Common use of Title Review Period Clause in Contracts

Title Review Period. After receipt of the last of the Title Commitment, legible copies of the Exception Instruments, and the Survey, Purchaser shall have a period of twenty (20) days to review the state of Seller’s title to the Property (the “Title Review Period”). If the Survey, the Title Commitment or the Exception Instruments reflect or disclose any defect, exception or other matter affecting the Property (“Title Defects”) that is unacceptable to Purchaser for any reason whatsoever, then prior to the expiration of the Title Review Period, Purchaser may provide Seller with written notice of its objections, and Seller shall have ten (10) days (the “Cure Period”) from the date of the notice to remove or cure any Title Defects to the satisfaction of Purchaser. Seller shall use its reasonable, good faith efforts to remove or cure the Title Defects to Purchaser’s satisfaction, but shall not be required to incur any costs in doing so (other than as provided in Section 2.4 below) or to institute litigation. If Seller does not cure any or all of the Title Defects within the Cure Period, Seller shall notify Purchaser in writing, prior to the expiration of the Cure Period, of its failure to cure such Title Defects, and Purchaser may, prior to the later of (a) ten (10) days after receipt of Seller’s notice of its failure to cure or (b) the expiration of the Inspection Period (hereinafter defined), either (i) terminate this Agreement by written notice delivered to Seller, or (ii) elect to waive any uncured Title Defect. If Purchaser fails to terminate the Agreement by written notice delivered to Seller prior to the expiration of the time period referenced in the immediately preceding sentence, then any Title Defects that Seller has not cured shall be deemed waived by Purchaser. If Purchaser shall fail to notify Seller in writing of any objections to the state of Seller’s title to the Property as shown by the Title Commitment, the Exception Documents or the Survey, or if Purchaser elects to waive all or any of the Title Defects, or is deemed to have waived all or any of the Title Defects, then any exceptions to Seller’s title to which Purchaser has not objected or which have been objected to and waived by Purchaser and which are disclosed by the Title Commitment shall be considered to be “Permitted Exceptions.” If Purchaser terminates this Agreement pursuant to this section, then neither Seller nor Purchaser shall have any further rights or obligations under this Agreement and the Exxxxxx Money shall be returned to Purchaser. Purchase Agreement Page2

Title Review Period. After receipt of the last of the Title CommitmentReport, ------------------- legible copies of the Exception Instruments, and the Survey, Purchaser shall have a period of twenty five (205) days to review the state of Seller’s 's title to the Property (the “"Title Review Period”"). If the Survey, the Title Commitment Report or the Exception Instruments reflect or disclose any defectdefects, exception exceptions, or other matter matters affecting the Property (“"Title Defects”") that is unacceptable to Purchaser for any reason whatsoeverrender or will render the Property unmerchantable or that materially, adversely affect or will affect the operation of the Property in accordance with its proposed use as an automobile dealership location, then prior to the expiration of the Title Review Period, Purchaser may provide Seller with written notice of its objections, and Seller shall have ten five (105) days (the “"Cure Period”") from the date of the notice to remove or cure any Title Defects to the satisfaction of Purchaser. Seller shall use its reasonable, good faith efforts to remove or cure the Title Defects to Purchaser’s satisfaction, but shall not be required to incur any costs in doing so (other than as provided in Section 2.4 below) or to institute litigation. If Seller does not cure any or all of the Title Defects within the Cure Period, Seller shall notify Purchaser in writing, prior to the expiration of the Cure Period, of its failure to cure such Title Defects, and Purchaser may, prior to the later of (a) ten five (105) business days after receipt of Seller’s 's notice of its failure to cure cure, or (b) the expiration of the Inspection Period (hereinafter defined), ) either (i) terminate this Agreement by written notice delivered to Seller, or (ii) elect to waive any uncured Title Defect. If Purchaser fails to terminate the Agreement by written notice delivered to Seller prior to the expiration of the time period referenced in the immediately preceding sentence, then any Title Defects that Seller has not cured shall be deemed waived by Purchaser. If Purchaser shall fail to notify Seller in writing of any objections to the state of Seller’s 's title to the Property as shown by the Title CommitmentReport, the Exception Documents Instruments or the Survey, or if Purchaser elects to waive all or any of the Title Defects, or is deemed to have waived all or any of the Title Defects, then any exceptions to Seller’s 's title to which Purchaser has not objected or which have been objected to and waived by Purchaser and which are disclosed by the Title Commitment Report shall be considered to be “"Permitted Exceptions.” ". If Purchaser terminates this Agreement pursuant to this section, then neither Seller nor Purchaser shall have any further rights or obligations under this Agreement and the Exxxxxx Money shall be returned to Purchaser. Purchase Agreement Page2Agreement.

