Common use of Form of Deed Clause in Contracts

Form of Deed. City shall convey on the closing date a marketable title to Buyer evidenced by a good and sufficient Quitclaim Deed conveying good and indefeasible fee simple title to the Property, free and clear of all encumbrances and rights of possession whatsoever, except the following: (i) Such restrictions, conditions, limitations, covenants, reservations and easements of record, if any, and real estate taxes and assessments, both general and special, accrued not yet due and payable. After this Agreement has been executed, the Buyer at its cost shall order a commitment for title insurance for the Property (“Commitment”) from the Escrow Agent identified below. Upon receipt of the Commitment with legible copies of all the so-called “show items”, the Buyer shall review the same and notify the City within fifteen (15) days after receipt if it shall not accept the encumbrances which affect the Property as listed in the Commitment. If the Buyer notifies the City that it will not accept all such encumbrances within said fifteen (15) day period, the Buyer shall in such notice list the encumbrances to which it has objection and the City shall have the right but not the duty within a thirty (30) day period from the date of the notice to remove such encumbrances. Unless the City removes such encumbrance(s) within such thirty (30) day period , then either, at Buyer's option, (i) this Agreement shall thereupon terminate and the parties thereafter shall have no liability hereunder, or (ii) Buyer shall accept the title as provided in the Commitment, and all such encumbrances shall be deemed to be accepted by Buyer, and Buyer shall proceed to Closing and accept such encumbrances of record provided all other conditions herein are satisfied or waived in writing. Failure by ▇▇▇▇▇ to deliver such notice within said fifteen (15) day period shall be deemed a waiver of this title condition. Notwithstanding anything to the contrary herein stated, ▇▇▇▇▇ is not required to object to any monetary liens which encumber the Property and the City shall cause all mortgage, judgment, tax, mechanic and other monetary liens which encumber the Property to be discharged at Closing. (ii) Taxes and assessments accrued but not yet due and payable; and (iii) Zoning ordinances.

Form of Deed. The City shall convey on the closing date a or cause to be conveyed, marketable title to Buyer evidenced by a good and sufficient Quitclaim Deed conveying good and indefeasible fee simple insurable title to the Property, free and clear of all encumbrances and rights of possession whatsoever, except the following: (i) Such restrictions, conditions, limitations, covenants, reservations and easements of record, if any, and real estate taxes and assessments, both general and special, accrued not yet due and payable. After this Agreement has been executed, the Buyer at its cost shall order a commitment for title insurance for the Property (“Commitment”) from the Escrow Agent identified below. Upon receipt of the Commitment with legible copies of all the so-called “show items”, the Buyer shall review the same and notify the City within fifteen (15) days after receipt if it shall not accept the encumbrances which affect the Property as listed in the Commitment. If the Buyer notifies the City that it will not accept all such encumbrances within said fifteen (15) day period, the Buyer shall in such notice list the encumbrances to which it has objection and the City shall have the right but not the duty within a thirty (30) day period from the date of the notice to remove such encumbrances. Unless the City removes such encumbrance(s) within such thirty (30) day period , then either, at Buyer's option, (i) this Agreement shall thereupon terminate and the parties thereafter shall have no liability hereunder, or (ii) Buyer shall accept the title as provided in the Commitment, and all such encumbrances shall be deemed to be accepted by Buyer, and Buyer shall proceed to Closing and accept such encumbrances of record provided all other conditions herein are satisfied or waived in writing. Failure by ▇▇▇▇▇▇▇ to deliver such notice within said fifteen (15) day period shall be deemed a waiver of this title condition. Notwithstanding anything Street Municipal Parking Lot to the contrary herein stated, Redeveloper by quit claim deed (“▇▇▇▇▇▇▇ is not required Street Municipal Parking Lot Deed”) upon payment of the purchase price by the Redeveloper as set forth herein. Such conveyance and title shall, in addition to object the conditions subsequent provided for in Section 19.8 hereof, and to all other conditions, covenants, easements and restrictions set forth or referred to elsewhere in this Agreement, be subject to no other liens or encumbrances except the following: the Redevelopment Plan; all of the terms of this Agreement; regulatory requirements imposed by the federal state, county, municipal and/or other local agencies, commissions, boards, bureaus, officials and other governmental departments or quasi-governmental authorities having jurisdiction over the Redevelopment Plan, the Project Site, this Agreement and/or any monetary liens which encumber of the Property and parties hereto; installments of real property taxes of the City shall cause all mortgage, judgment, tax, mechanic and other monetary liens which encumber the Property to be discharged at Closing. (ii) Taxes and assessments accrued but not yet due and payablepayable after the date of conveyance; and such state of facts as an accurate survey or personal inspection would reveal, provided same do not render title unmarketable; zoning and planning rules and regulations of the City; and an easement enabling the general public to have perpetual access to and use of the Public Parking Spaces on the Project Site.; and an easement in favor of the First Taxing District of the City of Norwalk dated September 13, 1962 and recorded in Volume 586 at Page 97 of the Norwalk Land Records. Subject to the foregoing, title shall be marketable and insurable. After the Execution Date, the City agrees not to enter into any future leases for the ▇▇▇▇▇▇▇ Street Municipal Parking Lot unless such lease is subject to cancellation by the City upon thirty (iii30) Zoning ordinancesdays prior written notice.

