser will have the right to object to such exceptions (provided that the exceptions are not caused by the acts or omissions of Purchaser) and Seller will have the right to remove such exceptions in the same manner as set forth above in this Section 4.3.

Title Inspection. The Purchaser Buyer shall have obtain the period commencing following from the Title Company (collectively, the “Title Documents”): (A) a preliminary title report (“PTR”) issued by the Title Company with respect to the Real Property as may be supplemented from time to time; and (B) copies of all documents (“Underlying Documents”) referred to in such PTR. Any survey required by Buyer shall be undertaken at Buyer’s sole cost and expense. Buyer hereby objects to all liens evidencing deeds of trust against Seller’s leasehold interest in the Real Property or Improvements, judgment liens and mechanic’s liens (except that which are created by, through or on account of Buyer), and liens evidencing delinquent general real property taxes and assessments (“Seller’s Liens”), and Seller hereby agrees to cause all such Seller’s Liens to be eliminated as exceptions to title and from the Effective Date and ending thirty (30) days following receipt of Owner’s Policy prior to the Property Documents Closing at 5:00 p.m. Central Time Seller’s expense. Buyer may notify Seller in writing (the “Inspection Period”) to examine title to the Property and to make objections thereto, such objections to be made in writing (“Purchaser’s Title Notice”) and delivered prior to Seller on or before the date that is ten forty-five (1045) days prior after the Effective Date (the “Title Review Date”) which other exceptions to title as shown on the expiration of the Inspection Period; provided that to the extent Purchaser shall have PTR, if any, will not had sufficient time to review the Survey prior to delivery of the Purchaser’s Title Notice, Purchaser shall have the right to supplement Purchaser’s Title Notice so long as such supplement is delivered no later than the date that is five (5) days prior to the expiration of the Inspection Period. Following receipt of the Property Documents, the parties (directly or through their respective counsel) shall confirm the expiration date of the Inspection Period via emailbe accepted by Buyer. If Purchaser shall fail Buyer fails to timely make notify Seller in writing of its disapproval of any objections exceptions to title pursuant to this Section 4.3 or waives objections to titleby the Title Review Date, Purchaser Buyer shall be deemed to have accepted title to approved the Propertyexceptions on the PTR, other than Seller’s Liens. If Buyer notifies Seller in writing that Buyer objects to any objections exceptions to title are timely made by Purchaser pursuant to this Section 4.3title, then Seller shall have the right, but not the obligation, to cure three (by removal, and if reasonably acceptable to Purchaser, by endorsement of Purchaser’s title insurance policy or otherwise) any or all of such objections on or before the Closing Date. Seller shall make the aforesaid election by giving notice to Purchaser on or before the date which is five (53) business days after receipt of Purchaser’s the Title NoticeNotice to notify Buyer (a) that Seller will remove such objectionable exceptions from title on or before the Closing, provided that Seller may extend the Closing for such period as shall be required to effect such cure, but not beyond ten (10) days; or (b) that Seller elects not to cause such exceptions to be removed. If no Seller fails to timely give such notice from Seller concerning such election is received by Purchaser by such dateto Buyer, then Seller shall be deemed to have elected not given notice to cure Buyer under clause (b). Seller shall have no obligation to remove any such objectionstitle exceptions to which Buyer objects; provided, however, that Seller shall remove, as of the Closing, all Seller’s Liens and all exceptions that Seller agreed to remove under clause (a) above. If Seller does not elect gives or is deemed to cure any of Purchaser’s title objections, then Purchaser shall have the right prior to the expiration of the Inspection Period to either (a) waive the objections noted in Purchaser’s Title Notice or given Buyer notice under clause (b) terminate this Agreement pursuant to Section 4.6above, in which event the Initial Xxxxxxx Money and all interest thereon will be returned to Purchaser and neither party shall have any further obligations to the other party. If Purchaser does not so elect to terminate this Agreement, then Purchaser Buyer shall be deemed to have waived such objections and any objections that Seller has not agreed to cure shall be deemed take title to be “Permitted Exceptions”. In no event will Permitted Exceptions include deeds of trust or mortgages, assignments of rents and leases, and financing statements giving notice of liens on fixtures; judgment liens; mechanics’ and materialmen’s liens; tax liens; and all other monetary liens, attributable to Seller. If any exceptions to title are created after the date of the Title Commitment but before Closing, Purchaser will have the right to object Property subject to such exceptions if Buyer provides the Approval Notice (provided that the exceptions are not caused by the acts or omissions of Purchaser) and Seller will have the right to remove such exceptions in the same manner as set forth above in this Section 4.3defined below).

