Common use of Updated Title Commitment Clause in Contracts

Updated Title Commitment. As required pursuant to Section 6.3(c) of this Agreement, at least fifteen (15) days but not more than sixty (60) days prior to Closing, Extra Space shall deliver to Prudential an updated Title Commitment for title insurance in an amount equal to not less than the Purchase Price to be paid by the Venture at Closing, and (ii) a current as-built Survey of the Property, which as-built Survey must satisfy the requirements set forth in Exhibit C attached hereto (the “As-Built Survey”). Without limiting any term of the definition of “Permitted Exceptions” set forth above or any term of Section 7.1(e), Prudential shall have the right in its sole discretion to object to any new matter shown in such updated Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) or on the As-Built Survey within ten (10) Business Days following receipt of such updated Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) or the As-Built Survey. In the event that Prudential shall object by notice to Extra Space to any new matter disclosed on the Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) and/or the As-Built Survey that is not a Permitted Exception within such ten (10) Business Day period, Extra Space shall have ten (10) Business Days after receipt of such notice to cure or cause to be cured Prudential’s objections to Prudential’s sole satisfaction and the date of the Closing shall be extended to the extent necessary to provide said additional period. In the event Extra Space is unable to so cure such objections within such period, Prudential may (i) waive such objections or (ii) terminate this Agreement by notice to Extra Space, whereupon all rights and obligations hereunder shall immediately terminate (other than as set forth in this Agreement). If the Title Commitment reveals a mortgage, security deed, lien, monetary judgment, security interest, past due tax or assessment or other similar encumbrance of a monetary nature against the Property, Extra Space agrees to pay any amount due in satisfaction of such encumbrance (or, subject to Prudential’s prior approval, otherwise cause the same to be removed as an exception in the Title Commitment), which amount, at the option of Extra Space, may be paid from the proceeds of the Purchase Price at Closing. If one or more of such encumbrances have not been satisfied as of the Closing, then Prudential is authorized to cause such encumbrances to be satisfied from the Purchase Price at Closing.

Updated Title Commitment. As required pursuant to Section 6.3(c) of this Agreement, at least fifteen (15) days but not more than sixty (60) days prior to On or before the Closing, Extra Space shall Purchaser will have the right, from time to time, to obtain (and deliver to Prudential Seller a copy of) an updated endorsement bringing the effective date of the Title Commitment for title insurance in an amount equal forward to not less than the Purchase Price to be paid by the Venture at Closing, and (ii) a most current as-built Survey of the Property, which as-built Survey must satisfy the requirements set forth in Exhibit C attached hereto date available (the “As-Built SurveyUpdated Commitment”). Without limiting If the Updated Commitment discloses any term of the definition of matters that are not Permitted Exceptions (“Permitted Exceptions” set forth above or any term of Section 7.1(eAdditional Title Defects”), Prudential then Purchaser shall have the right in its sole discretion to object to any new matter shown in such updated Additional Title Commitment Defects by providing written notice of same to Seller, within the earlier of (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitmenti) or on the As-Built Survey within ten (10) Business Days following receipt of such updated Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) or the As-Built Survey. In the event that Prudential shall object by notice to Extra Space to any new matter disclosed on the Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) and/or the As-Built Survey that is not a Permitted Exception within such ten (10) Business Day period, Extra Space shall have ten (10) Business Days after receipt of such Updated Commitment or (ii) the Closing Date. If Purchaser timely delivers notice of such Additional Title Defects to Seller, Seller will use reasonable good faith efforts to cure or cause such Additional Title Defects prior to be cured Prudential’s objections Closing; provided that Purchaser, as determined in it sole and absolute discretion, shall have the right, from time to Prudential’s sole satisfaction and the date of time, to extend the Closing shall be extended for a period not longer than 150 days in order for Seller to the extent necessary to provide said additional periodcure such Additional Title Defects. In the event Extra Space that Seller, using reasonable good faith efforts, is unable to so timely cure such objections within such periodAdditional Title Defects, Prudential may then Purchaser shall have the option of either (x) proceeding to Closing and accepting title to the Property “as is”, without diminution in the Purchase Price, or (y) terminating this Agreement by written notice to Seller, in which event this Agreement shall be cancelled, the Deposit shall be returned to Purchaser, and neither party shall have any further obligations to each other with respect to the matters contained in this Agreement, except for those matters which survive the termination of this Agreement. Notwithstanding