Grouped Into 19 Collections of Similar Clauses From Business Contracts
This page contains Title clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Title. From and after the Effective Date, Buyer shall have the right to order a title insurance commitment prepared in accordance with all of the terms and conditions of this Agreement (the "Title Commitment"). (a) The Title Commitment shall be prepared in accordance with the current ALTA Form, issued by First American Title Insurance Company — Milwaukee Office acceptable to Buyer (the "Title Company"), agreeing to issue, upon recording of the general warranty deed described in this Agreement, an ALTA ...owner's title insurance policy to Buyer and an ALTA Lender's title insurance policy issued to Buyer's lender(s), if applicable, in the amount of the Purchase Price insuring title to the Real Property to be in the condition called for by this Agreement and containing a "fifty-year chain-of-title search," a zoning endorsement on ALTA Form 3.1 (with parking), a survey endorsement insuring that the survey accurately depicts the Real Property (including boundaries, improvements, easements and encroachments), a contiguity endorsement, an access endorsement, an endorsement for "gap coverage," a location endorsement and an owner's comprehensive endorsement, a utility facilities endorsement, and a tax parcel endorsement; each if applicable. Seller shall cause the Title Company at or prior to Closing to down date the Title Commitment to the date and time of the recording of the Deed and provide a "title mark-up" showing the final form of the title insurance policy (including the above referenced endorsements) to be issued, which mark-up shall obligate the Title Company to issue the final title insurance policy in such form. The title mark-up and final title insurance policy shall be free from the standard requirements and exceptions and shall be subject only to liens, encumbrances or exceptions specifically approved by Buyer (the "Permitted Exceptions"). A written statement of the obligee of the amount of any lien or encumbrance to be discharged by Seller shall be provided by Seller within ten (10) days after the title evidence is furnished to Buyer. The premium for the title policy and any fees for endorsements or other services provided by the Title Company (other than the mortgagee policy, if any) shall be paid by Buyer on or before Closing. (b) Title Defects. Within ten (10) days after Buyer's receipt of the latter of the Title Commitment or the Survey (as defined in Section 6(g) below), Buyer shall object in writing to any condition of title not satisfactory to Buyer, in Buyer's sole discretion (hereinafter referred to as a "Title Defect"). If any objection is made, Seller shall have until prior to Closing in which to exercise its best efforts to correct such Title Defect. Seller's best efforts requirement in this Section shall, without limitation, obligate Seller to cure any and all Title Defects of an ascertainable monetary value. If the Title Defect cannot be corrected prior to Closing despite Seller's best efforts, or as otherwise extended by agreement of Buyer and Seller, Buyer may, at its option, (a) declare this Agreement null and void and as a result Seller shall return the Deposit together with all accrued interest forthwith to Buyer or (b) elect to accept such title as Seller is able to convey and proceed to Closing. If Buyer fails to notify Seller that Buyer is terminating 3 this Agreement pursuant to this Section within ten (10) business days after the expiration of the 10-day period, Buyer shall be deemed to have selected option (b) in the previous sentence. (c) Seller shall transfer to Buyer all of the Personal Property free of all liens and encumbrances. Seller shall, at Seller's sole cost and expense, at least three (3) days prior to Closing, deliver to Buyer documentation from Uniform Commercial Code ("U.C.C.") searches confirming that there are no U.C.C. filings against Seller which would be a lien on the Property, including the Personal Property, involved in this transaction. The searches must be dated or updated within fifteen (15) days prior to Closing.View More
Title. From and after the Effective Date, Buyer shall have the right to order a title insurance commitment prepared in accordance with all of the terms and conditions of this Agreement (the "Title Commitment"). (a) The Title Commitment shall be prepared in accordance with the current ALTA Form, issued by First American Title Insurance Company — Milwaukee Office acceptable to Buyer (the "Title Company"), agreeing during the Due Diligence Period to issue, upon recording of the general warranty deed descr...ibed in this Agreement, an ALTA owner's title insurance policy to Buyer and an ALTA Lender's title insurance policy issued to Buyer's lender(s), if applicable, in the amount of the Purchase Price insuring title to the Real Property to be in the condition called for by this Agreement and