Common use of Title Report Clause in Contracts

Title Report. Seller has delivered to Buyer a commitment for title insurance ("TITLE COMMITMENT") covering the Property from Chicago Title Insurance Company (which company, in its capacity as title insurer hereunder, is herein called the "TITLE COMPANY"), together with copies of all exceptions to title referenced therein. In addition, Seller has delivered to Buyer updates of certain surveys of the Property prepared by Pxxxxxx & Company, (collectively the "SURVEY"), which Survey shall be recertified to Buyer. If Buyer shall fail to deliver written notice ("TITLE OBJECTION NOTICE") setting forth those title and survey matters to which Buyer objects on or before the end of the "Due Diligence Period" (as hereinafter defined), Buyer shall be deemed to have approved the exceptions to title shown on the Title Commitment and the matters disclosed on the Survey. Approval by Buyer of any additional exceptions to title or survey matters disclosed subsequent to the date of the Title Commitment shall be a condition precedent to Buyer's obligation to purchase the Property. Unless Buyer gives written notice that it disapproves any such additional exceptions to title or survey matters, stating the exceptions so disapproved, on or before the sooner to occur of five (5) business days after receipt of written notice thereof or the Closing Date, Buyer shall be deemed to have approved said additional title exceptions or survey matters.

Title Report. Seller has previously delivered to Buyer a commitment for title insurance ("TITLE COMMITMENT") covering the Property from commitment issued by Chicago Title Insurance Company (which company, in its capacity as title insurer hereunder, is herein called the "TITLE COMPANYTitle Company") for a standard 1992 ALTA Form B Owner's Policy of Title Insurance covering the Property, with an Owner's Comprehensive Endorsement 1A Modified, an ALTA Form 3.1 Modified Zoning Endorsement (Completed Structure with Parking), a Contiguity of Parcels Endorsement, a Survey Endorsement and an Access Endorsement (Land Abuts Street) (the "Title Commitment"), together with copies of all exceptions to title referenced therein. In addition, Seller has delivered to Buyer updates ordered (and shall obtain during the "Title Review Period," as hereinafter defined) a plat of certain surveys survey of the Property made in accordance with Table A of the Minimum Standard Detail Requirements for ALTA/ACSM Land Title Surveys (1997) (excluding Item Nos. 5, 7b and 12) prepared by Pxxxxxx & Company, Hxxxxxxx Surveyors (collectively the "SURVEYSurvey"), which Survey shall be recertified to Buyer. If Buyer shall fail to deliver written notice a "Title Objection Notice" ("TITLE OBJECTION NOTICE"as hereinafter defined) setting forth those title and survey matters to which Buyer objects on or before the end of January 11, 1999 (the "Due Diligence Title Review Period" (as hereinafter defined"), Buyer shall be deemed to have approved the exceptions to title shown on the Title Commitment and the matters disclosed on the Survey. Approval by Buyer of any additional exceptions to title or survey matters disclosed subsequent to the date of the Title Commitment shall be a condition precedent to Buyer's obligation to purchase the Property. Unless Buyer gives written notice that it disapproves any such additional exceptions to title or survey matters, stating the exceptions so disapproved, on or before the sooner to occur of five (5) business days after receipt of written notice thereof or the Closing Date, Buyer shall be deemed to have approved said additional title exceptions or survey matters.

