Title Issues. (i) Borrower owns good, indefeasible, marketable and insurable fee simple title to the Premises, free and clear of all liens, other than the Permitted Encumbrances applicable to the Premises, and until the Indebtedness is paid in full Borrower shall not permit any liens (other than the Permitted Encumbrances, any title matters or exceptions approved in writing by Lender subsequent to the date hereof, taxes which are not yet due or delinquent, or any lien that is contested by Borrower in accordance with and subject to paragraph 1(e) of the Mortgage) to attach to the Premises. Borrower has good title to the Premises and has the right to mortgage, grant, bargain, sell, pledge, assign, warrant, transfer and convey the same. There are not now, and until the Indebtedness is paid in full, there will not be any outstanding options or agreements to purchase or rights of first refusal affecting the Premises, except the right of first refusal to purchase as set forth in paragraph 20 of the lease with The Stop & Shop Supermarket Company dated December 21, 2001. The Permitted Encumbrances do not and, until the Indebtedness is paid in full, will not materially and adversely affect (a) the ability of Borrower to pay in full all sums due under the Note or any of its other obligations in a timely manner (b) the use of the Premises for the use currently being made thereof, the operation of the Premises as currently being operated or the value of the Premises, or (c) the value or marketability of the Premises.
(ii) No Taking has been commenced or, to Borrower’s knowledge, is contemplated with respect to all or any portion of the Premises or for the relocation of roadways providing access to the Premises.
(iii) All costs and expenses of any and all labor, materials, supplies and equipment used in the construction of the Improvements have been paid in full. Borrower has paid in full for, and is the owner of, all furnishings, fixtures and equipment (other than tenants’ property) used in connection with the operation of the Premises, free and clear of any and all security interests, liens or encumbrances, except the lien and security interest created by the Loan Documents securing the Loan.
(iv) The Premises is and, until the Indebtedness is paid in full, will be assessed for real estate tax purposes as one or more wholly independent tax lot or lots, separate from any adjoining land or improvements not constituting a part of such lot or lots, and no other land or improvements is...
Title Issues and Objections Buyer shall be responsible for ordering at Buyers Expense a Title Opinion, title policy or title commitment for an Owner’s Policy of Title Insurance. Buyer shall forward the Title Opinion or Updated Commitment, when received, to Alexander Auctions & Real Estate Sales and Seller. Buyer shall, within fifteen (15) business days following Buyer’s receipt of the Title Opinion or Updated Commitment, notify Alexander Auctions & Real Estate Sales and Seller of Buyer’s written objection(s) to any exceptions that are shown in the Title Opinion or Commitment. Seller shall have 90 days to cure any such objections shown in the Title Opinion or Updated Commitment. In no event shall such objections include the matters waived by this agreement as described herein. In the event, Seller cannot cure the objections that were shown in the Title Opinion or Updated Commitment, Buyer may either terminate this Agreement, as provided herein, or elect to purchase the Property despite its objections. In any event, Buyer’s failure to respond, on or before five (5) days prior to the Closing, shall be deemed conclusive evidence of Buyer’s approval of the condition of title, as shown on the Commitment. In the event Seller cannot cure the objections shown in the Title Opinion or updated Commitment and Seller elects to terminate this Agreement, as provided herein, the xxxxxxx money deposit shall be refunded. If the transaction shall not be closed because of the title objections or refusal of the Seller to perform, then Seller shall pay the Agent the commission and expenses on demand. Failure or refusal of wife or husband of Seller or Buyer to execute deed or mortgage required hereunder shall be deemed default on the part of such Seller or Buyer.
Title Issues. 32 ARTICLE VII FINANCIAL STATEMENTS; OTHER PRIOR DELIVERIES AND PRE-CLOSING DELIVERIES
Title Issues. On or before the Closing Date, Seller (i) shall take all necessary action to (x) cure or resolve any violation of the Planning Act with respect to the Ontario, Canada Property, and (y) record the original leases (or memoranda thereof) with respect to the leased real property located in the following cities and towns: Columbus, Ohio; Houston, Texas; and Lufkin, Texas, (ii) use its best efforts to record the original leases (or memoranda thereof) with respect to Mobile, Alabama; Vacaville, California; Litchfield, Illinois; and Eufala, Alabama.
Title Issues. Seller acknowledges that Buyer has accepted and purchased certain Purchased Leases for which Seller has responsibility to Buyer under Section 7.18 of the Purchase Agreement. Seller and Buyer agree to exercise reasonable efforts to obtain any notices or memoranda of lease and consents to assignment of Seller's leasehold interests to Buyer that may be required by any title insurance company in order to vest record and insurable title in Buyer to any of such Purchased Leases.