anything in this Section 9.02 to the contrary: (i) waive such objections or Seller shall be obligated to cure any Additional Title Defects to the extent provided in the last sentence of Section 9.01 above; and (ii) terminate in the event that any Additional Title Defects are created or recorded in violation of and result in a default by Seller under the terms of this Agreement by notice to Extra SpaceAgreement, whereupon all rights and obligations hereunder shall immediately terminate (other than as set forth including, without limitation, Section 9.01 above, then nothing in this Agreement). If the Title Commitment reveals a mortgage, security deed, lien, monetary judgment, security interest, past due tax Section 9.02 shall affect Purchaser’s rights or assessment or other similar encumbrance of a monetary nature against the Property, Extra Space agrees remedies with respect to pay any amount due in satisfaction of such encumbrance (or, subject to Prudential’s prior approval, otherwise cause the same to be removed as an exception in the Title Commitment), which amount, at the option of Extra Space, may be paid from the proceeds of the Purchase Price at Closing. If one or more of such encumbrances have not been satisfied as of the Closing, then Prudential is authorized to cause such encumbrances to be satisfied from the Purchase Price at Closingdefault.

Updated Title Commitment. As required pursuant Within 5 business days following the County’s written notice to Section 6.3(c) of this AgreementSELLER that the Property has been vacated, at least fifteen (15) days but not more than sixty (60) days prior to Closing, Extra Space shall deliver to Prudential an updated Title Commitment for title insurance in an amount equal to not less than the Purchase Price to be paid by the Venture at Closing, and (ii) a current as-built Survey of the Property, which as-built Survey must satisfy the requirements set forth in Exhibit C attached hereto (the “As-Built Survey”). Without limiting any term of the definition of “Permitted Exceptions” set forth above or any term of Section 7.1(e), Prudential BUYER shall have the right in to request an update to its sole discretion to object to title insurance policy from the Title Company if BUYER obtained one during the Due Diligence Period. If the updated title insurance policy reveals that there are any new matter shown in such updated Title Commitment (including any supplemental title reports deeds, mortgages, covenants, easements, or updates to such updated Title Commitment issued restrictions on the Property that arose and were recorded after the date expiration of the Due Diligence Period and which are objectionable to BUYER (“Additional Title Defects”), then BUYER shall notify the COUNTY of such Additional Title Defects along with a copy of its updated title insurance commitment from the Title CommitmentCompany within five (5) business days’ receipt thereof. The SELLER shall thereafter have 30 days to address or on cure any such Additional Title Defects or to negotiate an appropriate amendment to this Contract to address same. If, following such 30 day period, the As-Built Survey within ten (10) Business Days following receipt of such updated SELLER is unable to cure the Additional Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) Defects or the As-Built Survey. In the event that Prudential shall object BUYER and SELLER are unable to reach an agreement on an amendment, then BUYER may terminate this Contract by giving written notice to Extra Space to any new matter disclosed on SELLER within 10 days of the Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after expiration of the date of such updated Title Commitment) and/or the AsSELLER’s 30-Built Survey that is not a Permitted Exception within such ten (10) Business Day day cure period, Extra Space in which case the Contract shall have ten be deemed terminated five (105) Business Days after receipt days following the mailing of such notice to cure or cause to be cured Prudential’s objections to Prudential’s sole satisfaction and the date Deposit shall be returned to BUYER immediately following the termination of this Contract. If BUYER fails to provide timely notice of any Additional Title Defect and/or fails to provide timely notice of it’s the termination of this Contract following the expiration of the Closing SELLER’s 30-day cure period, then BUYER shall be extended deemed to the extent necessary to provide said additional period. In the event Extra Space is unable to so cure such objections within such period, Prudential may (i) waive such objections or (ii) terminate this Agreement by notice to Extra Space, whereupon all rights and obligations hereunder shall immediately terminate (other than as set forth in this Agreement). If the have waived any claims of Title Commitment reveals a mortgage, security deed, lien, monetary judgment, security interest, past due tax or assessment or other similar encumbrance of a monetary nature against the Property, Extra Space agrees to pay any amount due in satisfaction of such encumbrance (or, subject to Prudential’s prior approval, otherwise cause the same to be removed as an exception in the Title Commitment), which amount, at the option of Extra Space, may be paid from the proceeds of the Purchase Price at Closing. If one or more of such encumbrances have not been satisfied as of the Closing, then Prudential is authorized to cause such encumbrances to be satisfied from the Purchase Price at ClosingDefects and/or for termination associated therewith.