Title Inspection. The Purchaser shall have the period commencing on the Effective Date and ending thirty (30) days following receipt of the Property Documents at 5:00 p.m. Central Time (the “Inspection Period”) to examine title to the Property and to make objections thereto, such objections to be made in writing (“Purchaser’s Title Notice”) and delivered to Seller on or before the date that is Within ten (10) business days prior to the expiration of the Inspection Period; provided that to the extent Purchaser shall have not had sufficient time to review the Survey prior to delivery of the Purchaser’s Title Notice, Purchaser shall have the right to supplement Purchaser’s Title Notice so long as such supplement is delivered no later than the date that is five (5) days prior to the expiration of the Inspection Period. Following after receipt of the Purchase Option Notice, Landlord shall order a preliminary commitment for an extended owner’s policy of title insurance for the Property Documents(the “Preliminary Commitment”) from Transnation Title Insurance Company (or another title insurance company reasonably acceptable to both parties) in Seattle, Washington (the parties (directly or through their respective counsel) “Title Company”). Landlord shall confirm the expiration date deliver a copy of the Inspection Period via emailPreliminary Commitment to Tenant promptly upon receipt of same. If Purchaser Within ten (10) business days after Tenant’s receipt of the Preliminary Commitment, Tenant shall fail notify Landlord, in writing, of any defects or encumbrances set forth in the Preliminary Commitment to which Tenant objects, and if Tenant does not timely make any objections to title pursuant to this Section 4.3 or waives objections to titleobject, Purchaser Tenant shall be deemed to have accepted title approved all matters contained in the Preliminary Commitment. Within ten (10) business days of receiving Tenant’s objection notice (if any), Landlord shall give written notice to Tenant specifying which, if any, of the defects and/or encumbrances to which Tenant objects Landlord will cure prior to the Propertyclosing of the sale. If any objections to title are timely made by Purchaser pursuant to this Section 4.3, then Seller shall have the right, but not the obligation, to cure (by removal, and if reasonably acceptable to Purchaser, by endorsement of Purchaser’s title insurance policy or otherwise) any or all of such objections on or before the Closing Date. Seller shall make the aforesaid election by giving notice to Purchaser on or before the date which is Within five (5) business days after receipt receiving Landlord’s notice specifying which, if any, defects or encumbrances Landlord will cure prior to closing, Tenant must deliver written notice to Landlord of PurchaserTenant’s Title Noticeelection to either (i) proceed with the purchase of the Property despite any remaining defects and/or encumbrances on the title (the “Permitted Encumbrances”), or (ii) terminate the purchase of the Property due to Tenant’s dissatisfaction with the condition of title, and thereby terminate its Purchase Option. If no Tenant fails to deliver notice of its election to either proceed with or terminate the sale within such notice from Seller concerning such election is received by Purchaser by such datefive (5) business day period, then Seller Tenant shall be deemed to have elected not to cure any such objectionsterminate its purchase of the Property. If Seller does not elect Tenant elects to cure any of Purchaser’s title objections, then Purchaser shall have the right prior to the expiration terminate its purchase of the Inspection Period to either (a) waive the objections noted in Purchaser’s Title Notice Property or (b) terminate this Agreement pursuant to Section 4.6, in which event the Initial Xxxxxxx Money and all interest thereon will be returned to Purchaser and neither party shall have any further obligations to the other party. If Purchaser does not so elect to terminate this Agreement, then Purchaser shall be Tenant is deemed to have waived such objections elected to terminate its purchase of the Property, the Purchase Option shall terminate and any objections that Seller has not agreed to cure shall be deemed to be “Permitted Exceptions”. In no event will Permitted Exceptions include deeds of trust or mortgages, assignments of rents and leasesexpire without further action by either party, and financing statements giving notice of liens on fixtures; judgment liens; mechanics’ this Lease shall continue in full force and materialmen’s liens; tax liens; and all other monetary liens, attributable to Seller. If any exceptions to title are created after the date of the Title Commitment but before Closing, Purchaser will have the right to object to such exceptions (provided that the exceptions are not caused by the acts or omissions of Purchaser) and Seller will have the right to remove such exceptions in the same manner as set forth above in this Section 4.3effect.

