Title & Survey Review in a Commercial Purchase Agreement
Title and survey review is how a buyer confirms it is actually getting clean, usable ownership — and whether the seller has to fix problems or merely may.
Last reviewed: May 26, 2026 by the BizLeaseCheck Editorial Team
General information, not legal advice.
Overview
Title review confirms that the seller can convey ownership and identifies the liens, easements, and restrictions that will burden the property. The survey shows the physical boundaries, encroachments, easements, and access.
The key negotiation is the objection-and-cure mechanism: how long the buyer has to object, and whether the seller must cure objections or may simply decline.
Topics to check
The title company issues a commitment with two key parts: Schedule B-I (requirements to close, such as payoffs and releases) and Schedule B-II (exceptions — the easements, covenants, liens, and restrictions the policy will not cover). Read every Schedule B-II exception; these define what you are actually buying.
Order the underlying documents for material exceptions (recorded easements, CC&Rs, declarations) rather than relying on the one-line description, and check that monetary liens will be paid off at closing.
A buyer wants the right to object to title and survey matters and require the seller to cure them, at least monetary liens and items the seller created. A seller wants discretion to decline, leaving the buyer to accept the exception or terminate.
Watch for "permitted exceptions" defined so broadly that the buyer effectively waives objections, and for short objection windows that expire before the survey and commitment are even delivered.
An owner’s title insurance policy protects the buyer against covered title defects; lenders require their own loan policy. Confirm who pays the premium (it varies by region and is negotiable) and which endorsements you need — for example, access, survey/ALTA, zoning, or contiguity endorsements.
A current ALTA/NSPS survey lets the title company delete the standard survey exception and add endorsements; an outdated or missing survey leaves gaps in coverage.
Key takeaways
- Read every Schedule B-II exception — they define what you are buying.
- Pull the underlying documents for material easements, covenants, and restrictions.
- Negotiate a real objection-and-cure right, especially for monetary liens.
- Beware overbroad “permitted exceptions” and short objection windows.
- Get an owner’s policy and the right endorsements; confirm who pays.
Official resources
Legal-review notes
Guide confidence marker: Medium confidence.
- Title and survey practice and customary cost allocation vary by state and region.
- Have counsel and the title company review material Schedule B exceptions and required endorsements.
Frequently asked questions
What is the difference between Schedule B-I and B-II?
Schedule B-I lists requirements the title company needs satisfied to issue the policy (such as paying off existing loans). Schedule B-II lists exceptions — matters the policy will not insure against, like recorded easements, covenants, and restrictions.
Does the seller have to fix title problems?
Only if the contract says so. Many commercial PSAs let the seller elect whether to cure objections; some require cure of monetary liens and seller-created defects. Read the objection-and-cure clause carefully.
Who pays for title insurance in a commercial deal?
It varies by region and is negotiable. In some markets the seller customarily pays the owner’s premium; in others the buyer does. The contract — not custom — controls, so confirm the allocation.