Common use of Preliminary Title Report Clause in Contracts

Preliminary Title Report. Seller agrees to provide to Buyer, within five (5) business days following the Effective Date, a copy of any existing title insurance policies which Seller may have in its possession or control covering the Real Property, together with legible copies of all exception documents referred to therein. During the Due Diligence Period, Buyer, at its expense, shall cause an examination of title to the Property to be made and a preliminary title report to be issued (the "Preliminary Title Report"), and, prior to the expiration of the Due Diligence Period, shall notify Seller of any defects in title shown by such examination that Buyer is unwilling to accept by delivering a pro forma copy of the Preliminary Title Report that reflects such unacceptable defects in title, which shall be designated as the Title Objections. Within ten (10) days after such notification, Seller shall notify Buyer whether Seller is willing to cure such defects. If Seller is willing to cure such defects, Seller shall act promptly and diligently to cure such defects at its expense. If any of such defects consist of mortgages, deeds of trust, construction or mechanics' liens, tax liens or other liens or charges in a fixed sum or capable of computation as a fixed sum, then, to that extent, and notwithstanding the foregoing, Seller shall be obligated to pay and discharge such defects at Closing. For such purposes, Seller may use all or a portion of the cash to close. If Seller is unable to cure such defects by Closing, after having attempted to do so diligently and in good faith, Buyer shall elect (1) to waive such defects and proceed to Closing without any abatement in the Purchase Price, or (2) to terminate this Agreement. Seller shall not, after the date of this Agreement, subject the Property to any liens, encumbrances, leases, covenants, conditions, restrictions, easements or other title matters or seek any zoning changes or take any other action which may affect or modify the status of title without Buyer's prior written consent. All title matters revealed by Buyer's title examination and not objected to by Buyer as provided above shall be deemed Permitted Title Exceptions. If Buyer shall fail to examine title and notify Seller of any such Title Objections by the end of the Due Diligence Period, all such title exceptions (other than those rendering title unmarketable and those that are to be paid at Closing as provided above) shall be deemed Permitted Title Exceptions. Notwithstanding the foregoing, Buyer shall not be required to take title to the Property subject to any matters which may arise subsequent to the effective date of its examination of title to the Property made during the Due Diligence Period.

Preliminary Title Report. Seller agrees to provide to Buyer, within five (5) business days following the Effective Date, a copy of any existing title insurance policies which Seller may have in its possession or control covering the Real Property, together with legible copies of all exception documents referred to therein. During Within ten (10) business days following the Due Diligence PeriodEffective Date, Buyer, at its expense, Seller shall cause an examination of title provide to the Property to be made and Buyer a preliminary title report to be issued (the "Preliminary Title Report"), and, prior Commitment. Prior to the expiration of the Due Diligence Period, Buyer shall notify Seller of any defects in title shown by such examination of the Title Commitment that Buyer in its sole and absolute discretion, is unwilling to accept by delivering a pro forma copy of the Preliminary Title Report written statement that reflects such unacceptable defects in title, which shall be designated as the Title Objections. Within ten (10) days after such notification, Seller shall notify Buyer whether Seller is willing to cure such defects. If Seller is willing to cure such defects, Seller shall act promptly and diligently to cure such defects at its expense. If any of such defects consist of mortgages, deeds of trust, construction or mechanics' , liens, tax liens or other liens or charges in a fixed sum or capable of computation as a fixed sum, then, to that extent, and notwithstanding the foregoing, Seller shall be obligated to pay and discharge such defects at Closing. For such purposes, Seller may use all or a portion of the cash payable by Buyer at Closing to closecure such defects. If Seller is unable to cure such defects by Closing, after having attempted to do so diligently and in good faith, Buyer shall elect (1) to waive such defects and proceed to Closing without any abatement in the Purchase Price, or (2) to terminate this Agreement; provided, however that Buyer may pursue any and all remedies in the event that Seller fails to cure any defect which is required to cure under the terms of this Agreement. Seller shall not, after the date of this Agreement, subject the Property to any liens, encumbrances, leases, covenants, conditions, restrictions, easements or other title matters or seek any zoning changes or take any other action which may affect or modify the status of title without Buyer's prior written consent. All title matters revealed by Buyer▇▇▇▇▇'s title examination and not objected to by Buyer ▇▇▇▇▇ as provided above shall be deemed Permitted Title Exceptions. If Buyer shall fail to examine title and notify Seller of any such Title Objections by the end of the Due Diligence Period, all such title exceptions (other than those rendering title unmarketable and those that are to be paid at Closing as provided above) shall be deemed Permitted Title Exceptions. Notwithstanding the foregoing, Buyer shall not be required to take title to the Property subject to any matters which may arise subsequent to the effective date of its examination of title to the Property made during the Due Diligence Period.