Form of Deed. City The Board shall convey on to the closing date a Redeveloper good, clear, record and marketable title to Buyer evidenced the Property by a good quitclaim deed (hereinafter called the “Deed”). Such conveyance shall, in addition to the condition subsequent provided for in Section 704 of Exhibit (1) The terms and sufficient Quitclaim Deed conveying good conditions of the Urban Renewal Plan; (2) The MOB Special Permit and indefeasible fee simple the Residential Special Permit (as defined in Section 4 herein); (3) The Conservation Restriction and Public Access Easement in the form attached hereto as Exhibit E; (4) Those exceptions to title to noted in Schedule B, Section II of an Owner’s Policy of Title Insurance covering, in part, the Property, free issued by Connecticut Attorneys Title Insurance Company and clear of all encumbrances and rights of possession whatsoever, except the following:attached to this Agreement as Exhibit G; (i5) Such restrictionsIf the Residential Component or any portion thereof is to consist of condominiums, conditionsa restriction (which, limitationsin addition to the Deed, covenantsshall also be placed in the Master Deed) stating that, reservations and easements of record, if any, and real estate taxes and assessments, both general and special, accrued not yet due and payable. After this Agreement has been executedexcepting the first sale, the Buyer at its cost second and each subsequent sale of each residential unit comprising a portion of the Residential Component shall order be subject to the payment to the Town of Arlington of a commitment transfer fee (“Transfer Fee”) equal to 1.25 percent of the purchase price as stated in the deed for title insurance each sale, such payment to be forwarded to the Town, in care of the Town’s Treasurer, immediately following the recording of each such deed with the Middlesex County Registry of Deeds. Notwithstanding the foregoing, any residential unit comprising a portion of the Residential Component and considered to be affordable for the Property (“Commitment”) purposes of the Project shall be exempt from the Escrow Agent identified belowTransfer Fee. Upon receipt The Transfer Fee shall be solely the obligation of the Commitment with legible copies seller of all the so-called “show items”, the Buyer shall review the same and notify the City within fifteen (15) days after receipt if it shall not accept the encumbrances which affect the Property as listed in the Commitment. If the Buyer notifies the City that it will not accept all such encumbrances within said fifteen (15) day period, the Buyer shall in such notice list the encumbrances to which it has objection residential unit and the City shall have the right but not the duty within a thirty (30) day period from the date of the notice to remove such encumbrances. Unless the City removes such encumbrance(s) within such thirty (30) day period , then either, at Buyer's option, (i) this Agreement shall thereupon terminate and the parties thereafter Redeveloper shall have no liability hereunderobligations in connection therewith other than to make certain that the first sale by Redeveloper of a residential unit shall refer to the restriction and covenant with respect to the Transfer Fee in a manner consistent with this Agreement; (6) If the Residential Component or any portion thereof is to consist of rental units, or Regulatory Agreement(s) regulating the Affordable Units and Middle Income Affordable Units (iias such terms are defined in Exhibit C) Buyer shall accept in form and substance reasonably satisfactory to the title as provided Parties and, in the Commitmentcase of the Regulatory Agreement for the Affordable Units, also in form and all such encumbrances shall be deemed substance reasonably satisfactory to be accepted by BuyerDHCD (collectively, the “Rental Regulatory Agreement”);; (7) If the Residential Component or any portion thereof is to consist of condominiums, Regulatory Agreement (s) and Buyer shall proceed to Closing Deed Restriction(s) regulating and accept such encumbrances of record provided all other conditions herein are satisfied or waived restricting the Affordable Units and the Middle Income Affordable Units in writing. Failure by ▇▇▇▇▇ to deliver such notice within said fifteen (15) day period shall be deemed a waiver of this title condition. Notwithstanding anything form and substance reasonably satisfactory to the contrary herein statedParties and, ▇▇▇▇▇ is not required in the case of the Affordable Units, also in form and substance reasonably satisfactory to object to any monetary liens which encumber DHCD (collectively, the Property and the City shall cause all mortgage, judgment, tax, mechanic and other monetary liens which encumber the Property to be discharged at Closing. (ii) Taxes and assessments accrued but not yet due and payable“Home Ownership Regulatory Agreement”); and (iii8) Such easements as may be required for the Residential Component and MOB Component to operate under separate ownership, such easements to be reasonably satisfactory to the Parties. A final plan suitable for recording shall be prepared by the Redeveloper, agreed upon by the Parties, and recorded and filed, along with the Conservation Restriction and Public Access Easement, not later than the earliest to occur of (i) Zoning ordinances.the issuance of the final Certificate of Occupancy for the last residential unit to be developed as a part of the Residential Component,

