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. In accordance with the second paragraph of Section 2.4(a) above; or
Title Issues. At anytime prior to 10 days before the Closing Date, Purchaser shall have the right to notify Sellers of any title defect or other question regarding the status, use or validity of any Pipeline Easements. Such right shall include the right to request a non-disturbance or ratification instrument from the owner of the MAPCO pipeline with respect to the use of such pipeline or its easements by Producers Service, Incorporated. Sellers shall attempt to diligently address such defect or question prior to the Closing Date. If such defect or question cannot be addressed prior to the Closing Date, then the Sellers and Purchaser shall negotiate, in good faith, an adjustment to the purchase price [based on a per share purchase price of $2.00 per share]. If the Sellers and Purchaser cannot negotiate such adjustment in good faith, then Purchaser shall have the option of terminating this agreement. Sellers represent and warrant that the Pipeline Easements and personal property associated with such easements are not subject to any liens, encumbrances or contracts, except those that are disclosed in writing to Purchaser at least 15 days prior to the Closing Date.
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. Sellers have provided to Buyers true copies of the title reports set forth on Schedule 5.3(a) (collectively, the "Title Reports") issued by First American Title Insurance Company (the "Title Company"), and related recent surveys, with respect to the Houston Facility and the Fort Worth Facility.
Title Issues. 14 SECTION 2.6 Customer Remittances .................................... 15 SECTION 2.7