Title Report. Seller has delivered to Buyer a commitment for title insurance dated May 7, 1999 (the "TITLE COMMITMENTCommitment") covering Seller's fee interest in the Property from Chicago Title Insurance Company (which company, in its capacity as title insurer hereunder, is herein called the "TITLE COMPANYTitle Company"), together with ) and copies of all documents listed as exceptions to title referenced thereinin the Commitment. In addition, Seller has delivered to Buyer updates of certain surveys a current survey of the Property prepared by Pxxxxxx & dated December 11, 1998 which shall be certified (and, if necessary, recertified prior to Closing) to Buyer, Title Company, Lincoln National (collectively or such other lender as Buyer may elect) as having been made as an urban survey in accordance with the Minimum Standard Detail Requirements for ALTA/ASCM Land Title Surveys, as adopted by the American Land Title Association and the American Congress on Surveying and Mapping, 1992, including, without limitation, all items (except for items 5 and 12) in Table A thereof (the "SURVEYSurvey"). The Survey shall include a certification by the surveyor that the Property is not located in a flood plain or special flood hazard zone and contains no wetland. Buyer agrees that, subject to the recertification requirement, the Survey satisfies the foregoing requirements. Except for the exceptions and survey defects listed or described on Exhibit "M" attached hereto (the "Survey and Title Defects"), which Survey shall be recertified to Buyer. If Buyer shall fail to deliver written notice ("TITLE OBJECTION NOTICE") setting forth those title and survey matters to which Buyer objects on or before the end of the "Due Diligence Period" (as hereinafter defined), Buyer shall be deemed to have has approved the exceptions to title shown on the Title Commitment and the matters disclosed on the Survey. Approval by Buyer of any additional exceptions to title or survey matters disclosed subsequent to after the date of the Title Commitment Effective Date shall be a condition precedent to Buyer's obligation to purchase the PropertyProperty (and to obtain the other rights contemplated herein), Buyer hereby agreeing that its approval of such additional exceptions to title or survey matters shall not be unreasonably withheld. Unless Buyer gives written notice that it disapproves any such additional exceptions to title or survey matters, stating the exceptions so disapproved, on or before the sooner to occur of five (5) business 10 days after receipt of written notice thereof or the Closing Date, Buyer shall be deemed to have approved said exceptions. If, for any reason, on or before the Closing Date, Seller does not cause the Survey and Title Defects and any other exceptions to title or survey matters disclosed after the Effective Date which Buyer disapproves (to the extent Buyer is permitted hereunder to so disapprove) either to be removed or to obtain a title endorsement (if available) reasonably satisfactory to Buyer insuring over such disapproved matter on or before the Closing Date at no cost or expense to Buyer (Seller having the right but not the obligation to do so), the obligation of Seller to sell, and Buyer to buy, the Property (and to transfer the other rights contemplated herein) as herein provided shall terminate (and Seller and Buyer shall have no further obligations in connection herewith). Buyer shall have the option to waive the condition precedent set forth in this Paragraph 5A(1) by notice to Seller. In the event of such waiver, such condition shall be deemed satisfied. Notwithstanding the foregoing, Seller shall be obligated to remove (or cause the Title Company to omit) any of the following exceptions: (x) any deed of trust or mortgage against the Property securing financing obtained by Seller (except for the Lincoln National Mortgage in the event of the Lincoln National Loan Assumption); (y) any mechanic's or materialmen's liens based on work performed by or on behalf of Seller, and (z) any tax or judgment liens against Seller (the foregoing obligations being without regard to amounts). Seller shall be entitled to adjourn the Closing for a period not to exceed thirty (30) days in order to eliminate the Survey and Title Defects and other title exceptions disapproved by Buyer. In addition, if the Commitment discloses judgments, bankruptcies, mortgages, liens or other returns against other persons having names the same or as similar to that of the Seller, Seller shall deliver to Buyer and Title Company at Closing a certificate stating that such judgments, mortgages, bankruptcies, liens or other returns are not against Seller. Seller also shall deliver appropriate certificates respecting mechanic's liens and bills paid by Seller and such additional certificates and documentary evidence reasonably required by the Title Company to eliminate standard exceptions appearing in the Title Report that Buyer is not required to accept (provided the same do not impose material costs, liabilities or obligations upon Seller not otherwise contemplated herein). If Seller is unable after reasonable good faith effort, or is not required to, eliminate a title exceptions or survey mattersotherwise comply with the requirements set forth herein, Seller shall so notify Buyer, and Buyer as its sole and exclusive remedy, may terminate this Agreement by notice given to Seller, in which event, neither party shall have any rights or obligations to the other under this Agreement, except with respect to those obligations that survive a termination of this Agreement, and the Escrow Deposit shall be refunded to Buyer.