Title Review Period. After receipt For the period commencing on the date of this Agreement and extending through the last thirtieth (30th) day after the date of the Title Commitment, legible copies of the Exception Instruments, and the Survey, Purchaser shall have a period of twenty (20) days to review the state of Seller’s title to the Property this Agreement (the “Title Review Period”) Purchaser shall have the right to examine title to the Real Property. Purchaser shall notify Seller in writing by the expiration of the Title Review Period of any mortgages or pledges; material liens, encumbrances, restrictions, reservations, tenancies, encroachments, overlaps or other title exceptions; and zoning or land use violations or matters related to the Real Property to which Purchaser reasonably objects (the "Title Defects"). If Purchaser agrees that the Survey, the Title Commitment or the Exception Instruments reflect or disclose any defect, exception or other matter affecting the Property (“"Title Defects”" shall not include (1) real property taxes not yet due and payable; or (2) recorded easements, restrictions and rights of way that do not materially interfere with the use of the Banking Center as a banking facility; or (3) defects from which Purchaser can obtain protection through the purchase of title insurance at regular rates (or higher rates if the excess over the regular rate is unacceptable paid by Seller). Seller’s obligation to cure any Title Defects shall be governed by subsection b of this Section 1.10. Purchaser for shall be deemed to have waived its right to object to any reason whatsoever, then Title Defects reflected in the public records and not specifically identified and objected-to in writing to Seller prior to the expiration of the Title Review Period, time being of the essence. Purchaser may provide Seller with written notice of its objections, and Seller shall have ten (10) days (the “Cure Period”) from right, at its own expense, to update title matters at Closing for any changes that may have arisen between the Closing and the date of Purchaser's original title search. If such update indicates any new Title Defects, Seller may elect to delay the notice Closing for up to remove or 45 days while it makes a good faith effort to cure any such Title Defects to the satisfaction of Purchaser. Seller shall use its reasonable, good faith efforts to remove or cure the Title Defects Defect to Purchaser’s 's reasonable satisfaction, but ; provided that Seller shall not be required obligated to incur bring any costs lawsuit or make any payments of money to cure any such Title Defect (except to pay liens that the Seller does not dispute in doing so (other than as provided in Section 2.4 below) or to institute litigationgood faith). If the Seller is unable to cure or does not cure any or all of the Title Defects within the Cure Period, Seller shall notify Purchaser in writing, prior to the expiration of the Cure Period, of its failure to cure such Title DefectsDefect within such 45 day period, and Purchaser may, prior to the later of (a) ten (10) days after receipt of Seller’s notice of its failure to cure or (b) the expiration of the Inspection Period (hereinafter defined), either (i) terminate this Agreement by written notice delivered to Seller, or (ii) elect to waive any uncured Title Defect. If Purchaser fails to terminate the Agreement by written notice delivered to Seller prior to the expiration of the time period referenced in the immediately preceding sentence, then any Title Defects that Seller has not cured shall be deemed waived by Purchaser. If Purchaser shall fail to notify Seller in writing of any objections to the state of Seller’s title to the Property as shown by the Title Commitment, the Exception Documents or the Survey, or if Purchaser elects to waive all or any of the Title Defects, or is deemed to have waived all or any of the Title Defects, then any exceptions to Seller’s title to which Purchaser has not objected or which have been objected to and waived by Purchaser and which are disclosed by the Title Commitment shall be considered to be “Permitted Exceptions.” If Purchaser terminates this Agreement pursuant to this section, then neither Seller nor Purchaser shall have any further rights the option to receive title in its then existing condition or obligations under to terminate this Agreement and the Exxxxxx Money shall be returned to Purchaser. Purchase Agreement Page2Agreement.