Title Issues. The Town will continue to own, and will lease to the District pursuant to the Property Availability IGA, the Depot site. Although a lease will not require a title insurance policy, the Town agrees that as the owner it is responsible for defending any and all title disputes relating to the Depot site and any adjoining property owned by the Town. In the event of a question as to the validity of the Town’s claim of ownership, the Town agrees to take reasonable steps necessary to confirm its ownership of the Depot site, including seeking to obtain appropriate deeds or other forms of documentation as to such property, and, if necessary, bringing a quiet title action or other legal proceeding to resolve any possible title disputes.
Title Issues. The title review process is used to determine the condition of the title to be transferred to Gafcon at closing as well as identifying potential title problems. Typically, Gafcon and its, or SWCCD’s, attorney and development team will work with a title insurance company to review the status of title, resulting in an owner’s policy of title insurance that is issued at closing. During the due diligence period, a title memo will be generated outlining the status, risks and transferability requirements of all title encumbrances listed in the title exceptions report. • Title Insurance Commitment. Commonly, the initial step in the title review process is the issuance of a title insurance commitment, or preliminary title report. The title commitment/report can be a vital indicator of title problems (e.g., some or all of the property is not owned by the seller). The commitment/report also provides Gafcon and its sub-consultant team with a list of all current exceptions to title on the property such as unpaid taxes, easements, options to purchase, mortgages, judgment liens, liens, restrictions, equitable servitudes and other significant encumbrances and may contain information regarding appurtenant benefits to the property, such as access easements.
Title Issues. (a) If any update to the Title Evidence reflects any title exceptions that are not Permitted Exceptions and that Purchaser is not required to accept (the "NON-PERMITTED EXCEPTIONS"), Purchaser shall give written notice thereof to Seller within five (5) Business Days of Purchaser's receipt of such update, but in no event later than the Closing Date, and Seller shall (i) forthwith undertake due diligence to eliminate any and all of the Non-Permitted Exceptions that may be removed by the payment of a liquidated sum of money not in excess of $5,000 (the "REMOVAL AMOUNT"), in the aggregate, and (ii) remove (A) those exceptions willfully caused to be filed of record by Seller and (B) judgments against Seller and any payments required thereby. Seller shall have the right to adjourn the Closing Date, from time to time, up to thirty (30) days in the aggregate to remove/eliminate such exceptions.
(b) In the event that there exist Non-Permitted Exceptions which Seller is not required to remove by either Purchaser pursuant to the terms of the preceding subparagraph, or the United States of America, Department of Interior, Bureau of Indian Affairs, Purchaser shall consummate the transactions contemplated hereby subject to such additional exceptions and proceed to Closing without any reduction in the Purchase Price. Seller acknowledges that the Non-Permitted Exceptions are subject to review and approval by the United States of America, Department of Interior, Bureau of Indian Affairs.
(c) If a search of the title discloses judgments, bankruptcies or other similar returns against other persons having names the same as, or similar to Seller, Seller, on request by Purchaser or the Title Company, shall deliver to Purchaser or the Title Company affidavits showing that such judgments, bankruptcies or other returns are not against Seller.
Title Issues. Choice Financial being successful in obtaining good and marketable title to the Subject Property either through a deed in lieu of foreclosure, or a real estate mortgage foreclosure action. There should be no encumbrances or liens upon the real estate except for terms acceptable to Buyer with respect to the HIF mortgage and restrictions.
Title Issues. If Purchaser raises any objections to the quality of Seller’s title, Seller shall have a minimum of thirty (30) days from the earlier of the closing date or the date upon which Seller receives a copy of a title insurance commitment or a title report to resolve title exceptions or defects or other title issues which in any way impede or impair Seller’s ability to convey title as required herein. If within such thirty (30) day period, Seller determines it is unable or unwilling to resolve such matters, then Purchaser: (i) may take title in its then state, thereby waiving any title objections, or (ii) terminate the Contract and receive a refund of any xxxxxxx money as Purchaser’s sole and exclusive remedy and Seller shall have no further obligations to Purchaser whatsoever and the Contract shall be deemed null and void and of no further force or effect. Alternatively, in such circumstances, Seller may terminate the Contract and refund Purchaser’s xxxxxxx money, such refund being Purchaser’s exclusive remedy for such termination and Seller shall have no further obligations to Purchaser whatsoever and the Contract shall be deemed null and void and of no further force or effect. In the event Seller fails to resolve the title issues within the aforesaid thirty (30) day period, all parties shall presume Seller determined it is unable or unwilling to resolve such issues. Seller shall refund Purchaser’s xxxxxxx money and Seller shall have no further obligations to Purchaser whatsoever and the Contract shall be deemed null and void and of no further force or effect.