containing a "fifty-year chain-of-title search," a zoning endorsement on ALTA Form 3.1 (with parking), a survey endorsement insuring that the survey accurately depicts the Real Property (including boundaries, improvements, easements and encroachments), a contiguity endorsement, an access endorsement, an endorsement for "gap coverage," a location endorsement and an owner's comprehensive endorsement, a utility facilities endorsement, and a tax parcel endorsement; each if applicable. Seller endorsement. Buyer also shall have the right to cause the Title Company at or prior to Closing to down date the Title Commitment to the date and time of the recording of the Deed and provide a "title mark-up" showing the final form of the title insurance policy (including the above referenced endorsements) to be issued, which mark-up shall obligate the Title Company to issue the final title insurance policy in such form. The title mark-up and final title insurance policy shall be free from the standard requirements and exceptions and shall be subject only to (1) liens, encumbrances or exceptions specifically approved by Buyer and (2) those additional items set forth on the attached Schedule 1(g) (the "Permitted Exceptions"). A written statement of the obligee of the amount of any lien or encumbrance to be discharged by Seller Steele, ELFP and/or Khair shall be provided by Seller within ten (10) days after the title evidence is furnished at or prior to Buyer. Closing. The premium for the title policy and any fees for endorsements or other services provided by the Title Company (other than the mortgagee policy, if any) shall be paid by Buyer on or before Closing. (b) Title Defects. Within ten (10) days after of Buyer's receipt of the latter of the Title Commitment or the Survey (as defined in Section 6(g) 6 (g) below), and in any event prior to the expiration of the Due Diligence Period, Buyer shall object in writing to any condition of title not satisfactory to Buyer, in Buyer's sole discretion (hereinafter referred to as a "Title Defect"). If any objection is made, Seller shall notify Buyer within five (5) business days after receipt of Buyer's written objection to the Title Defects whether Seller will cure the Objections. If Seller does not respond within said period, Seller, ELFP and Khair shall be deemed to have until prior elected to Closing in which not cure the Objections. Seller shall not have any obligation to exercise its best efforts to correct such cure any Title Defect. Seller's best efforts requirement Defect except as otherwise expressly stated in this Section shall, Section. Steele shall (and, upon satisfaction of the Buy-Out Contingency, ELFP and Khair shall), without limitation, obligate Seller to cure be responsible for the payment and satisfaction and discharge of record of any and all Title Defects of an ascertainable monetary value. value to the extent not in excess of $750,000 in the aggregate for all of the Property), said amount being exclusive of deeds to secure debt and other encumbrances filed against the Property with the consent of Steele, ELFP and/or Khair. If Seller does not agree (or are deemed to not agree) to cure the Title Defect, or if the Title Defect cannot be corrected prior to Closing despite Seller's best efforts, or as otherwise extended by agreement of Buyer and Seller, the efforts that Seller may elect to undertake, Buyer may, at its option, option and as its sole and exclusive remedy, (a) declare terminate this Agreement null and void and as a result Seller Escrow Agent shall return the Deposit together with all accrued interest forthwith to Buyer Buyer, whereupon neither party shall have any obligation or liability to the other except to the a provision of this Agreement expressly survives a termination, or (b) elect to accept such title as Seller is Steele, ELFP and Khair are able to convey and proceed to Closing. Closing without abatement of or adjustment to the Purchase Price (except for Title Defects of an ascertainable monetary value). If Buyer fails to notify Seller that Buyer is terminating 3 this Agreement pursuant to this Section within ten (10) business days after of the expiration of the 10-day period, Buyer shall be deemed to have selected option (b) in the previous sentence. (c) Seller shall transfer to Buyer all of the Personal Property free of all liens and encumbrances. Seller shall, at Seller's sole cost and expense, at least three (3) days prior to Closing, deliver to Buyer documentation from Uniform Commercial Code ("U.C.C.") searches confirming that there are no U.C.C. filings against Seller which would be a lien on the Property, including the Personal Property, involved in this transaction. The searches must be dated or updated within fifteen (15) days prior to Closing.View More
