Common use of Updated Title Commitment Clause in Contracts

Updated Title Commitment. On or before the Closing, Purchaser will have the right, from time to time, to obtain (and deliver to Seller a copy of) an endorsement bringing the effective date of the Title Commitment forward to the most current date available (the “Updated Commitment”). If the Updated Commitment discloses any matters that are not Permitted Exceptions (“Additional Title Defects”), then Purchaser shall have the right to object to such Additional Title Defects by providing written notice of same to Seller, within the earlier of (i) 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 such Additional Title Defects prior to Closing; provided that Purchaser, as determined in it sole and absolute discretion, shall have the right, from time to time, to extend the Closing for a period not longer than 150 days in order for Seller to cure such Additional Title Defects. In the event that Seller, using reasonable good faith efforts, is unable to timely cure such Additional Title Defects, 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) 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) 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, including, without limitation, Section 9.01 above, then nothing in this Section 9.02 shall affect Purchaser’s rights or remedies with respect to such default.

Updated Title Commitment. On or before Within 5 business days following the ClosingCounty’s written notice to SELLER that the Property has been vacated, Purchaser will BUYER shall have the right, right to request an update to its title insurance policy from time to time, to obtain (and deliver to Seller a copy of) an endorsement bringing the effective date of the Title Commitment forward to Company if BUYER obtained one during the most current date available (the “Updated Commitment”)Due Diligence Period. If the Updated Commitment discloses updated title insurance policy reveals that there are any matters deeds, mortgages, covenants, easements, or restrictions on the Property that arose and were recorded after the expiration of the Due Diligence Period and which are not Permitted Exceptions objectionable to BUYER (“Additional Title Defects”), then Purchaser BUYER shall have notify the right to object to such Additional Title Defects by providing written notice of same to Seller, within the earlier of (i) ten (10) Business Days after receipt of such Updated Commitment or (ii) the Closing Date. If Purchaser timely delivers notice COUNTY of such Additional Title Defects along with a copy of its updated title insurance commitment from the Title Company within five (5) business days’ receipt thereof. The SELLER shall thereafter have 30 days to Seller, Seller will use reasonable good faith efforts to address or cure any such Additional Title Defects prior or to Closing; provided that Purchasernegotiate an appropriate amendment to this Contract to address same. If, as determined in it sole and absolute discretionfollowing such 30 day period, shall have the right, from time to time, to extend the Closing for a period not longer than 150 days in order for Seller to cure such Additional Title Defects. In the event that Seller, using reasonable good faith efforts, SELLER is unable to timely cure such the Additional Title DefectsDefects or the BUYER and SELLER are unable to reach an agreement on an amendment, 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 BUYER may terminate this Agreement Contract by giving written notice to SellerSELLER within 10 days of the expiration of the SELLER’s 30-day cure period, in which event this Agreement case the Contract shall be cancelled, deemed terminated five (5) days following the mailing of such notice and 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 BUYER immediately following the termination of this AgreementContract. Notwithstanding anything in this Section 9.02 If BUYER fails to the contrary: (i) Seller shall be obligated to cure provide timely notice of any Additional Title Defects Defect and/or fails to provide timely notice of it’s the extent provided in termination of this Contract following the last sentence expiration of Section 9.01 above; and (ii) in the event that SELLER’s 30-day cure period, then BUYER shall be deemed to have waived any Additional claims of Title Defects are created or recorded in violation of and result in a default by Seller under the terms of this Agreement, including, without limitation, Section 9.01 above, then nothing in this Section 9.02 shall affect Purchaser’s rights or remedies with respect to such defaultand/or for termination associated therewith.

Updated Title Commitment. On or before To the Closing, Purchaser will have extent the right, from time Escrow Agent issues any update to time, to obtain (and deliver to Seller a copy of) an endorsement bringing the effective date of the Title Commitment forward after the expiration of the Inspection Period and prior to the most current date available Closing (the each an “Updated Title Commitment”). If the , and such Updated Title Commitment discloses any matters a new exception to title that are was not Permitted Exceptions (“Additional shown in the prior Title Defects”)Commitment and such matter constitutes an Objectionable Title Matter, then Purchaser shall have the right to object to such Additional Title Defects by providing written notice of same to Seller, within the earlier of three (i) ten (103) Business Days after following receipt of such update to notify Seller in writing of Purchaser’s objection to any such new matter (an “Updated Commitment or (iiTitle Defect”) the Closing Dateshown on such Updated Title Commitment. If Purchaser timely delivers notice of With respect to any Updated Title Defect set forth in such Additional Title Defects to Sellernotice, Seller will use reasonable good faith efforts to cure such Additional Title Defects prior to Closing; provided that Purchaser, as determined in it sole and absolute discretion, shall have the right, from time to time, to extend the Closing for a period not longer than 150 days in order for Seller same option to cure such Additional Title Defects. In within the event that Seller, using reasonable good faith efforts, is unable to timely cure such Additional Title Defects, then Seller Response Period (as applicable thereto) and Purchaser shall have the option of either (x) proceeding same options to Closing and accepting accept title subject to the Property “as is”, without diminution in the Purchase Price, such matters or (y) terminating to terminate this Agreement by written notice within the Purchaser Title Response Period (as applicable thereto) as set forth in Section 6.01(b) above (with all references to Seller“Title Defect” therein to now reference “Updated Title Defect”) (for the avoidance of doubt, in which event Purchaser’s election to terminate this Agreement as set forth in Section 6.01(b) above with respect to any Title Defect that is an Objectionable Title Matter shall be cancelled, entitle constitutes a Refundable Termination Right and the Deposit shall be returned promptly refunded to Purchaser, and neither party shall have any further obligations ). If Seller elects 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) Seller shall be obligated attempt to cure any Additional Updated Title Defects 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 extent provided in Escrow Agent on behalf of the last sentence Title Company for the cure or removal of Section 9.01 above; and (ii) in the event that record of any Additional such Updated Title Defects are created or recorded in violation of and result in a default by Seller under the terms of this AgreementDefect, including, without limitation, Section 9.01 aboveaffirmative coverage over any Updated Title Defect, then nothing provided, however, (x) any such arrangements constituting affirmative coverage shall be subject to the prior written consent of Purchaser which may be withheld in this Section 9.02 shall affect Purchaser’s rights or remedies sole discretion, and (y) with respect to any Mandatory Cure Item that is a monetary lien, Seller shall take whatever action is required by the Title Company in order for the Title Company to issue the Title Policy without exception to such default.Mandatory Cure Item. AGREEMENT TO PURCHASE APARTMENTS – Page 25 Landings of Conroe Apartments