Title Inspection. The Purchaser Within ten (10) business days after receipt of Tenant’s Purchase Option Notice, Landlord shall order a preliminary commitment for an extended owner’s policy of title insurance for the Premises (the “Preliminary Commitment”) from Chicago Title Company (the “Title Company”). Landlord shall deliver a copy of the Preliminary Commitment to Tenant promptly upon receipt of same. Within thirty (30) days after Tenant’s receipt of the Preliminary Commitment, Tenant shall notify Landlord, in writing, of any defects set forth in the Preliminary Commitment to which Tenant objects, and if Tenant does not timely object, Tenant shall be deemed to have approved all matters contained in the period commencing Preliminary Commitment; provided, Landlord agrees that all monetary encumbrances arising from mortgages or deeds of trust created by Landlord shall be removed on or before the Effective Closing Date (as hereinafter defined), and ending Landlord shall not be required to remove non-delinquent real property taxes and assessments. In the thirty (30) days following receipt of Tenant’s objection notice (if any), Landlord shall give written notice to Tenant specifying which, if any, of the Property Documents at 5:00 p.m. Central Time (the “Inspection Period”) defects to examine title to the Property and to make objections thereto, such objections to be made in writing (“Purchaser’s Title Notice”) and delivered to Seller on or before the date that is ten (10) days which Tenant objects Landlord will cure prior to the expiration closing of the Inspection Period; provided that to the extent Purchaser shall have not had sufficient time to review the Survey sale. Within fifteen (15) days after receiving Landlord’s notice specifying which, if any, defects Landlord will cure prior to delivery closing, Tenant must deliver written notice to Landlord of Tenant’s election to either (a) proceed with the purchase of the Purchaser’s Title NoticePremises despite any remaining defects on the title (which, Purchaser shall have together with any title exceptions to which Tenant did not object, are collectively the right to supplement Purchaser’s Title Notice so long as such supplement is delivered no later than “Permitted Encumbrances”), or (b) terminate the date that is five (5) days prior to the expiration purchase of the Inspection PeriodPremises due to Tenant’s dissatisfaction with the condition of title, and thereby terminate its Purchase Option. Following receipt of the Property Documents, the parties (directly or through their respective counsel) shall confirm the expiration date of the Inspection Period via email. If Purchaser shall Should Tenant fail to timely make any objections deliver notice of its election to title pursuant to this Section 4.3 either proceed with or waives objections to titleterminate the sale within such fifteen (15) day period, Purchaser shall be deemed to have accepted title to the Property. If any objections to title are timely made by Purchaser pursuant to this Section 4.3, then Seller shall have the right, but not the obligation, to cure (by removal, and if reasonably acceptable to Purchaser, by endorsement of Purchaser’s title insurance policy or otherwise) any or all of such objections on or before the Closing Date. Seller shall make the aforesaid election by giving notice to Purchaser on or before the date which is five (5) business days after receipt of Purchaser’s Title Notice. If no such notice from Seller concerning such election is received by Purchaser by such date, then Seller Tenant shall be deemed to have elected not to cure any such objections. If Seller does not elect to cure any of Purchaser’s title objections, then Purchaser shall have the right prior to the expiration terminate its purchase of the Inspection Period to Premises, Tenant’s Purchase Option shall terminate and expire without further action by either (a) waive the objections noted in Purchaser’s Title Notice or (b) terminate this Agreement pursuant to Section 4.6, in which event the Initial Xxxxxxx Money and all interest thereon will be returned to Purchaser and neither party shall have any further obligations to the other party. If Purchaser does not so elect to terminate this Agreement, then Purchaser shall be deemed to have waived such objections and any objections that Seller has not agreed to cure shall be deemed to be “Permitted Exceptions”. In no event will Permitted Exceptions include deeds of trust or mortgages, assignments of rents and leases, and financing statements giving notice of liens on fixtures; judgment liens; mechanics’ this Lease shall continue in full force and materialmen’s liens; tax liens; and all other monetary liens, attributable to Seller. If any exceptions to title are created after the date of the Title Commitment but before Closing, Purchaser will have the right to object to such exceptions (provided that the exceptions are not caused by the acts or omissions of Purchaser) and Seller will have the right to remove such exceptions in the same manner as set forth above in this Section 4.3effect.