Title. From and after the Effective Date, Buyer shall have the right to order has ordered a title insurance commitment prepared in accordance with all of the terms and conditions of this Agreement (the "Title Commitment"). Commitment") from Escrow Agent. (a) The Title Commitment shall be prepared in accordance with the current ALTA Form, issued by First American Title Insurance Company — Milwaukee Office acceptable to Buyer (the "Title Company"), or Texas equivalent, with the Escrow Agent agreeing to i...ssue, upon recording of the general warranty deed described in this Agreement, Deed an ALTA owner's title insurance policy to Buyer ("Title Policy"), and an ALTA Lender's title insurance policy policy, or Texas equivalent, issued to Buyer's lender(s), if applicable, in the amount of the Purchase Price insuring title to the Real Property to be in the condition called for by this Agreement and containing a "fifty-year chain-of-title search," a zoning endorsement on ALTA Form 3.1 (with parking), a survey endorsement insuring that the survey accurately depicts the Real Property (including boundaries, improvements, easements and encroachments), a contiguity endorsement, an access endorsement, an endorsement for "gap coverage," a location endorsement and an owner's comprehensive endorsement, a utility facilities endorsement, and a tax parcel endorsement; each if applicable. Agreement. Seller shall cause the Title Company Escrow Agent at or prior to Closing to down date the Title Commitment to the date and time of the recording of the Deed and provide a "title mark-up" showing the final form of the title insurance policy (including the above referenced endorsements) to be issued, which mark-up shall obligate the Title Company Escrow Agent to issue the final title insurance policy in such form. The title mark-up and final title insurance policy Title Policy shall be free from the standard requirements and exceptions exceptions, to the extent removable in Texas, and shall be subject only to the liens, encumbrances or exceptions specifically reasonably approved by Buyer (the "Permitted Exceptions"). A written statement of the obligee of the amount of any lien or encumbrance to be discharged by Seller shall be provided by Seller within ten (10) days after the title evidence is furnished to Buyer. The premium for the title policy and any fees for endorsements or other services provided by the Title Company (other than the mortgagee policy, if any) shall be paid by Buyer on or before Closing. (b) Title Defects. Within ten (10) five (5) business days after of Buyer's receipt of the latter of the Title Commitment or the Survey (as defined in Section 6(g) 5 below), but in no event prior to the expiration of the Due Diligence Period, Buyer shall object in writing to any condition of title not satisfactory to Buyer, in Buyer's sole discretion (hereinafter referred to as a "Title Defect"). Any items to which Buyer does not object within such five (5) business day period shall be deemed to be acceptable to Buyer. If any objection is made, Seller shall have until prior to Closing in which to exercise its best commercially reasonable efforts to correct such Title Defect. Defects. Seller's best commercially reasonable efforts requirement in this Section paragraph shall, without limitation, obligate Seller to cure any and all Title Defects of an ascertainable monetary value. liens caused by Seller. If the Title Defect cannot be corrected prior to Closing despite Seller's best commercially reasonable efforts, or as otherwise 3 extended by agreement of Buyer and Seller, Buyer may, at its option, option (a) declare this Agreement null and void and as a result Seller the Escrow Agent shall promptly return the Deposit Deposit, together with all accrued interest forthwith interest, to Buyer Buyer, or (b) elect to accept such title as Seller is able to convey and proceed to Closing. If Buyer fails to notify Seller that Buyer is terminating 3 this Agreement pursuant to this Section within ten (10) five (5) business days after the expiration of the 10-day period, five (5) business day period described above, Buyer shall be deemed to have selected option (b) in the previous sentence. (c) Seller shall transfer to Buyer all of the Personal Property free of all liens and encumbrances. Seller shall, at Seller's sole cost and expense, at least three (3) days prior to Closing, deliver to Buyer documentation from Uniform Commercial Code ("U.C.C.") searches confirming that there are no U.C.C. filings against Seller which would be a lien on the Property, including the Personal Property, involved in this transaction. The searches must be dated or updated within fifteen (15) days prior to Closing.View More
Title. The titles to sections or paragraphs of this Agreement are intended solely for convenience and no provision of this Agreement is to be construed by reference to the title of any section or paragraph.
Title. The titles to sections or Titles of the paragraphs of this Agreement are intended solely for convenience of reference and no provision of this Agreement is to be construed by reference to the title of any section or paragraph.
