Required Removal Items means, collectively, any Title Objections to the extent (and only to the extent) that the same (a) have not been caused by Buyer or any Buyer's Representatives, and (b) are either: (i) Liens evidencing monetary encumbrances (other than liens for general real estate Taxes or assessments not yet due and payable) which can be Removed by payment of liquidated amounts, (ii) liens or encumbrances (including, but not limited to, monetary liens) created by Seller or the Company after the Effective Date and not consented to or deemed consented to by Buyer; or (iii) items which Seller has agreed to Remove pursuant to Paragraph 4.3 of this Agreement.
Required Removal Items has the meaning set forth in Section 5.1(b).
Required Removal Items means, collectively, any Gap Title Objections to the extent (and only to the extent) that the same (a) have not been caused by Investor or any Investor’s Representatives, and (b) are either: (i) Liens evidencing monetary encumbrances (other than liens for non-delinquent general real estate taxes or assessments) which can be Removed by payment of liquidated amounts (such amounts, excluding amounts payable to Remove such Liens granted by Existing Members, not to exceed $1,000,000 in the aggregate) provided that in no event shall Existing Members be required to Remove any such Lien which is not related to the operation of the Property by any method other than indemnity of Existing Members or other credit worthy entity in favor of the Title Company as may be required by the Title Company (for example, unrelated items would include a judgment against such party in connection with its other operations; whereas a mechanic’s lien for work on the Property pursuant to a contract entered into by Existing Members would be related to Property operations), or (ii) Liens or encumbrances (including, but not limited to, Monetary Liens) granted by Existing Members after the Effective Date in violation of this Agreement.
Examples of Required Removal Items in a sentence
If Seller agrees to clear or remove any New Buyer Objections, then Seller shall have the right until Closing to satisfy the foregoing; however, except with respect to the Required Removal Items, a failure by Seller to do so shall not be deemed a default by Seller and Buyer’s sole remedy shall be to either waive the New Buyer Objection, without any abatement or reduction of the Purchase Price, or to terminate this Agreement on notice to Seller given no later than Closing.
Except with respect to the Required Removal Items, Seller shall not be under any obligation to remove or otherwise address any New Buyer Objections.
Seller need not discharge or release any Required Removal Items before Closing.
Seller represents that any Required Removal Items will be satisfied at Closing, and that there is sufficient equity in the Property to satisfy same.
If Existing Members fail to Remove any Gap Title Objection (other than Required Removal Items) that it has agreed to remove pursuant to subsection (A) above prior to Closing, then Investor’s sole remedy shall be to Terminate this Agreement by written notice to Existing Members prior to the Closing Date, in which case the Deposit shall be returned to Investor, and the parties shall have no further rights or obligations hereunder, except for those which expressly survive any such termination.
More Definitions of Required Removal Items
Required Removal Items means, collectively, any Title Objections to the extent (and only to the extent) that the same (a) have not been caused by Buyer or any Buyer’s Representatives, and (b) are either: (i) Liens evidencing monetary encumbrances (other than liens for non-delinquent general real estate taxes or assessments) which can be Removed by payment of liquidated amounts, but only if such Liens have been created by written instrument signed by Seller or assumed by written instrument signed by Seller, or (ii) liens or encumbrances (including, but not limited to, Monetary Liens) created by Seller after the Effective Date in violation of this Agreement.
Required Removal Items means, collectively, any exceptions to the extent (and only to the extent) that the same (a) have not been caused by Strategic or any of Strategic’s Representatives, and (b) are either: (i) Liens evidencing monetary encumbrances created by the Pre-Amendment Partnership, Existing Partners or Management LLC (other than Liens for non-delinquent general real estate taxes or assessments) which can be Removed by payment of liquidated amounts provided that in no event shall Pre-Amendment Partnership, the Existing Partners or Management LLC be required to Remove any such Lien which is not related to the operation of the Property by any method other than indemnity of the Existing Partners in favor of the Title Company (for example, unrelated items would include a judgment against such party in connection with its other operations; whereas a mechanic’s lien for work on the Property pursuant to a contract entered into by Pre-Amendment Partnership would be related to Property operations), or (ii) Liens or encumbrances (including, but not limited to, monetary Liens and judgment Liens against the Property) created by Pre-Amendment Partnership, Existing Partners or Management LLC after the Effective Date in violation of this Agreement. Schedule A – 10
Required Removal Items means, collectively, any Title Objections to the extent (and only to the extent) that the same (a) have not been caused by Buyer or any Buyer's Representatives, and (b) are either: (i) Liens evidencing monetary encumbrances (other than liens for general real estate taxes or assessments not yet due and payable) which can be Removed by payment of liquidated amounts, (ii) liens or encumbrances (including, but not limited to, monetary liens) created by Seller after the Effective Date and not consented to or deemed consented to by Buyer; or (iii) items which Seller has agreed to Remove pursuant to Paragraph 4.3 of this Agreement.