Updated Title Commitment. As required pursuant To the extent the Escrow Agent issues any update to Section 6.3(c) the Title Commitment after the expiration of this Agreement, at least fifteen (15) days but not more than sixty (60) days the Inspection Period and prior to ClosingClosing (each an “Updated Title Commitment”), Extra Space shall deliver to Prudential an updated and such Updated Title Commitment for discloses a new exception to title insurance that was not shown in the prior Title Commitment and such matter constitutes an amount equal to not less than the Purchase Price to be paid by the Venture at ClosingObjectionable Title Matter, and (ii) a current as-built Survey of the Property, which as-built Survey must satisfy the requirements set forth in Exhibit C attached hereto (the “As-Built Survey”). Without limiting any term of the definition of “Permitted Exceptions” set forth above or any term of Section 7.1(e), Prudential Purchaser shall have the right in its sole discretion to object to any new matter shown in such updated Title Commitment within three (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) or on the As-Built Survey within ten (103) Business Days following receipt of such updated update to notify Seller in writing of Purchaser’s objection to any such new matter (an “Updated Title Commitment Defect”) shown on such Updated Title Commitment. With respect to any Updated Title Defect set forth in such notice, Seller shall have the same option to cure within the Seller Response Period (including any supplemental as applicable thereto) and Purchaser shall have the same options to accept title reports or updates subject to such updated Title Commitment issued after the date of such updated Title Commitment) matters or the As-Built Survey. In the event that Prudential shall object by notice to Extra Space to any new matter disclosed on the Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) and/or the As-Built Survey that is not a Permitted Exception within such ten (10) Business Day period, Extra Space shall have ten (10) Business Days after receipt of such notice to cure or cause to be cured Prudential’s objections to Prudential’s sole satisfaction and the date of the Closing shall be extended to the extent necessary to provide said additional period. In the event Extra Space is unable to so cure such objections within such period, Prudential may (i) waive such objections or (ii) terminate this Agreement by notice to Extra Space, whereupon all rights and obligations hereunder shall immediately terminate within the Purchaser Title Response Period (other than as applicable thereto) as set forth in Section 6.01(b) above (with all references to “Title Defect” therein to now reference “Updated Title Defect”) (for the avoidance of doubt, Purchaser’s election to terminate this AgreementAgreement as set forth in Section 6.01(b) above with respect to any Title Defect that is an Objectionable Title Matter shall entitle constitutes a Refundable Termination Right and the Deposit shall be promptly refunded to Purchaser). If Seller elects to attempt to cure any Updated Title Defect, the Closing Date shall be automatically extended by a reasonable additional time to effect such a cure (but in no event to exceed up to fifteen (15) days). If Seller elects to cure the Updated Title Defect, Seller may make arrangements satisfactory to the Escrow Agent on behalf of the Title Commitment reveals Company for the cure or removal of record of any such Updated Title Defect, including, without limitation, affirmative coverage over any Updated Title Defect, provided, however, (x) any such arrangements constituting affirmative coverage shall be subject to the prior written consent of Purchaser which may be withheld in Purchaser’s sole discretion, and (y) with respect to any Mandatory Cure Item that is a mortgage, security deed, monetary lien, monetary judgment, security interest, past due tax or assessment or other similar encumbrance of a monetary nature against the Property, Extra Space agrees to pay any amount due in satisfaction of such encumbrance (or, subject to Prudential’s prior approval, otherwise cause the same to be removed as an exception in Seller shall take whatever action is required by the Title Commitment), which amount, at Company in order for the option of Extra Space, may be paid from Title Company to issue the proceeds of the Purchase Price at ClosingTitle Policy without exception to such Mandatory Cure Item. If one or more of such encumbrances have not been satisfied as of the Closing, then Prudential is authorized to cause such encumbrances to be satisfied from the Purchase Price at Closing.AGREEMENT TO PURCHASE APARTMENTS – Page 25

