Common use of Title Review; Survey Clause in Contracts

Title Review; Survey. Seller shall promptly request Escrow Holder to order from First American Title Company (“Title Company”) and deliver to Buyer a preliminary report covering the Property (“Preliminary Title Report”) together with copies of all documents referenced in the Preliminary Title Report recorded against the Property (the Preliminary Title Report and such documents are referred to herein collectively as the “Title Documents”). Buyer shall have ten (10) business days after delivery of the Preliminary Title Report (“Title Review Period”) to deliver written notice to Seller of those exceptions in the Title Documents that Buyer disapproves (“Buyer’s Title Objection Notice”). If Buyer fails to deliver the Buyer’s Title Object Notice prior to the expiration of the Title Review Period, then Buyer shall be deemed to have approved all matters disclosed in the Title Documents (except those listed under Section 3 (b)(v)). If Buyer delivers the Buyer’s Title Objection Notice prior to the expiration of the Title Review Period, then Seller shall advise Buyer in writing of any such exceptions that Seller agrees to remove at or prior to the Closing and the manner in which Seller shall do so, by delivering written notice thereof to Buyer (“Seller’s Response Notice”) within ten (10) business days after receiving Buyer’s Title Objection Notice. Seller’s failure to deliver Seller’s Response Notice shall be deemed to be Seller’s determination not to remove or cure any of Buyer’s title objections. Within ten (10) business days after receipt of Seller’s Response Notice (or deemed response) that it is not removing all exceptions disapproved by Buyer, Buyer may (A) by delivering written notice to Seller, terminate this Agreement in which case neither Party shall have any rights or obligation to the other hereunder, or (B) waive Buyer’s objections to the disapproved exceptions which Seller will not remove. Buyer’s failure to timely deliver such termination notice shall be deemed to be Buyer’s approval of all matters disclosed in the Title Documents (subject to removal of the matters which Seller agreed to remove in the Seller’s Response Notice).

Title Review; Survey. Seller shall promptly request Escrow Holder Buyer and Sellers acknowledge that a copy of a preliminary title report with respect to order from First American each Constituent Property issued by the Title Company (“Title Company”) and deliver to Buyer each, a preliminary report covering the Property (“Preliminary Title Report”) together has been made available to Buyer and Sellers with copies of all documents referenced in hyperlinks to the underlying exceptions for each Preliminary Title Report recorded against the Property (the Preliminary Title Report and such documents are referred to herein collectively as the “Title Documents”)Report. Buyer shall have ten until 5:00 p.m. on Wednesday, May 21 (10) business days after delivery of the Preliminary Title Report (“Title Review Period”) to deliver written notice to Seller notify Sellers in writing of those exceptions in the Title Documents each Preliminary Report and any survey matters that Buyer disapproves with respect to each Constituent Party (“Buyer’s Title Objection Notice”). If Buyer fails to deliver the Buyer’s Title Object Notice such written notice of any exception or “Survey” (as hereinafter defined) matter disapproved by Buyer prior to the expiration of the Title Review Period, then Buyer such items shall be deemed to have approved all matters disclosed in the Title Documents (except those listed under Section 3 (b)(v))by Buyer. If Buyer delivers notifies Sellers of any exceptions or Survey matters it disapproves in the Buyer’s Title Objection Notice prior to the expiration of the Title Review PeriodNotice, then Seller Sellers shall have until 5:00 p.m. on Friday, May 23 to advise Buyer in writing of any such exceptions or Survey matters that Seller agrees Sellers agree to remove at or prior to the Closing and the manner in which Seller shall do so, by delivering Close of Escrow. Sellers’ failure to deliver a written notice thereof response to Buyer (“Seller’s Response Notice”) within ten (10) business days after receiving Buyer’s Title Objection Notice. Seller’s failure to deliver Seller’s Response Notice shall be deemed to be Seller’s Sellers’ determination not to remove or cure any of Buyer’s title objections. Within ten one (101) business days day after receipt of Seller’s Response Notice Sellers’ response (or deemed response) that it is not removing all exceptions or Survey matters disapproved by Buyer, Buyer may (Aa) by delivering written notice to Sellerthe Termination Notice, terminate this Agreement in which case neither Party shall have any rights or obligation to the other hereunderAgreement, or (Bb) waive Buyer’s objections to the such disapproved exceptions which Seller will not removeexceptions. Buyer’s failure to timely deliver such termination notice the Termination Notice shall be deemed to be Buyer’s approval of all matters disclosed title matters. Buyer acknowledges that it may obtain at its sole cost and expense current 2014 surveys of the Properties complying with ALTA/ACSM Minimum Standards in respect to each Constituent Property (each, a “Survey”, and collectively, the “Surveys”). In the event the Title Documents Company delivers written notice to Buyer after Buyer’s delivery of Buyer’s Title Objection Notice of any new title issue in connection with the Preliminary Report, Buyer shall have five (subject 5) days after receipt of such notice (but not later than the Closing Date and in any event prior to removal Closing) to approve or disapprove such new title exception, in Buyer’s sole and absolute discretion, by written notice to Sellers, and the foregoing provisions of this Section 3.8.2 shall apply as if such additional title objection notice were the matters which Seller agreed to remove in the SellerBuyer’s Response Notice)original title objection notice.