Title Review Period. After receipt of the last of the Title Commitment, legible copies of the Exception Instruments, and the Survey, Purchaser shall have a period of twenty (20) days to review the state of Seller’s title to the Property (the “Title Review Period”). If the Survey, the Title Commitment or the Exception Instruments reflect or disclose any defect, exception or other matter affecting the Property (“Title Defects”) that is unacceptable to Purchaser for any reason whatsoever, then prior to the expiration of the Title Review Period, Purchaser may provide Seller with written notice of its objections, and Seller shall have ten (10) days (the “Cure Period”) from the date of the notice to remove or cure any Title Defects to the satisfaction of Purchaser. Seller shall use its reasonable, good faith efforts to remove or cure the Title Defects to Purchaser’s satisfaction, but shall not be required to incur any costs in doing so (other than as provided in Section 2.4 below) or to institute litigation. If Seller does not cure any or all of the Title Defects within the Cure Period, Seller shall notify Purchaser in writing, prior to the expiration of the Cure Period, of its failure to cure such Title Defects, and Purchaser may, prior to the later of (a) ten (10) days after receipt of Seller’s notice of its failure to cure or (b) the expiration of the Inspection Period (hereinafter defined), either (i) terminate this Agreement by written notice delivered to Seller, or (ii) elect to waive any uncured Title Defect. If Purchaser fails to terminate the Agreement by written notice delivered to Seller prior to the expiration of the time period referenced in the immediately preceding sentence, then any Title Defects that Seller has not cured shall be deemed waived by Purchaser. If Purchaser shall fail to notify Seller in writing of any objections to the state of Seller’s title to the Property as shown by the Title Commitment, the Exception Documents or the Survey, or if Purchaser elects to waive all or any of the Title Defects, or is deemed to have waived all or any of the Title Defects, then any exceptions to Seller’s title to which Purchaser has not objected or which have been objected to and waived by Purchaser and which are disclosed by the Title Commitment shall be considered to be “Permitted Exceptions.” If Purchaser terminates this Agreement pursuant to this section, then neither Seller nor Purchaser shall have any further rights or obligations under this Agreement and the Exxxxxx Xxxxxxx Money shall be returned to Purchaser. Purchase Agreement Page2.

Title Review Period. After receipt of the last of the Title ------------------- Commitment, legible copies of the Exception Instruments, and the Survey, Purchaser shall have a period of twenty five (205) days to review the state of Seller’s 's title to the Property (the “"Title Review Period”"). If the Survey, the Title Commitment or the Exception Instruments reflect or disclose any defectdefects, exception exceptions, or other matter matters affecting the Property (“"Title Defects”") that is unacceptable to Purchaser for any reason whatsoeverrender or will render the Property unmerchantable or that materially, adversely affect or will affect the operation of the Property in accordance with its proposed use as an automobile dealership location, then prior to the expiration of the Title Review Period, Purchaser may provide Seller with written notice of its objections, and Seller shall have ten five (105) days (the “"Cure Period”") from the date of the notice to remove or cure any Title Defects to the satisfaction of Purchaser. Seller shall use its reasonable, good faith efforts to remove or cure the Title Defects to Purchaser’s 's satisfaction, but shall not be required to incur any costs in doing so (other than as provided in Section 2.4 below) or to institute litigation. If Seller does not cure any or all of the Title Defects within the Cure Period, Seller shall notify Purchaser in writing, prior to the expiration of the Cure Period, of its failure to cure such Title Defects, and Purchaser may, prior to the later of (a) ten five (105) business days after receipt of Seller’s 's notice of its failure to cure cure, or (b) the expiration of the Inspection Period (hereinafter defined), ) either (i) terminate this Agreement by written notice delivered to Seller, or (ii) elect to waive any uncured Title Defect. If Purchaser fails to terminate the Agreement by written notice delivered to Seller prior to the expiration of the time period referenced in the immediately preceding sentence, then any Title Defects that Seller has not cured shall be deemed waived by Purchaser. If Purchaser shall fail to notify Seller in writing of any objections to the state of Seller’s 's title to the Property as shown by the Title Commitment, the Exception Documents Instruments or the Survey, or if Purchaser elects to waive all or any of the Title Defects, or is deemed to have waived all or any of the Title Defects, then any exceptions to Seller’s 's title to which Purchaser has not objected or which have been objected to and waived by Purchaser and which are disclosed by the Title Commitment shall be considered to be “"Permitted Exceptions.” ". If Purchaser terminates this Agreement pursuant to this section, then neither Seller nor Purchaser shall have any further rights or obligations under this Agreement and the Exxxxxx Money shall be returned to Purchaser. Purchase Agreement Page2Agreement.