Common use of Removal of Encumbrances Clause in Contracts

Removal of Encumbrances. Buyer shall have until the date that is thirty (30) days following the Effective Date to notify Seller of any objections to matters shown on the Updated Survey or listed in the Title Commitment that are not acceptable to Buyer (the “Objection Notice”). Seller shall respond to Buyer in writing indicating what, if any action, Seller shall take with respect to any objection set forth in Buyer’s Objection Notice (“Seller’s Objection Notice Response”), and to the extent Seller has elected to cure any objection, Seller shall have until five (5) business days prior to the expiration of the Initial Due Diligence Period to have such matters removed from the Title Commitment or to cure any defects or exceptions objected to by Buyer and cause the Title Commitment to be revised and reissued without such items or to have the Title Company commit to insure against loss or damage that may be occasioned by such matters in a form and manner acceptable to Buyer in its sole discretion. Buyer shall not be required to object to any liens ("Liens") securing repayment or payment obligations listed on the Title Commitment; Seller hereby agrees that the same shall be paid in full and satisfied at Closing by Seller. Seller shall not be obligated to cure any objections except for removal of Liens, which may be done contemporaneously with Closing and from the Purchase Price payable at Closing. If Seller notifies Buyer that Seller is unable or unwilling to clear any defects or exceptions to title or if Seller agrees to cure any defects or exceptions but fails to cure the same on or before the date that is five (5) business days prior to the expiration of the Initial Due Diligence Period, Buyer shall elect to either (i) waive the same and proceed to Closing or (ii) terminate this Agreement. If Buyer elects to terminate this Agreement Title Company shall promptly refund the ▇▇▇▇▇▇▇ Money to Buyer without further demand therefor. .

Removal of Encumbrances. Promptly upon execution of this Agreement, upon request therefor by the Buyer, the Seller shall cooperate with the Buyer shall have until in the Buyer’s efforts to procure ALTA surveys of all Premises dated as of a date subsequent to the date that is thirty (30) days following the Effective Date to notify Seller of any objections to matters shown on the Updated Survey or listed this Agreement which shall be certified by a land surveyor licensed in the Title Commitment that state in which the Premises in question are not located (the “Surveys”). Promptly upon execution of this Agreement, the Buyer may, at its election, order from an insurer acceptable to the Buyer (the “Objection NoticeTitle Insurance Company”) ALTA Owner’s Preliminary Title Reports (or the local equivalent) including zoning endorsements covering the Purchased Real Property, together with copies of all documents relating to exceptions to title or leasehold interests referred to therein (collectively, the “Title Reports”) and may, at its election, order UCC search reports from all applicable jurisdictions (the “UCC Searches”). The Buyer shall give notice to the Seller of the Buyer’s disapproval of any exception or matter referred to in the Title Reports, UCC Searches or Surveys, or discovered by the Buyer as a result of a physical inspection or other examination of the Premises, and which matters or exceptions: (i) constitute any Taxes and assessments, other than ad valorem real property Taxes and assessments for the current year which are not yet due and payable; (ii) represent mortgages, deeds of trust, financing statements, mechanics’ lien claims or similar instruments of encumbrance; or (iii) interfere with the Buyer’s right to possession of or the present use of any of the Premises or adversely affect continuation by the Buyer of such present use or the value of any of such Premises when utilized in substantial conformity with such present use (such matters or exceptions are hereinafter referred to collectively as “Defects”). Any such notice of disapproval shall include a reasonably detailed description of the Defects. The Seller shall respond cure and eliminate all Defects as promptly as practicable. If the Seller is unable to Buyer in writing indicating whatcure and eliminate all such Defects before the Closing Date (which cure or elimination shall, if any actionthe Buyer so consents, Seller shall take with respect include the commitment of an insurer acceptable to any objection set forth in Buyer’s Objection Notice (“the Buyer at the Seller’s Objection Notice Response”sole cost and expense (anything to the contrary contained in Section 2.4 notwithstanding), and to endorse over any such Defects pertaining to title), the extent Seller has elected to cure any objectionBuyer may terminate this Agreement in accordance with the provisions of Section 14.1(d), Seller shall have until five (5) business days prior to or consummate the expiration of the Initial Due Diligence Period to have such matters removed from the Title Commitment or to cure any defects or exceptions objected to by Buyer and cause the Title Commitment to be revised and reissued without such items or to have the Title Company commit to insure against loss or damage that may be occasioned by such matters in a form and manner acceptable to Buyer in its sole discretion. Buyer shall not be required to object to any liens ("Liens") securing repayment or payment obligations listed on the Title Commitment; Seller hereby agrees that the same shall be paid in full and satisfied at Closing by Seller. Seller shall not be obligated to cure any objections except for removal of Liens, which may be done contemporaneously with Closing and deduct from the Purchase Price payable at Closing. If an amount equal to the amount that the Buyer and the Seller notifies agree represents the amount the Buyer that Seller is unable or unwilling reasonably expects to clear any defects or exceptions to title or if Seller agrees incur in order to cure or remove the Defect. The Seller shall not take any defects or exceptions but fails to cure action that would result in the same creation of any Defect on or before the date that is five (5) business days prior to the expiration any of the Initial Due Diligence Period, Buyer shall elect to either (i) waive the same and proceed to Closing or (ii) terminate this Agreement. If Buyer elects to terminate this Agreement Title Company shall promptly refund the ▇▇▇▇▇▇▇ Money to Buyer without further demand therefor. Premises.