Title. The titles Titles to sections or the paragraphs of and subsections in this Agreement are intended solely for convenience and no provision of this Agreement is to be construed by reference to the title of any section paragraph or paragraph. subsection.
Title. The titles Titles to sections or paragraphs of the Sections in this Agreement are intended solely for convenience and no provision of this Agreement is to be construed by reference to the title of any section or paragraph. Section.
Title. The Company hereby employs the Executive and the Executive agrees to serve the Company as its President and Chief Executive Officer on the terms and conditions hereinafter set forth.
Title. The Company hereby employs the Executive Executive, and the Executive agrees to serve the Company Company, as its President and Chief Executive Officer on the terms and conditions hereinafter set forth.
Title. At Closing, Seller agrees to convey to Buyer fee simple marketable title to the Property by special warranty deed, free and clear of all liens, defects of title, conditions, easements, assessments, restrictions, and encumbrances except for Permitted Exceptions (as hereinafter defined).
Title. At Closing, Seller agrees to convey to Buyer fee simple marketable title to the Property by special limited warranty deed, free and clear of all tenancies, leases, liens, defects of title, conditions, easements, assessments, restrictions, and encumbrances except for Permitted Exceptions (as hereinafter defined).
Title. At Closing, Seller agrees to convey to Buyer fee simple marketable title to the each Property by special warranty deed, free and clear of all liens, defects of title, conditions, 9 easements, assessments, restrictions, and encumbrances except for Permitted Exceptions (as hereinafter defined).
Title. Employee shall serve as Senior Vice President, Chief Financial Officer, of the Company. Employee's duties shall be the usual and customary duties of the offices in which Employee serves. Employee shall report to the Chief Executive Officer or such other person as the Chief Executive Officer shall designate from time to time. The Board of Directors and/or the Chief Executive Officer of the Company may change employee's title, position and/or duties at any time.
Title. Employee shall serve as Senior Vice President, Chief Financial Officer, Executive Officer of the Company. Employee's duties shall be the usual and customary duties of the offices in which Employee serves. Employee shall report to the Chief Executive Officer of Callaway Golf Company ("Callaway") or such other person as the Chief Executive Officer of Callaway shall designate from time to time. The Board of Directors and/or the Chief Executive Officer of the Company Callaway may change employee's t...itle, position and/or duties at any time. View More
Title. You will serve as interim Chief Accounting Financial Officer of the Company reporting directly to the Company's Chief Financial Operating Officer.
Title. I will hold title to my interest as follows: { } Common Ownership Property { } Joint Tenants with Right Survivorship { } Tenants in Common {X } Individually { } Other: (Corporation, Trust, Etc., please indicate) (Note: Subscribers should seek the advice of their attorneys in deciding in which of the above forms they should take ownership of the Shares, since different forms of ownership can have varying gift tax and other consequences, depending on the state of the investor's domicile and their ...particular personal circumstances. For example, in common ownership property states, if common ownership property assets are used to purchase Shares held in individual ownership, this might have adverse gift tax consequences. If OWNERSHIP IS BEING TAKEN IN JOINT NAME WITH A SPOUSE OR ANY OTHER PERSON, THEN ALL SUBSCRIPTION DOCUMENTS MUST BE EXECUTED BY ALL SUCH PERSONS.)View More
Title. I will hold title to my interest as follows: { } Common Ownership Community Property { } Joint Tenants with Right Survivorship { } Tenants in Common {X 7 { } Individually { } Other: (Corporation, Trust, Etc., please indicate) (Note: Subscribers should seek the advice of their attorneys in deciding in which of the above forms they should take ownership of the Shares, since different forms of ownership can have varying gift tax and other consequences, depending on the state of the investor's domic...ile and their particular personal circumstances. For example, in common ownership community property states, if common ownership community property assets are used to purchase Shares held in individual ownership, this might have adverse gift tax consequences. If OWNERSHIP IS BEING TAKEN IN JOINT NAME WITH A SPOUSE OR ANY OTHER PERSON, THEN ALL SUBSCRIPTION DOCUMENTS MUST BE EXECUTED BY ALL SUCH PERSONS.) View More
Title. Seller shall convey title to the Assets to Buyer by bill of sale (the "Bill of Sale") and quitclaim assignment ("Quitclaim Assignment") in substantially the forms attached hereto as Exhibit C and Exhibit D, and as approved by the Bankruptcy Court, free and clear of all liens, claims, licenses, encumbrances and interests pursuant to Section 363 of the Bankruptcy Code.