Updated Title Commitment. On or before the 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, Purchaser will have the right, from time to time, to obtain (and Extra Space shall deliver to Seller 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 copy of) an endorsement bringing the effective date current as-built Survey of the Title Commitment forward to Property, which as-built Survey must satisfy the most current date available requirements set forth in Exhibit C attached hereto (the “Updated CommitmentAs-Built Survey”). If Without limiting any term of the Updated Commitment discloses definition of “Permitted Exceptions” set forth above or any matters that are not Permitted Exceptions (“Additional Title Defects”term of Section 7.1(e), then Purchaser Prudential shall have the right in its sole discretion to object to any new matter shown in such Additional updated Title Defects 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 providing written 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 same to Sellersuch updated Title Commitment) and/or the As-Built Survey that is not a Permitted Exception within such ten (10) Business Day period, within the earlier of (i) Extra Space shall have ten (10) Business Days after receipt of such Updated Commitment 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) the Closing Dateterminate 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 Purchaser timely delivers notice 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 Additional encumbrance (or, subject to Prudential’s prior approval, otherwise cause the same to be removed as an exception in the Title Defects to SellerCommitment), Seller will use reasonable good faith efforts to cure such Additional Title Defects prior to Closing; provided that Purchaserwhich amount, as determined in it sole and absolute discretion, shall have the right, from time to time, to extend the Closing for a period not longer than 150 days in order for Seller to cure such Additional Title Defects. In the event that Seller, using reasonable good faith efforts, is unable to timely cure such Additional Title Defects, then Purchaser shall have at the option of either (x) proceeding to Closing and accepting title to Extra Space, may be paid from the Property “as is”, without diminution in proceeds of the Purchase Price, Price at Closing. If one or (y) terminating this Agreement by written notice to Seller, in which event this Agreement shall be cancelled, more of such encumbrances have not been satisfied as of 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) 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) 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, including, without limitation, Section 9.01 aboveClosing, then nothing in this Section 9.02 shall affect Purchaser’s rights or remedies with respect Prudential is authorized to cause such defaultencumbrances to be satisfied from the Purchase Price at Closing.

Updated Title Commitment. On or before the ClosingClosing Date, Purchaser will have the right, from time to time, to obtain (and deliver to Buyer and/or Seller a copy of) an endorsement bringing the effective date of may cause the Title Commitment forward Company to update the most current date available (the “Updated Title Commitment”). If the Updated updated Title Commitment discloses 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) to any matters that are not Permitted Exceptions (“Additional Title Defects”)such item(s) other than an Acceptable Encumbrance, then Purchaser Seller shall have the right but not the obligation to object use reasonable diligence to remove, discharge or correct such Additional Title Defects by providing written notice liens, encumbrances or objections and shall have a period of same to Seller, within the earlier of sixty (i60) ten (10) Business Days days after receipt of such Updated Commitment or notice thereof in which to do so (ii) and if necessary the Closing DateDate shall be extended). If Purchaser timely delivers notice Seller shall not in any event be obligated to pay any sums of such Additional Title Defects money or to Seller, Seller will use reasonable good faith efforts to cure such Additional Title Defects prior to Closing; provided that Purchaser, as determined in it sole and absolute discretion, shall have the right, from time to time, to extend the Closing for a period not longer than 150 days litigate any matter in order for Seller to cure such Additional Title Defects. In the event that Sellerremove, using reasonable good faith effortsdischarge or correct any lien, is unable to timely cure such Additional Title Defectsencumbrance or objection; provided, then Purchaser shall have the option of either (x) proceeding to Closing and accepting title to the Property “as is”however, 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) Seller shall be obligated to cure remove or caused to be removed any Additional Title Defects monetary liens consented to the extent provided in the last sentence of Section 9.01 above; and (ii) in the event that any Additional Title Defects are created or recorded in violation of and result in a default by Seller under after the terms 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 unwilling or unable to remove or discharge such other liens, encumbrances or objections within such period, then Buyer may, at its option, no later than five (5) days after Seller notifies Buyer of Seller’s unwillingness or inability, either terminate this Agreement or accept title in its then existing condition without reduction of the Purchase Price. If Buyer shall elect to terminate this Agreement, includingthe Xxxxxxx Money Deposit, without limitationless the Independent Consideration, Section 9.01 aboveshall be returned to Buyer, then nothing in the Independent Consideration shall be delivered to Seller, this Section 9.02 Agreement shall affect Purchaser’s terminate, and thereafter neither Seller nor Buyer shall have any further rights or remedies obligations hereunder except that Buyer shall remain obligated with respect to such defaultthe indemnities and obligations of this Agreement which specifically survive termination. If the updated Title Commitment contains no exceptions other than those reflected on the Title Commitment and other Acceptable Encumbrances or if Buyer fails to give written notice of objection(s) to Seller prior to completion of Closing, 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 complete the transaction as required by this Agreement.