Good and Indefeasible Title Clause Samples
The 'Good and Indefeasible Title' clause ensures that the seller or grantor guarantees the property being transferred is free from any defects, claims, or encumbrances that could challenge the buyer's ownership. In practice, this means the seller must have clear legal ownership and the right to transfer the property, and that no undisclosed liens, mortgages, or third-party interests exist. This clause protects the buyer by ensuring they receive full, uncontested ownership, thereby preventing future disputes or losses related to title defects.
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Good and Indefeasible Title. At the Closing, Cherokee and the State shall convey to Purchaser, by the Deeds (as defined below), fee simple title to the Property, free and clear of any and all liens, encumbrances, conditions, easements, rights-of-way, assessments and restrictions, except for the following (collectively, the “Permitted Exceptions”):
1. General real estate taxes and assessments for the year of closing and subsequent years.
2. Matters indicated in the Title Commitment which are not objected to by Purchaser or as to which Purchaser’s objections are waived or deemed waived.
3. A reservation of all mineral interests owned by Cherokee and the State in the Property, but with a waiver of all rights by Cherokee and the State to use the surface of the Property for mineral exploration or production purposes.
4. Any other matters expressly contained herein.
Good and Indefeasible Title. Seller has good and indefeasible title to the Property, subject only to the exceptions to title set forth in the Title Commitment;
Good and Indefeasible Title. Section 5.01. Conveyance................................................. 9 Section 5.02. Owner Policy............................................... 10 ARTICLE VI Closing -------
Section 6.01. Closing.................................................... 10 Section 6.02. Seller's Obligations....................................... 10 Section 6.03. Purchaser's Obligations.................................... 12 Section 6.04. Possession................................................. 12
Good and Indefeasible Title. Company has good and indefeasible title in fee simple to the Real Property reflected as being owned by it on Schedule 4.26 subject to the covenants, easements, encroachments, restrictive covenants, rights-of-way, servitudes, or other interests or rights which burden such Real Property which do not materially effect the current use of such Real Property.
Good and Indefeasible Title. At the Closing, Seller will have good and indefeasible title to the Developed Land, the Undeveloped Land, the Roadway Land and the Improvements, subject only to the Permitted Exceptions. Notwithstanding the foregoing, Purchaser agrees that in the event of a partial or complete failure of title, Purchaser shall make reasonable efforts to collect any losses incurred by Purchaser from the Title Company, Escrow Agent, Chicago and Rattikin before pursuing any claim against Seller. Reasonable efforts to collect losses from the Title Company, Escrow Agent, Chicago and Rattikin shall include pursuing litigation in appropriate courts of law, until a final non-appealable judgment is issued. If (i) a final non-appealable judgment is issued in favor of Purchaser, (ii) the party responsible for the payment of the judgment fails to pay same within ninety (90) days after the entry of the final non-appealable judgment, and (iii) Seller is legally liable for the partial or complete failure of the title, then Seller shall pay the amount of such judgment and Purchaser's reasonable third party costs incurred in connection with obtaining the final non-appealable judgment, subject to the condition that Purchaser assigns to Seller all of its rights and claims against the responsible parties under such final non-appealable judgment.
Good and Indefeasible Title