Common use of Title Insurance and Surveys Clause in Contracts

Title Insurance and Surveys. (a) With respect to each parcel of Real Property owned by the Company at the Closing Date, the Shareholders and the Company shall use their reasonable efforts to assist CCC in obtaining (i) as soon as practicable after the date of this Agreement, a title commitment disclosing the condition of title to such fee estate and all easements, rights of way, and restrictions of record with respect thereto, as of a date not earlier than the date of this Agreement, accompanied by copies of all instruments evidencing the scope and extent of all such easements, rights of way, and restrictions of record (the "Title Commitment"), ---------------- and (ii) at or prior to Closing, an ALTA Owner's Policy of Title Insurance on a form customarily used in the state in which the Real Property is located, issued by a title insurer satisfactory to CCC, in an amount equal to the fair market value of the Real Property (as reasonably determined by CCC), insuring title to such property to be in the name of the party designated by CCC on SCHEDULE 7.3, subject only to Permitted Encumbrances (each a "Title Policy"). ------------ (b) With respect to each Real Property interest as to which a Title Policy is to be procured pursuant to this Agreement, the Shareholders and the Company shall use their reasonable efforts to assist CCC in obtaining as soon as practicable after the date of this Agreement, a current survey of the relevant parcel, prepared and certified to CCC and to the title insurer of such Real Property interest by a licensed surveyor and conforming to current ALTA Minimum Detail Requirements for Land Title Surveys, disclosing the location of all improvements, easements, party walls, sidewalks, roadways, utility lines, and other matters customarily shown on such surveys, and showing access affirmatively to public streets and roads.

Title Insurance and Surveys. (a) With respect to each parcel of Real Property owned by the Company at the Closing DateCompany, the Shareholders and the Company shall use their reasonable efforts to assist CCC in obtaining (i) as soon as practicable after the date of this Agreement, a title commitment disclosing the condition of title to such fee estate and all easements, rights of way, and restrictions of record with respect thereto, as of a date not earlier than the date of this Agreement, accompanied by copies of all instruments evidencing the scope and extent of all such easements, rights of way, and restrictions of record (the "Title Commitment"), ---------------- and (ii) at or prior ---------------- to Closing, an ALTA Owner's Policy of Title Insurance on a form customarily used in the state in which the Real Property is located, issued by a title insurer satisfactory to CCC, in an amount equal to the fair market value of the Real Property (as reasonably determined by CCC), insuring title to such property to be in the name of the party designated by CCC on SCHEDULE 7.3, subject only to Permitted Encumbrances (each a "Title Policy"). ------------ (b) With respect to each Real Property interest as to which a Title Policy is to be procured pursuant to this Agreement, the Shareholders and the Company shall use their reasonable efforts to assist CCC in obtaining as soon as practicable after the date of this Agreement, a current survey of the relevant parcel, prepared and certified to CCC and to the title insurer of such Real Property interest by a licensed surveyor and conforming to current ALTA Minimum Detail Requirements for Land Title Surveys, disclosing the location of all improvements, easements, party walls, sidewalks, roadways, utility lines, and other matters customarily shown on such surveys, and showing access affirmatively to public streets and roads.

Title Insurance and Surveys. (a) With respect to each parcel of Real Property owned by the Company at the Closing DateCompany, the Shareholders Stockholders and the Company shall use their reasonable efforts to assist CCC in obtaining (i) as soon as practicable after the date of this Agreement, a title commitment disclosing the condition of title to such fee estate and all easements, rights of way, and restrictions of record with respect thereto, as of a date not earlier than the date of this Agreement, accompanied by copies of all instruments evidencing the scope and extent of all such easements, rights of way, and restrictions of record (the "Title Commitment"), ---------------- and (ii) at or prior ---------------- to Closing, an ALTA Owner's Policy of Title Insurance on a form customarily used in the state in which the Real Property is located, issued by a title insurer satisfactory to CCC, in an amount equal to the fair market value of the Real Property (as reasonably determined by CCC), insuring title to such property to be in the name of the party designated by CCC on SCHEDULE 7.3, subject only to Permitted Encumbrances (each a "Title Policy"). ------------ (b) With respect to each Real Property interest as to which a Title Policy is to be procured pursuant to this Agreement, the Shareholders Stockholders and the Company shall use their reasonable efforts to assist CCC in obtaining as soon as practicable after the date of this Agreement, a current survey of the relevant parcel, prepared and certified to CCC and to the title insurer of such Real Property interest by a licensed surveyor and conforming to current ALTA Minimum Detail Requirements for Land Title Surveys, disclosing the location of all improvements, easements, party walls, sidewalks, roadways, utility lines, and other matters customarily shown on such surveys, and showing access affirmatively to public streets and roads.