Title Report. Seller The Developer has obtained a title report for the Building Site and has arranged for copies of the title report to be delivered to Buyer the Agency. Encumbrances and other matters affecting title set forth in this title report, which the Title Company shall omit as exceptions or with respect to which the Title Company shall agree to insure the Developer against loss, shall constitute Permitted Exceptions for the purposes of this Agreement. In the event that any update of such title report or of the Building Site Survey is received after the date hereof, the Developer agrees that within thirty (30) days after it receives such updated title report, it will furnish the Agency's attorneys with a commitment for title insurance ("TITLE COMMITMENT") covering the Property from Chicago Title Insurance Company (which company, specific list in its capacity as title insurer hereunder, is herein called the "TITLE COMPANY"), together with copies writing of all any exceptions to title referenced therein. In addition, Seller has delivered set forth in the updated title report and which are additional exceptions to Buyer updates of certain surveys title not included in the Permitted Exceptions which the Developer believes it is not required to take subject to (but failure to deliver such list will not be deemed a default on the part of the Property prepared by Pxxxxxx & Company, (collectively the "SURVEY"Developer), which Survey shall be recertified to Buyer. If Buyer shall fail to deliver written notice ("TITLE OBJECTION NOTICE") setting forth those All title and survey objections, of which the Developer shall have given the Agency proper notice, with respect to the Building Site pursuant to the foregoing provisions of this Article, which would render the title to all or any portion of such Building Site unmarketable, and which are not included in the Permitted Exceptions, are sometimes hereinafter referred to, collectively, as "Title Objections". Any matters affecting title not included in a notice delivered to which Buyer objects on or before the end of Agency within the "Due Diligence Period" (applicable time period set forth above shall be deemed accepted by the Developer, and the right to object thereto, as hereinafter defined)provided in this Article, Buyer shall be deemed to have approved been waived. For the exceptions to purposes of this Article XIV, Purchaser's title shown on the Title Commitment and the matters disclosed on the Survey. Approval by Buyer of any additional exceptions to title or survey matters disclosed subsequent to the date of the Title Commitment company shall be a condition precedent to Buyer's obligation to purchase First American Title Insurance Company or any other title insurance company licensed in the Property. Unless Buyer gives written notice that it disapproves any such additional exceptions to title or survey matters, stating the exceptions so disapproved, on or before the sooner to occur State of five (5) business days after receipt of written notice thereof or the Closing Date, Buyer shall be deemed to have approved said additional title exceptions or survey mattersNew York.

Title Report. Seller has delivered to Buyer a commitment for title insurance an ALTA Form B Owner's Policy of Title Insurance ("TITLE COMMITMENT") covering the Property from Chicago Title Insurance Company (which company, in its capacity as title insurer hereunder, is herein called the "TITLE COMPANY"), together with copies of all exceptions to title referenced therein. In addition, Seller has also delivered to Buyer updates of certain surveys a survey of the Property dated November 21, 1997, prepared by Pxxxxxx Lxx- Xxxxxx & CompanyAssociates, P.C., (collectively the "SURVEY"), which . The Survey shall (i) be recertified certified to Buyer, the Title Company, Wxxxx Fargo Bank, National Association, (ii) be prepared in accordance with the most recent "Minimum Standard Detail Requirements for Land Title Surveys" jointly established by ALTA and ACSM, and (iii) meet the requirements of an urban survey, including all Table A matters (except item 5). If Buyer shall fail have until the expiration of the Due Diligence Period, to deliver to Seller written notice (an "INITIAL TITLE OBJECTION NOTICE") setting forth those title and survey matters of Buyer's disapproval or any matter, exception, defect or condition relating to which the Title Commitment or the Survey. If Buyer objects