Form of Deed. The City shall convey on the closing date a or cause to be conveyed, marketable title to Buyer evidenced by a good and sufficient Quitclaim Deed conveying good and indefeasible fee simple insurable title to the Property, free and clear of all encumbrances and rights of possession whatsoever, except the following: (i) Such restrictions, conditions, limitations, covenants, reservations and easements of record, if any, and real estate taxes and assessments, both general and special, accrued not yet due and payable. After this Agreement has been executed, the Buyer at its cost shall order a commitment for title insurance for the Property (“Commitment”) from the Escrow Agent identified below. Upon receipt of the Commitment with legible copies of all the so-called “show items”, the Buyer shall review the same and notify the City within fifteen (15) days after receipt if it shall not accept the encumbrances which affect the Property as listed in the Commitment. If the Buyer notifies the City that it will not accept all such encumbrances within said fifteen (15) day period, the Buyer shall in such notice list the encumbrances to which it has objection and the City shall have the right but not the duty within a thirty (30) day period from the date of the notice to remove such encumbrances. Unless the City removes such encumbrance(s) within such thirty (30) day period , then either, at Buyer's option, (i) this Agreement shall thereupon terminate and the parties thereafter shall have no liability hereunder, or (ii) Buyer shall accept the title as provided in the Commitment, and all such encumbrances shall be deemed to be accepted by Buyer, and Buyer shall proceed to Closing and accept such encumbrances of record provided all other conditions herein are satisfied or waived in writing. Failure by ▇▇▇▇▇▇ to deliver such notice within said fifteen (15) day period shall be deemed a waiver of this title condition. Notwithstanding anything Street Municipal Parking Lot to the contrary herein stated, Redeveloper by quit claim deed (“▇▇▇▇▇▇ is not required Street Municipal Parking Lot Deed”) upon payment of the purchase price by the Redeveloper as set forth herein. Such conveyance and title shall, in addition to object the conditions subsequent provided for in Section 19.8 hereof, and to all other conditions, covenants, easements and restrictions set forth or referred to elsewhere in this Agreement, be subject to no other liens or encumbrances except the following: the Redevelopment Plan; all of the terms of this Agreement; regulatory requirements imposed by the federal state, county, municipal and/or other local agencies, commissions, boards, bureaus, officials and other governmental departments or quasi-governmental authorities having jurisdiction over the Redevelopment Plan, the Project Site, this Agreement and/or any monetary liens which encumber of the Property and parties hereto; installments of real property taxes of the City shall cause all mortgage, judgment, tax, mechanic and other monetary liens which encumber the Property to be discharged at Closing. (ii) Taxes and assessments accrued but not yet due and payablepayable after the date of conveyance; and such state of facts as an accurate survey or personal inspection would reveal, provided same do not render title unmarketable; zoning and planning rules and regulations of the City; an easement enabling the general public to have perpetual access to and use of the Public Parking Spaces on the Project Site; Reservation contained in a deed from The Fifty-Nine Street Corporation to The Norwalk Parking Authority dated July 23, 1954 and recorded in Volume 411 at page 135 of the Norwalk Land Records; Reservations and Agreements contained in a deed from Nordray Realty Corporation to Norwalk Parking Authority dated August 2, 1954 and recorded in Volume 464 at page 206 of the Norwalk Land Records; Right and right of access set forth in a deed from Norwalk Parking Authority to Nordray Realty Corporation dated August 15, 1954 and recorded August 20, 1954 in Volume 464 at page 106 of the Norwalk Land Records; an easement in favor of the general public recorded in Volume 177 at Page 190 of the Norwalk Land Records; ▇▇▇▇▇ from Norwalk Parking Authority to Fairfield County Savings Bank dated January 20, 1967 and recorded January 24, 1967 in Volume 675 at page 409 of the Norwalk Land Records; and Agreement between the City of Norwalk and Fairfield County Bank Corp. dated January 19, 2006, as amended by First Amendment to Agreement dated October 4, 2006. Subject to the foregoing, title shall be marketable and insurable. After the Execution Date, the City agrees not to enter into any future leases for the ▇▇▇▇▇▇ Street Municipal Parking Lot unless such lease is subject to cancellation by the City upon thirty (iii30) Zoning ordinancesdays prior written notice.