Title Review; Survey. Seller shall promptly request Escrow Holder is hereby instructed to order from First American Title Company (“Title Company”) prepare and deliver the PTR to Buyer with a preliminary report covering copy to Seller within seven (7) business days of the Effective Date. Buyer may cause a new survey of the Property (“Preliminary Title Report”) together with copies of all documents referenced to be prepared at its own expense by a registered land surveyor duly licensed in the Preliminary Title Report recorded against the Property State of California (the Preliminary Title Report and such documents are referred to herein collectively as the “Title DocumentsSurvey”). Buyer shall have ten the right to disapprove any aspect of title and Survey (10including, without limitation, exceptions appearing the in the PTR or Survey) business days after delivery before the Contingency Time pursuant to this Section 4. Before the Contingency Time, Buyer may notify Seller in writing of any defects or objections to the Preliminary Title Report title appearing in the PTR (including any PTR Schedule B-1 requirements which Buyer wishes to require Seller to satisfy) or the Survey (“Title Review PeriodDefects”), provided that Buyer need not notify Seller of Removed Exceptions, and provided that Buyer rights shall include the right to object to any Permitted Exceptions. Any failure by Buyer to provide such notice shall be deemed Buyer’s approval of the PTR and Survey. No later than three (3) to deliver days after receipt of Buyer’s notice of Title Defects, Seller shall provide written notice to Seller Buyer of those exceptions Title Defects which Seller elects in the Title Documents its sole discretion to cure (which shall become thereby additional Removed Exceptions); provided that Buyer disapproves (“Buyer’s Title Objection Notice”). If Buyer if Seller fails or elects not to deliver such written notice by the Buyer’s Title Object Notice prior to earlier of such 3 day period or the expiration of the Title Review PeriodContingency Time, then Buyer Seller shall be deemed to have approved all matters disclosed in the elected not cure any such Title Documents (except those listed under Section 3 (b)(v))Defects. If Buyer delivers the Buyer’s Seller elects not to cure any Title Objection Notice prior to the expiration of the Title Review PeriodDefects, then Seller shall advise Buyer in writing of any such exceptions that Seller agrees to remove at or prior to the Closing and the manner in which Seller shall do so, by delivering written notice thereof to Buyer (“Seller’s Response Notice”) within ten (10) business days after receiving Buyer’s Title Objection Notice. Seller’s failure to deliver Seller’s Response Notice shall be is deemed to be Seller’s determination have elected not to remove or cure any of Buyer’s title objections. Within ten (10) business days after receipt of Seller’s Response Notice (or deemed response) that it is not removing all exceptions disapproved by BuyerTitle Defects, Buyer may (A) by delivering written notice shall have the absolute right to Seller, terminate this Agreement in which case neither Party shall have any rights or obligation to the other hereunder, or (B) waive Buyer’s objections to the disapproved exceptions which Seller will not remove. Buyer’s failure to timely deliver such termination notice shall be deemed to be Buyer’s approval of all matters disclosed in the Title Documents (subject to removal of the matters which Seller agreed to remove in the Seller’s Response Notice)per Section 5.5.