Title Insurance and Survey. (a) Buyer shall notify Sellers in writing (the “Title Objection Notice”) by 5:00 p.m. (Central time) on the date that is four (4) Business Days prior to the date of expiration of the Due Diligence Period (the “Title Review Period”) as to which matters, if any, within the Title Commitments and which survey matters (including matters disclosed in any Survey or any update thereto) are not acceptable to Buyer (individually, a “Disapproved Title Matter”). Any matter within the Title Commitments, the Surveys, and any matter that would be disclosed by a current, accurate survey of any Real Property that Buyer fails to so disapprove in a Title Objection Notice delivered to Sellers prior to the Title Review Period shall be conclusively deemed to have been approved by Buyer. If Buyer timely delivers a Title Objection Notice indicating a Disapproved Title Matter, then Sellers shall have two (2) Business Days after receipt of such Title Objection Notice to elect to notify Buyer in writing (a “Title Response Notice”) that Sellers either (a) will remove such Disapproved Title Matter from title to the Real Property on or before the Closing, or (b) will not cause such Disapproved Title Matter to be removed from title to the Real Property. If Sellers fail to deliver a Title Response Notice as to a particular Disapproved Title Matter within such two (2) Business Days period, then Sellers shall be deemed to have made the election in clause (b) above as to such Disapproved Title Matter. The procurement by any Seller, at its option, of a written commitment from the Title Company to issue the Title Policy or an endorsement thereto reasonably satisfactory to Buyer as of the Closing (at such Seller’s sole cost and expense) and insuring Buyer against any Disapproved Title Matter (or any “Additional Title Matter” as defined below) shall be deemed a removal thereof from title to the Real Property. If Sellers make (or are deemed to have made) the election in clause (b) above as to any Disapproved Title Matter, then Buyer shall have two (2) Business Days from the earlier of (i) the date it receives the Title Response Notice making such election, or (ii) the date that Sellers are deemed to have made such election as to such Disapproved Title Matter (but not later than the expiration of the Due Diligence Period), within which to notify Sellers in writing that Buyer elects to either (x) nevertheless accept the condition of title to the Real Property subject to such Disapproved Title Matt...
Title Insurance and Survey. The Property shall be sold and is to be conveyed, and the Buyer agrees to purchase the Property, subject only to the Permitted Exceptions.
Title Insurance and Survey. (a) Simultaneously with the execution of this Agreement, Seller has provided to Buyer a copy of the title insurance commitment for the Commercial Tract provided to Seller by Sunbelt, together with any available copies of exceptions to title. Buyer shall obtain an owner's marketable title insurance commitment issued by a recognized title insurance company acceptable to Buyer. The owner's marketable title policy premium and title search fee shall be paid by Buyer at the Closing.
(b) If the status of title as shown in the title commitment or the survey contains any defects to which Buyer objects, Buyer shall advise Seller in writing, not later than ten (10) days prior to closing (except with respect to any defects shown in any updates thereafter), of the defects to which Buyer objects. Seller shall have a reasonable time, not to exceed thirty (30) days, in which to cure the defects and the Closing shall be extended accordingly. If, after the expiration of said thirty (30) day cure period, the title defects have not been cured, then Buyer shall have the option of (i) accepting title; or (ii) terminating this Agreement by written notice to Seller, whereupon neither party shall have any further rights or obligations under this Agreement. Without limiting Buyer's rights hereunder, Seller shall eliminate at Closing any mortgages, liens or other encumbrances affecting the Property which may be removed or satisfied by the payment of a liquidated sum of money.
Title Insurance and Survey. (i) Prior to the Closing, the Company shall have obtained for the benefit of Buyer, in connection with the transfer of the property in Gaithersburg, Maryland listed on Schedule 1.6(i) (the "Property") at the Closing, a signed commitment for the issuance of a 1970 ALTA title insurance policy with respect to the Property (the "Title Policy") and an insured closing letter to be issued to Buyer at the Closing, issued by Lawyers Title Insurance Company or such other reputable title insurance company as is reasonably acceptable to Buyer (the "Title Company") with a CLTA Form 100, Comprehensive Endorsement, or local equivalent, and (subject to Section 1.6(ii)) such other endorsements as may be available in Maryland and requested by Buyer prior to the Closing, which Title Policy shall (1) omit (or modify, so as to comply with the Company's representations in Section 3.1(q)(ii) that the Property is free and clear of all liens and encumbrances except for Permitted Encumbrances (as defined in clause (iii) below)), the so-called 'printed exceptions' (included among which, among others, are a survey exception and an exception for unrecorded leases, options, easements and other restrictions not of record), and (2) insure Buyer's acquisition of good and marketable fee title to the Property from the Company, free and clear of all liens and encumbrances other than Permitted Encumbrances, the amount of the Title Policy to be in the amount of $10 million. In order to obtain such deletion (or such modification) of the 'printed exceptions' from the Title Policy by the Title Company, the Company shall execute and deliver to the Title Company prior to the Closing such customary Owners' Title Affidavit as the Title Company may require to enable it to so delete (or so modify) the 'printed exceptions' (the "Title Affidavit"). The Title Policy shall be in full force and effect at the Closing for the benefit of Buyer. The Company has delivered to Buyer an ALTA Survey on the Property (the "Survey") and shall, as promptly and reasonably practicable following the date of this Agreement, and in any event no later than ten (10) days prior to the Closing Date, cause the Survey to be redated and certified to Buyer and deliver the same to Buyer. The cost of the Title Policy and the Survey shall be shared equally by Buyer and the Company. Except as otherwise provided in Section 4.8(i), all other costs associated with the transfer of the Properties (including all Closing costs) shall be borne ...