Title. Seller shall convey title to the Assets to Buyer by bill of sale (the "Bill of Sale") and quitclaim assignment ("Quitclaim Assignment") in substantially the forms attached hereto as Exhibit C Exhibits "C" and Exhibit D, "D," and as approved by the Bankruptcy Court, free and clear of all liens, claims, licenses, encumbrances and interests pursuant to Section 363 of the Bankruptcy Code.
Title. Buyer, within three (3) business days' of the last parties' execution of this Agreement, shall order an updated title insurance commitment, along with underlying documents to include any easement or declarations/CAM affecting the Property, for an Owner's Title insurance policy. Closing will be conditioned on the agreement of the Title Company to issue an Owner's pol icy of title insurance dated as of the Closing Date, in an amount equal to the Purchase Price, insuring that Buyer will own insurab...le title to the Property subject only to: the Title Company's standard exceptions; current real property taxes and assessments; survey exceptions; the rights of parties in possession pursuant to the Lease; all matters of public record; and other items disclosed to Buyer during the Review Period. Buyer shall be allowed five (5) business days after receipt of said commitment and survey for examination and the making of any objections to marketability thereto, said objections to be made in writing 4 Fresenius - Gretna, LA or deemed waived. If any objections are so made, Seller shall be allowed sixty (60) days to cure such objections and make such title marketable or, in the alternative, to obtain a commitment for insurable title insuring over Buyer's objections. If Seller shall decide to make no efforts to make title marketable, or is unable to make title marketable or obtain insurable title, (after execution by Buyer of such documents reasonably requested by Seller to evidence the termination hereof) Buyer's Earnest Money will be returned and this Agreement shall be null and void and of no further force and effect. Seller has no obligation to spend any funds or make any effort to satisfy Buyer's objections, if any. Pending satisfaction of Buyer's objections, the payments hereunder required shall be postponed, but upon satisfaction of Buyer's objections and within ten (10) days after written notice to the Buyer of satisfaction of Buyer's objections, the parties shall perform this Agreement according to its terms.View More
Title. Buyer, Seller shall, at its sole expense, within three (3) business days' seven (7) days of the last parties' execution Effective Date of this Agreement, shall order an updated title insurance commitment, along with underlying documents to include including any easement or declarations/CAM affecting the Property, for an ALTA Owner's Title title insurance policy. Closing will be conditioned on the agreement of the Title Company to issue an a Standard Owner's pol icy of title insurance Title Insur...ance Policy, dated as of the Closing Date, closing date, in an amount equal to the Purchase Price, insuring that Buyer will own insurable title to the Property subject only to: the Title Company's standard exceptions; current real property taxes and assessments; survey exceptions; the rights of parties in possession pursuant to the Lease; all matters of public record; and other items disclosed to Buyer during the Review Period. Buyer may, at its sole expense, order an updated ALTA survey. Buyer shall be allowed five (5) business twenty-five (25) days after receipt of said commitment and survey for examination and the making of any objections to marketability thereto, said objections to be made in writing 4 Fresenius - Gretna, LA or deemed waived. If any objections are so made, Seller shall be allowed sixty (60) days until Closing to cure such objections and make such title marketable or, in the alternative, to obtain a commitment for insurable title insuring over Buyer's objections. If Seller shall decide to make no efforts to make title marketable, or is unable to make title marketable or obtain insurable title, title in the time allowed hereunder, (after execution by Buyer of such documents reasonably requested by Seller to evidence the termination hereof) Buyer's Earnest Money will be returned returned, and this Agreement shall be null and void and of no further force and effect. Seller has no obligation to spend any funds or make any effort to satisfy Buyer's objections, if any. 4 Red Robin- Colorado Springs, CO Pending satisfaction of Buyer's objections, the payments hereunder required shall be postponed, but upon satisfaction of Buyer's objections and within ten (10) days after written notice to the Buyer of satisfaction of Buyer's objections, the parties shall perform this Agreement according to its terms. View More
