Material Title Exception definition

Material Title Exception shall, with respect to Real Property, refer to any title matters that in the mutually agreeable opinion of both parties diminishes the value of the Real Property individually, or when aggregated with any other title matters for all Real Property collectively, by more than One Million Dollars ($1,000,000.00).
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Material Title Exception is defined in Section 5.3(a) of this Agreement.
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Examples of Material Title Exception in a sentence

  • In the event that the Buyer delivers an Objection Notice to the Sellers as set forth in Section 8.2 and such title exception constitutes a Material Title Exception, the Sellers shall have the right, at the Sellers’ sole election, to either (a) take such action as the Sellers shall deem advisable to discharge each such Material Title Exception specified in the Objection Notice (each such exception, a “Title Objection”) or (b) decline to take such action to discharge each Title Objection.

  • Other than with respect to a Debt Removal Exception the extent that funds are needed to cure any Mandatory Removal Exception or Material Title Exception, the Seller Parties shall have the right to direct that any portion of the Estimated Initial Purchase Price or Estimated Deferred Purchase Price, as applicable, being paid at the Closing to be delivered to the applicable title company to cure same.

  • Except as expressly provided in this Agreement, the existence of any Material Title Exception shall not give rise to any right of Acquiror to exclude any assets required to be purchased hereunder or to terminate this Agreement.

  • If Purchaser fails to give an objection notice pursuant to this Section 8.8(e) with respect to any matter shown in any draft Title Commitment or Survey (or any draft update thereto) with respect to such Owned Real Property on or before the applicable Objection Date, Purchaser shall be deemed to have irrevocably waived its right to object to such matter as a Material Title Exception.

  • Except as provided in Section 2.4(b)(ii) below, if Purchaser fails to give an objection notice pursuant to this Section 2.4(b)(i) with respect to any matter shown in any Title Commitment (or any update thereto), Existing Policy, or Existing Survey (or update thereto) on or before the applicable Objection Date, Purchaser shall be deemed to have irrevocably waived its right to object to such matter as a Material Title Exception or Mandatory Removal Exception.

  • With respect to matters concerning the failure of a Core Property to be in material compliance with any Laws relating to zoning, the Purchaser Parties shall notify Seller of any such matter promptly upon obtaining actual knowledge thereof, such matter shall be treated as a Material Title Exception and the terms of Sections 2.3(d) and 2.3(e) shall apply to the affected Property.

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  • If the Purchaser Parties fail to give any such notice, the Purchaser Parties shall be deemed to have waived their right to object to such matter or to treat such matter as a Material Title Exception or Mandatory Removal Exception.

  • To the extent that funds are needed to cure any Mandatory Removal Exception or Material Title Exception, the Seller Parties shall have the right to direct that any portion of the Closing Consideration being paid at the Closing to be delivered to the Title Company to cure same.

  • To the extent that funds are needed to cure any Mandatory Removal Exception or Material Title Exception, Seller shall have the right to cause any portion of the Estimated Purchase Price being paid at Closing to be delivered to the Title Company to cure same.

Related to Material Title Exception

  • Immaterial Title Deficiencies means minor defects or deficiencies in title which do not diminish more than 2% of the aggregate value of the Oil and Gas Properties evaluated in the Reserve Report used in the most recent determination of the Borrowing Base.

  • Permitted Title Exceptions means those exceptions to title to the Real Property that are satisfactory to the Acquiror as determined pursuant to Section 2.2.

  • Permitted Exception means (a) liens for Taxes and other governmental charges and assessments which are not yet due and payable, (b) liens of landlords and liens of carriers, warehousemen, mechanics and materialmen and other like liens arising in the ordinary course of business for sums not yet due and payable, (c) other liens or imperfections on property which are not material in amount or do not materially detract from the value or the existing use of the property affected by such lien or imperfection, (d) such statements of fact and exceptions shown on any title insurance policies delivered to Global.

  • Permitted Exceptions shall have the meaning set forth in Section 4.3.

  • sectional title scheme means a scheme defined in section 1 of the Sectional Titles Act;

  • Title V means Title V of the federal Act for the Senior Community Service Employment Program for Older Americans.

  • Title Objection shall have the meaning assigned thereto in Section 8.5.

  • Existing Title Policy means, the existing title insurance policy for the Property.

  • sectional title unit means a unit defined in section 1 of the Sectional Titles Act;

  • Title Objections has the meaning ascribed to such term in Section 6.2(a).

  • Assigned Value means the Market/Offer Price, as defined in Section 7.

  • Project Title PROJECT LOCATION: PROJECT NO.:

  • Material Real Property means any fee owned Real Property located in the United States that is owned by any Loan Party with a fair market value in excess of $10,000,000 (at the Closing Date or, with respect to Real Property acquired after the Closing Date, at the time of acquisition, in each case, as reasonably estimated by the Borrower in good faith).

  • Defensible Title means, with respect to a given Asset, such ownership by Seller in that Asset that, subject to and except for Permitted Encumbrances:

  • Material Property means all Real Property owned in fee in the United States by any Credit Party, in each case, with a fair market value of $7,425,000 (as determined by the Borrower in good faith) or more, as determined (i) with respect to any Real Property owned by any Credit Party on the Closing Date, as of the Closing Date, and (ii) with respect to any Real Property acquired by a Credit Party after the Closing Date, as of the date of such acquisition.

  • Permitted Encumbrances means:

  • Title Defect Property has the meaning set forth in Section 6.2(a).

  • Owned Property has the meaning set forth in Section 4.10(a).

  • Blanket encumbrance means a trust deed or mortgage or any other lien or encumbrance,

  • Substitute Property shall have the meaning set forth in Section 2.6 hereof.

  • Leaseholder means a grantee or a person or other legal entity holding a valid lease or licence of occupation with the federal Crown for the use or occupation of land in Jasper National Park, and shall mean Canadian National Railway in respect of lots or land parcels held by Canadian National Railway, and shall mean Jasper National Park of Canada in respect to lots or land parcels held by the Crown;

  • Material Leasehold Property means a Leasehold Property reasonably determined by Administrative Agent to be of material value as Collateral or of material importance to the operations of Company or any of its Subsidiaries.

  • Owner’s Title Policy means those certain ALTA extended coverage owner’s policies of title insurance issued in connection with the closing of the Mortgage Loan insuring the Mortgage Borrower as the owner of the Property.

  • Property Owner Association Property means, for each Fiscal Year, any property within the boundaries of IA No. 1 that was owned by a property owner association, including any master or sub-association, as of January 1 of the prior Fiscal Year.

  • Transferred Real Property means (a) the Transferred Owned Real Property and (b) the premises that is subject to the Transferred Real Property Leases.

  • Permitted Real Property Encumbrances means (i) those liens, encumbrances and other matters affecting title to any Mortgaged Property listed in the applicable title policy in respect thereof (or any update thereto) and found, on the date of delivery of such title policy to the Administrative Agent in accordance with the terms hereof, reasonably acceptable by the Administrative Agent, (ii) as to any particular real property at any time, such easements, encroachments, covenants, restrictions, rights of way, minor defects, irregularities or encumbrances on title which do not, in the reasonable opinion of the Administrative Agent, materially impair such real property for the purpose for which it is held by the mortgagor or owner, as the case may be, thereof, or the Lien held by the Administrative Agent, (iii) municipal and zoning laws, regulations, codes and ordinances, which are not violated in any material respect by the existing improvements and the present use made by the mortgagor or owner, as the case may be, of such real property, (iv) general real estate taxes and assessments not yet delinquent, and (v) such other items as the Administrative Agent may consent to.