Title Insurance and Survey. The Bank's obligation to make the initial advance or any subsequent advance of Bond Proceeds is conditioned on the Bank's receipt of the following, all in form and substance satisfactory to Lender:
(a) a commitment for a title insurance policy in the amount of the Debt covering all of the real property and fixtures that are part of the Premises and Improvements. The commitment shall be issued by Chicago Title Insurance Company and shall be for an ALTA form of mortgage loan policy to be issued without standard exceptions or reservation for creditor's rights and assuring that, upon satisfaction of the requirements listed herein, the Bank will hold a valid first priority mortgage lien on real property and fixtures conforming to the requirements of the commitment. The commitment shall include a pending disbursements clause satisfactory to the Bank and indicating that coverage under the policy will cover the initial disbursement of the Bank, and will be increased in amount and updated by appropriate endorsement prior to each construction advance. The title commitment must be accompanied by complete copies of all documents referred to therein as exceptions to or encumbrances on title. The Bank reserves the right to require such additional endorsements to the commitment as it may deem appropriate, including, but not limited to, a zoning 3.1 endorsement, including parking (or a zoning 3.0 endorsement with a commitment to issue a zoning 3.1 endorsement, including parking), tax parcel, comprehensive endorsement, endorsement over encroachments (if any that are otherwise acceptable to the Bank), mechanics' lien endorsement, access endorsement, interim endorsement, usury endorsement, variable rate endorsement and survey/location endorsement. A mortgage loan title insurance policy pursuant to the approved loan commitment shall be issued concurrently with the initial advance of Bond Proceeds. No actual physical improvement to the Development shall be permitted to occur until such time as the Mortgage has been recorded with the Recorder of Deeds for the County where the Premises is located;
(b) a current certified Class "A" ALTA Land Title Survey by a registered engineer acceptable to the Bank with such certification being addressed to the Bank and to the Title Company. The survey shall show the Premises and any matters affecting the same, including the location and area covered by all building set-back lines, the location and area of all easements encumbering and/or bene...
Title Insurance and Survey. Purchaser or Target (at Purchaser’s option) shall have received at Purchaser’s option, either (i) an ALTA Owner’s Standard Coverage Title Insurance Policy; or (ii) an ALTA Extended Coverage Title Insurance Policy with respect to the Premises, issued by a nationally recognized title insurance company, insuring Purchaser in such amounts and together with such endorsements as Purchaser shall reasonably require (all such endorsements to be paid for by Purchaser unless otherwise agreed between the parties). Such title insurance policy shall insure fee simple title to the Premises, free and clear of all Liens and other matters other than those permitted by Section 3.07.
Title Insurance and Survey. On the Closing Date and subject to the terms and conditions of this Agreement, Seller’s fee simple interest in the Property shall be sold and conveyed, and Xxxxx agrees to purchase Seller’s fee simple interest in the Property subject only to the Permitted Exceptions and the provisions of this Article IX.
Title Insurance and Survey. (a) Within 10 Business Days after the execution and delivery of this Agreement, Purchaser, at its expense, shall order commitments for owner’s policies of title insurance (the “Title Commitment”) issued by First American Title Insurance Company or another nationally recognized title insurance company selected by Purchaser as title insurer (“Title Insurer”) covering fee simple title to the Purchased Real Property, in which the Title Insurer shall agree to insure, in such amount as Purchaser deems adequate, merchantable title to such interests free from the Schedule B standard printed exceptions and all other exceptions except for (i) exceptions which, under applicable state rules and regulations, cannot be deleted or modified and (ii) Permitted Exceptions (as defined below), with such endorsements as Purchaser shall reasonably require and with insurance coverage over any “gap” period. Such Title Commitments shall have attached thereto complete, legible copies of all instruments noted as exceptions therein.
(b) Within 10 Business Days after the execution and delivery of this Agreement, Purchaser, at Purchaser’s expense, shall order boundary surveys for the Purchased Real Property (the “Survey” or “Surveys”) prepared by a registered land surveyor or surveyors satisfactory to Purchaser. The Surveys shall (i) be completed in accordance with Purchaser’s reasonable survey requirements, and shall be certified to Purchaser and the Title Insurer by such surveyor; (ii) have one perimeter description for the Purchased Real Property on which the Facilities are located; (iii) show all easements, rights-of-way, setback lines, encroachments and other matters affecting the use or development of the Purchased Real Property; and (iv) disclose on the face thereof the gross and net acreage of the Purchased Real Property. Upon receipt of the Surveys by Purchaser, Purchaser shall promptly furnish a copy of same to the Representative.
Title Insurance and Survey. With respect to all Real Property and Material Leased Property, if requested by Buyers, Sellers shall use, and shall cause their Subsidiaries to use, their commercially reasonable efforts to assist Buyers in obtaining (a) title insurance commitments for each parcel of Real Property and Material Leased Property and ALTA/ACSM title insurance policies in accordance with the title insurance commitments, in each case from a nationally recognized title insurance company, (including any commercially reasonable affidavits such title insurance company might require); and (b) a survey for each parcel of Real Property and Material Leased Property conforming to the minimum standard detail requirements jointly established in 1999 by ALTA and ACSM, including any Table A items reasonably requested by Buyers.
Title Insurance and Survey. The Hotel shall be sold and is to be conveyed, and Buyer agrees to purchase the Hotel, subject to the Permitted Exceptions.