Required Removal Items means, collectively, any Title Objections to the extent (and only to the extent) that the same (a) have not been caused by Buyer or any Buyer’s Representatives, and (b) are either: (i) Liens evidencing monetary encumbrances (other than liens for non-delinquent general real estate taxes or assessments) which can be Removed by payment of liquidated amounts, but only if such Liens have been created by written instrument signed by Seller or assumed by written instrument signed by Seller and provided that in no event shall Seller be required to Remove any such Lien which is not related to the operation of the Property by any method other than indemnity of Seller in favor of the Title Company (for example, unrelated items would include a judgment against such party in connection with its other operations; whereas a mechanic’s lien for work on the Property pursuant to a contract entered into by Seller would be related to Property operations), or (ii) liens or encumbrances (including, but not limited to, Monetary Liens) created by Seller after the Effective Date in violation of this Agreement.
Required Removal Items means (a) with respect to the Tenant Improvements performed pursuant to the Work Letter any Non-Standard Improvements (as defined below), and (b) any Alteration. As used in this Section 15.2, “Non-Standard Improvements” means office improvements (such as fish tanks or interior climbing walls) which are so unusual or atypical that they are not reasonably suited for use by any successor occupant of the Premises for general office purposes. Specifically, and without limiting the generality of the foregoing, any interior Building Standard Stairs (as defined in Exhibit C-1) installed to connect the floors of the Premises, that are part of the Tenant Improvements performed pursuant to the Work Letter, shall not be considered to be Non-Standard Improvements.
Required Removal Items means (a) any financing liens created by Seller, (b) any mechanics or materialmen’s liens for work done by Seller (but specifically excluding any mechanics or materialmen’s liens for work done by or on behalf of any tenant or occupant of the Property whose Lease requires that such work be performed on a lien free basis), (c) the lien of ad valorem real or personal property taxes, assessments and governmental charges affecting all or any portion of the Property which are delinquent, (d) any judgment of record against Seller in the county or other applicable jurisdiction in which the Property is located, (e) any matters caused by Seller or any Seller affiliate after the Effective Date without Purchaser’s consent, and (f) any matter that Seller has agreed in writing to remove.
Required Removal Items means, collectively, any defects in title to the extent (and only to the extent) that the same (a) have not been caused by Buyer or any Buyer’s Representatives, and (b) are either: (i) mortgages or deeds of trust encumbering the Property or any portion thereof, (ii) other Liens evidencing monetary encumbrances (other than liens for non-delinquent general real estate taxes or assessments) which can be Removed by payment of liquidated amounts, but only if such Liens have been created by written instrument signed by Seller or its affiliate or assumed by written instrument signed by Seller or its affiliate and provided that in no event shall Seller be required to Remove any such Lien which is not related to the operation of the Property by any method other than indemnity of Seller in favor of the Title Company (for example, unrelated items would include a judgment against such party in connection with its other operations; whereas a mechanic’s lien for work on the Property pursuant to a contract entered into by Seller or its affiliate would be related to Property operations), (iii) liens or encumbrances (including, but not limited to, monetary liens) created by Seller or its affiliate after the Effective Date in violation of this Agreement, (iv) any so-called standard exceptions to the Title Policy to be removed by the Affidavit of Title to be delivered by Seller in accordance with this Agreement or (v) the matters set forth in Exhibit I attached hereto.