shall deliver the Approval Notice on or before the end of the "Due Diligence Period" (as hereinafter defined), Buyer shall be deemed to have approved the exceptions to title shown on the Title Commitment and the matters disclosed on the SurveySurvey (except for those to which Buyer has objected in the Initial Title Objection Notice). Approval by Buyer of any additional exceptions to title or survey matters first disclosed subsequent to after the date end of the Title Commitment Due Diligence Period shall be a condition precedent to Buyer's obligation to purchase the PropertyProperty (Buyer hereby agreeing that its approval of such additional exceptions to title or survey matters which are of a minor nature shall not be unreasonably withheld but otherwise shall be given or withheld in its sole and absolute discretion). Unless Buyer gives written notice (an "ADDITIONAL TITLE OBJECTION NOTICE") that it disapproves any such additional exceptions to title or survey matters, stating the exceptions so disapproved, on or before the sooner to occur of five (5x) the Closing Date or (y) 5 business days after receipt of (1) written notice thereof thereof, and (2) a copy of all of the documents underlying such additional title or the Closing Datesurvey matters, Buyer shall be deemed to have approved said additional exceptions. If, for any reason, on or before the Closing Date, Seller does not cause any exceptions to title exceptions or survey mattersmatters which Buyer disapproves in either an Initial Title Objection Notice or an Additional Title Objection Notice either to be removed or to obtain a title endorsement (if available) acceptable to Buyer in Buyer's reasonable discretion insuring over such disapproved matter on or before the Closing Date at no cost or expense to Buyer (Seller having the right but not the obligation to do so), Buyer shall have the right to either (a) terminate this Agreement by delivery of written notice of termination on or before the Closing Date, or (b) elect to accept title to the Property as it then is with the right to deduct from the Purchase Price a credit equal to (1) mortgages or deeds of trust entered into or assumed by Seller, (2) mechanic's liens for work performed by or on behalf of Seller, (3) income tax or judgment liens against Seller, to the extent not otherwise paid or satisfied in conjunction with the Closing, and (4) real property taxes for tax years prior to the current tax year.

Title Report. Seller has delivered to Buyer will order a commitment for copy of a preliminary title insurance report ("TITLE COMMITMENTPreliminary Title Report") covering the Property from Chicago Commonwealth Title Insurance Company (which company, in its capacity as title insurer hereunder, is herein called the "TITLE COMPANYTitle Company"), together with copies of all exceptions to title referenced therein. In addition, Seller has delivered ordered (and upon receipt shall deliver to Buyer updates Buyer) an update of that certain surveys survey of the Property dated December 10, 1983, and last revised December 19, 1983, prepared by Pxxxxxx & CompanyBxxxxxxxx/Dxxxx/Dxxxx, Inc., 2000 Xxxxxxxx Xxxxxx, Xxxxxx, Xxxxx 00000, which survey shall be certified to Buyer and Title Company (collectively the "SURVEYSurvey"), which Survey shall be recertified to Buyer. If Buyer shall fail to deliver written notice ("TITLE OBJECTION NOTICE") setting forth those title and survey matters to which Buyer objects the Approval Notice on or before the end of the "Due Diligence Period" (as hereinafter defined), Buyer shall be deemed to have approved the exceptions to title shown on the Preliminary Title Commitment Report and the matters disclosed on the Survey. Approval by Buyer of any additional exceptions to title or survey matters disclosed subsequent to after the date end of the Title Commitment Due Diligence Period shall be a condition precedent to Buyer's obligation to purchase the PropertyProperty (Buyer hereby agreeing that its approval of such additional exceptions to title or survey matters shall not be unreasonably withheld). Unless Buyer gives written notice that it disapproves any such additional exceptions to title or survey matters, stating the exceptions so disapproved, on or before the sooner to occur of five (5) business 5 days after receipt of written notice thereof or the Closing Date, Buyer shall be deemed to have approved said additional title exceptions or survey matters.approved