Title Insurance and Surveys. (a) With respect to each parcel of fee estate included in the Real Property owned by the Company at the Closing DateProperty, the Shareholders Stockholder will obtain and the Company shall use their reasonable efforts deliver to assist CCC in obtaining USFloral (i) as soon as practicable after the date of this Agreement, a title commitment disclosing the condition of title to such fee estate and all easements, rights of way, and restrictions of record with respect thereto, as of a date not earlier than the date of this Agreement, accompanied by copies of all instruments evidencing the scope and extent of all such easements, rights of way, and restrictions of record (the "Title Commitment"), ---------------- and (ii) at or prior to Closing, an ALTA Owner's Policy of Title Insurance on a form customarily used in the state in which the Real Property is located, issued by a title insurer satisfactory to CCCUSFloral, in an amount equal to the fair market value of the Real Property (as reasonably determined by CCCUSFloral), insuring title to such property to be in the name of the party designated by CCC USFloral on SCHEDULE Schedule 7.3, subject only to Permitted Encumbrances (each a "Title Policy"). ------------. (b) Each Title Policy obtained and delivered to USFloral pursuant to this Agreement shall, except to the extent that title insurers in the state in which the applicable property is located are not lawfully permitted to issue such policies, (i) insure title to the property described in the policy and all recorded easements benefitting such property, (ii) contain an "extended coverage endorsement" or similar modification insuring over or otherwise eliminating the general exceptions customarily contained in title policies, (iii) contain an endorsement insuring that the property described in the policy is the same real estate shown in the survey delivered with respect to such property, (iv) contain a "contiguity" endorsement with respect to any property consisting of more than one record parcel, (v) provide full coverage against mechanics' and materialmen's liens arising out of the construction, repair or alteration of any of the Real Property, (vi) contain any special endorsements reasonably required by USFloral, including, without limitation, an endorsement insuring that the improvements included in the Real Property are a permitted use under the zoning designation applicable to the Real Property, and (vii) not be subject to any survey exception. (c) With respect to each Real Property interest as to which a Title Policy is to be procured pursuant to this Agreement, the Shareholders Stockholder will obtain and the Company shall use their reasonable efforts deliver to assist CCC in obtaining USFloral as soon as practicable after the date of this Agreement, Agreement a current survey of the relevant parcel, prepared and certified to CCC USFloral and to the title insurer of such Real Property interest by a licensed surveyor and conforming to current ALTA Minimum Detail Requirements for Land Title Surveys, disclosing the location of all improvements, easements, party walls, sidewalks, roadways, utility lines, and other matters customarily shown on such surveys, and showing access affirmatively to public streets and roads. (d) The Stockholder shall be responsible for all costs associated with obtaining the title commitments and surveys described above, and USFloral shall be responsible for the costs of purchasing the Title Policies described above.

Title Insurance and Surveys. (a) With respect to each parcel of Real Property owned by the Company at the Closing DateCompany, the Shareholders and the Company shall use their reasonable efforts to assist CCC in obtaining (i) as soon as practicable after the date of this Agreement, a title commitment disclosing the condition of title to such fee estate and all easements, rights of way, and restrictions of record with respect thereto, as of a date not earlier than the date of this Agreement, accompanied by copies of all instruments evidencing the scope and extent of all such easements, rights of way, and restrictions of record (the "Title Commitment"), ---------------- and (ii) at or prior to Closing, an ALTA Owner's Policy of Title Insurance on a form customarily used in the state in which the Real Property is located, issued by a title insurer satisfactory to CCC, in an amount equal to the fair market value of the Real Property (as reasonably determined by CCC), insuring title to such property to be in the name of the party designated by CCC on SCHEDULE 7.3, subject only to Permitted Encumbrances (each a "Title Policy"). ------------ (b) With respect to each Real Property interest as to which a Title Policy is to be procured pursuant to this Agreement, the Shareholders and the Company shall use their reasonable efforts to assist CCC in obtaining as soon as practicable after the date of this Agreement, a current survey of the relevant parcel, prepared and certified to CCC and to the title insurer of such Real Property interest by a licensed surveyor and conforming to current ALTA Minimum Detail Requirements for Land Title Surveys, disclosing the location of all improvements, easements, party walls, sidewalks, roadways, utility lines, and other matters customarily shown on such surveys, and showing access affirmatively to public streets and roads.

Title Insurance and Surveys. (a) With respect to each parcel of Real Property owned by the Company at the Closing DateCompany, the Shareholders Stockholders and the Company shall use their reasonable efforts to assist CCC in obtaining (i) as soon as practicable after the date of this Agreement, a title commitment disclosing the condition of title to such fee estate and all easements, rights of way, and restrictions of record with respect thereto, as of a date not earlier than the date of this Agreement, accompanied by copies of all instruments evidencing the scope and extent of all such easements, rights of way, and restrictions of record (the "Title Commitment"), ---------------- and (ii) at or prior to ---------------- Closing, an ALTA Owner's Policy of Title Insurance on a form customarily used in the state in which the Real Property is located, issued by a title insurer satisfactory to CCC, in an amount equal to the fair market value of the Real Property (as reasonably determined by CCC), insuring title to such property to be in the name of the party designated by CCC on SCHEDULE 7.3, subject only to Permitted Encumbrances (each a "Title Policy"). ------------ (b) With respect to each Real Property interest as to which a Title Policy is to be procured pursuant to this Agreement, the Shareholders Stockholders and the Company shall use their reasonable efforts to assist CCC in obtaining as soon as practicable after the date of this Agreement, a current survey of the relevant parcel, prepared and certified to CCC and to the title insurer of such Real Property interest by a licensed surveyor and conforming to current ALTA Minimum Detail Requirements for Land Title Surveys, disclosing the location of all improvements, easements, party walls, sidewalks, roadways, utility lines, and other matters customarily shown on such surveys, and showing access affirmatively to public streets and roads.