Form of Deed. The City shall convey on the closing date a or cause to be conveyed, marketable title to Buyer evidenced by a good and sufficient Quitclaim Deed conveying good and indefeasible fee simple insurable title to the Property, free and clear of all encumbrances and rights of possession whatsoever, except the following: (i) Such restrictions, conditions, limitations, covenants, reservations and easements of record, if any, and real estate taxes and assessments, both general and special, accrued not yet due and payable. After this Agreement has been executed, the Buyer at its cost shall order a commitment for title insurance for the Property (“Commitment”) from the Escrow Agent identified below. Upon receipt of the Commitment with legible copies of all the so-called “show items”, the Buyer shall review the same and notify the City within fifteen (15) days after receipt if it shall not accept the encumbrances which affect the Property as listed in the Commitment. If the Buyer notifies the City that it will not accept all such encumbrances within said fifteen (15) day period, the Buyer shall in such notice list the encumbrances to which it has objection and the City shall have the right but not the duty within a thirty (30) day period from the date of the notice to remove such encumbrances. Unless the City removes such encumbrance(s) within such thirty (30) day period , then either, at Buyer's option, (i) this Agreement shall thereupon terminate and the parties thereafter shall have no liability hereunder, or (ii) Buyer shall accept the title as provided in the Commitment, and all such encumbrances shall be deemed to be accepted by Buyer, and Buyer shall proceed to Closing and accept such encumbrances of record provided all other conditions herein are satisfied or waived in writing. Failure by ▇▇▇▇▇▇ to deliver such notice within said fifteen (15) day period shall be deemed a waiver of this title condition. Notwithstanding anything Street Municipal Parking Lot to the contrary herein stated, Redeveloper by quit claim deed (“▇▇▇▇▇▇ is not required Street Municipal Parking Lot Deed”) upon payment of the purchase price by the Redeveloper as set forth herein. Such conveyance and title shall, in addition to object the conditions subsequent provided for in Section 19.8 hereof, and to all other conditions, covenants, easements and restrictions set forth or referred to elsewhere in this Agreement, be subject to no other liens or encumbrances except the following: the Redevelopment Plan; all of the terms of this Agreement; regulatory requirements imposed by the federal state, county, municipal and/or other local agencies, commissions, boards, bureaus, officials and other governmental departments or quasi-governmental authorities having jurisdiction over the Redevelopment Plan, the Project Site, this Agreement and/or any monetary liens which encumber of the Property and parties hereto; installments of real property taxes of the City shall cause all mortgage, judgment, tax, mechanic and other monetary liens which encumber the Property to be discharged at Closing. (ii) Taxes and assessments accrued but not yet due and payablepayable after the date of conveyance; and such state of facts as an accurate survey or personal inspection would reveal, provided same do not render title unmarketable; zoning and planning rules and regulations of the City; an easement enabling the general public to have perpetual access to and use of the Public Parking Spaces on the Project Site; Reservation contained in a deed from The Fifty-Nine Street Corporation to The Norwalk Parking Authority dated July 23, 1954 and recorded in Volume 411 at page 135 of the Norwalk Land Records; Reservations and Agreements contained in a deed from Nordray Realty Corporation to Norwalk Parking Authority dated August 2, 1954 and recorded in Volume 464 at page 206 of the Norwalk Land Records; Right and right of access set forth in a deed from Norwalk Parking Authority to Nordray Realty Corporation dated August 15, 1954 and recorded August 20, 1954 in Volume 464 at page 106 of the Norwalk Land Records; an easement in favor of the general public recorded in Volume 177 at Page 190 of the Norwalk Land Records; Grant from Norwalk Parking Authority to Fairfield County Savings Bank dated January 20, 1967 and recorded January 24, 1967 in Volume 675 at page 409 of the Norwalk Land Records; and Agreement between the City of Norwalk and Fairfield County Bank Corp. dated January 19, 2006, as amended by First Amendment to Agreement dated October 4, 2006. Subject to the foregoing, title shall be marketable and insurable. After the Execution Date, the City agrees not to enter into any future leases for the ▇▇▇▇▇▇ Street Municipal Parking Lot unless such lease is subject to cancellation by the City upon thirty (iii30) Zoning ordinancesdays prior written notice.