Preliminary Title Report. Seller agrees to provide to Buyer, within five (5) business days following the Effective Date, a copy of any existing title insurance policies which Seller may have in its possession or control covering the Real Property, together with legible copies of all exception documents referred to therein. During the Due Diligence Period, Buyer, at its expense, shall cause an examination of title to the Property to be made and a preliminary title report to be issued (the "Preliminary Title Report"), and, prior to the expiration of the Due Diligence Period, shall notify Seller of any defects in title shown by such examination that Buyer is unwilling to accept by delivering a pro forma copy of the Preliminary Title Report that reflects such unacceptable defects in title, which shall be designated as the Title Objections. Within ten (10) days after such notification, Seller shall notify Buyer whether Seller is willing to cure such defects. If Seller is willing to cure such defects, Seller shall act promptly and diligently to cure such defects at its expense. If any of such defects consist of mortgages, deeds of trust, construction or mechanics' liens, tax liens or other liens or charges in a fixed sum or capable of computation as a fixed sum, then, to that extent, and notwithstanding the foregoing, Seller shall be obligated to pay and discharge such defects at Closing. For such purposes, Seller may use all or a portion of the cash to close. If Seller is unable to cure such defects by Closing, after having attempted to do so diligently and in good faith, Buyer shall elect (1) to waive such defects and proceed to Closing without any abatement in the Purchase Price, or (2) to terminate this Agreement. Seller shall not, after the date of this Agreement, subject the Property to any liens, encumbrances, leases, covenants, conditions, restrictions, easements or other title matters or seek any zoning changes or take any other action which may affect or modify the status of title without Buyer's prior written consent. All title matters revealed by Buyer's title examination and not objected to by Buyer as provided above shall be deemed Permitted Title Exceptions. If Buyer shall fail to examine title and notify Seller of any such Title Objections by the end of the Due Diligence Period, all such title exceptions (other than those rendering title unmarketable and those that are to be paid at Closing as provided above) shall be deemed Permitted Title Exceptions. Notwithstanding the foregoing, Buyer shall not be required to take title to the Property subject to any matters which may arise subsequent to the effective date of its examination of title to the Property made during the Due Diligence Period.this

Preliminary Title Report. Seller agrees to provide to Buyer, within five (5) business days following the Effective Date, a copy of any existing title insurance policies which Seller may have in its possession or control covering the Real Property, together with legible copies of all exception documents referred to therein. During the Due Diligence Period, Buyerthe Purchaser, at its the Seller's expense, shall cause an examination of title to the Property to be made and a preliminary title report to be issued (the "Preliminary Title ReportPRELIMINARY TITLE REPORT"), and, prior to not later than the earlier of (i) 15 days after receipt of the completed Survey or (ii) the expiration date of the Due Diligence Period, shall notify the Seller of any defects in title shown by such examination or by the Survey that Buyer the Purchaser is unwilling to accept by delivering a written memorandum outlining such defects in title, or a pro forma copy of the Preliminary Title Report that reflects such unacceptable defects in title, which shall be designated as the Title Objections. The Purchaser agrees that UCC financing statements securing only debt in the maximum amount of $400,000 payable to Mercantile Bank, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ in connection with the purchase of golf carts shall constitute a Permitted Title Exception. Within ten (10) days after such notification, the Seller shall notify Buyer the Purchaser whether the Seller is willing to cure such defects. If the Seller is willing to cure such defects, the Seller shall act promptly and diligently to cure such defects at its expense. If any of such defects in title consist of mortgages, deeds of trust, construction or mechanics' liensmechanics Liens, tax liens Liens or other liens or charges Liens, in a fixed liquidated sum or capable of computation as a fixed liquidated sum, then, to that extent, and notwithstanding the foregoing, the Seller shall be obligated to pay and discharge such defects at ClosingClosing whether or not such title defects are referenced in the Purchaser's written memorandum, and a failure to do so shall constitute a default by the Seller hereunder. For such purposes, the Seller may use all or a portion of the cash to closePurchase Price. If the Seller is unable to cure such any other defects by Closing, after having attempted to do so diligently and in good faith, Buyer the Purchaser shall elect (1) to waive such defects and proceed to Closing without any abatement in the Purchase Price, or (2) to terminate this Agreement. The Seller shall not, after the date of this Agreement, subject the Property or any portion thereof, or permit the Property or any portion thereof to be subjected, to any liens, encumbrancesLiens, leases, covenants, conditions, restrictions, easements or other title matters or seek any zoning changes or take any other action which may affect or modify the status of title without Buyerthe Purchaser's prior written consentconsent which may be withheld in the Purchaser's sole and absolute discretion, except the transfer of sewer lines and roads as set forth in SCHEDULE 2.2(d) which shall be subject to the Purchaser's reasonable approval. All title matters revealed by Buyerthe Purchaser's title examination during the Due Diligence Period and not objected to by Buyer the Purchaser as provided above shall be deemed Permitted Title Exceptions. If Buyer shall fail to examine title and notify Seller of any such Title Objections by the end of the Due Diligence Period, all such title exceptions (other than those rendering title unmarketable and those that are to be paid at Closing as provided above) shall be deemed Permitted Title Exceptions. Notwithstanding the foregoing, Buyer except as provided in the second preceding sentence, the Purchaser shall not be required to take title to the Property subject to any matters which may arise subsequent to the effective date of its examination of title to the Property made during the Due Diligence Period.