Updated Title Commitment. As required pursuant On or before the Closing Date, Buyer and/or Seller may cause the Title Company to Section 6.3(cupdate the Title Commitment. If the updated Title Commitment contains exceptions that do not constitute Acceptable Encumbrances, Buyer may file written objection thereto prior to the completion of the Closing. If Buyer timely and properly files written objection(s) of this Agreementto any such item(s) other than an Acceptable Encumbrance, at least fifteen (15) days then Seller shall have the right but not more than the obligation to use reasonable diligence to remove, discharge or correct such liens, encumbrances or objections and shall have a period of sixty (60) days prior to Closing, Extra Space shall deliver to Prudential an updated Title Commitment for title insurance in an amount equal to not less than the Purchase Price to be paid by the Venture at Closing, and (ii) a current as-built Survey of the Property, which as-built Survey must satisfy the requirements set forth in Exhibit C attached hereto (the “As-Built Survey”). Without limiting any term of the definition of “Permitted Exceptions” set forth above or any term of Section 7.1(e), Prudential shall have the right in its sole discretion to object to any new matter shown in such updated Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) or on the As-Built Survey within ten (10) Business Days following receipt of such updated Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) or the As-Built Survey. In the event that Prudential shall object by notice to Extra Space to any new matter disclosed on the Title Commitment (including any supplemental title reports or updates to such updated Title Commitment issued after the date of such updated Title Commitment) and/or the As-Built Survey that is not a Permitted Exception within such ten (10) Business Day period, Extra Space shall have ten (10) Business Days after receipt of such notice thereof in which to cure do so (and if necessary the Closing Date shall be extended). Seller shall not in any event be obligated to pay any sums of money or cause to litigate any matter in order to remove, discharge or correct any lien, encumbrance or objection; provided, however, Seller shall be obligated to remove or caused to be cured Prudential’s objections removed any monetary liens consented to Prudential’s sole satisfaction and by Seller after the date of the Closing Execution Date. Any attempt by Seller to remove other title exceptions shall not impose an obligation upon Seller to remove such exceptions. If Seller shall be extended to the extent necessary to provide said additional period. In the event Extra Space is unwilling or unable to so cure remove or discharge such other liens, encumbrances or objections within such period, Prudential may then Buyer may, at its option, no later than five (i5) waive such objections days after Seller notifies Buyer of Seller’s unwillingness or (ii) inability, either terminate this Agreement by notice or accept title in its then existing condition without reduction of the Purchase Price. If Buyer shall elect to Extra Spaceterminate this Agreement, whereupon all the Xxxxxxx Money Deposit, less the Independent Consideration, shall be returned to Buyer, the Independent Consideration shall be delivered to Seller, this Agreement shall terminate, and thereafter neither Seller nor Buyer shall have any further rights or obligations hereunder except that Buyer shall remain obligated with respect to the indemnities and obligations hereunder shall immediately terminate (other than as set forth in of this Agreement)Agreement which specifically survive termination. If the updated Title Commitment reveals a mortgage, security deed, lien, monetary judgment, security interest, past due tax or assessment or contains no exceptions other similar encumbrance of a monetary nature against the Property, Extra Space agrees to pay any amount due in satisfaction of such encumbrance (or, subject to Prudential’s prior approval, otherwise cause the same to be removed as an exception in than those reflected on the Title Commitment), which amount, at the option Commitment and other Acceptable Encumbrances or if Buyer fails to give written notice of Extra Space, may be paid from the proceeds objection(s) to Seller prior to completion of the Purchase Price at Closing. If one or more of such encumbrances have not been satisfied as of the Closing, then Prudential is authorized all matters reflected on the updated Title Commitment shall be deemed Acceptable Encumbrances, this Agreement shall remain in full force and effect and Buyer shall be obligated to cause such encumbrances to be satisfied from complete the Purchase Price at Closingtransaction as required by this Agreement.