Common use of Buyer’s Objections Clause in Contracts

Buyer’s Objections. If Buyer fails to object timely, then the Title Commitment shall be deemed approved by Buyer. If Buyer's Objections are timely made, Seller will use commercially reasonable efforts to cure the matters covered by Buyer's Objections on or before the date which is thirty (30) days from the expiration of the Inspection Period or will advise Buyer, in writing, of Seller’s election not to so cure. If Seller is unable or unwilling to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing prior to the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and to have elected to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object thereto.

Buyer’s Objections. If Within fifteen (15) days of Buyer’s receipt of the Survey from Seller and the final Commitment, together with all applicable exception documents, Buyer fails may notify the Seller in writing of any objections to any matters disclosed by the Commitment or the Survey (“Objections”). Buyer’s failure to make Objections within such time period will constitute a waiver of Buyer’s right to object timely, then thereto. Upon receipt of notice from Buyer of the Title Commitment shall be deemed approved by Buyer. If Buyer's Objections are timely madeObjections, Seller will use commercially reasonable efforts shall promptly undertake to cure such Objections and shall diligently prosecute the matters covered by Buyer's Objections on or before same to completion; provided, however, that Seller shall have the date which is thirty right, but not the obligation, to cure any non-monetary Objections. Within ten (3010) days from after the expiration of Seller receives the Inspection Period or will advise BuyerObjections, in writingthe Seller shall notify the Buyer as to which non- monetary Objections, of Seller’s election not if any, the Seller has elected to so cure (the “Cure Notice”). The Seller agrees to diligently proceed to cure any non-monetary Objections that the Seller elects to cure. If any non-monetary Objections that Seller is unable or unwilling elected to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing are not cured at least fifteen (15) days prior to the expiration Closing Date, Buyer will have the right, upon providing Seller written notice no later than ten (10) days prior to Closing, to: (i) Waive the uncured Objections and proceed to Closing, with such waived Objections becoming “Permitted Exceptions” to title; or (ii) Terminate this Purchase Agreement by delivering written notice thereof to the Seller. If, prior to Closing, Buyer learns of any lien or encumbrance against any of the date which is thirty (30) days from Private Development Site, or any other title defect that was not disclosed on the expiration Commitment and notifies Seller of the Inspection Period shall so notify Buyer and Buyersame in writing (a “Later Objection”), within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling the right, but not the obligation, to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminate, with the exception such Later Objection. Upon receipt of the obligations which expressly survive termination notice of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and to have elected to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything to the contrary contained in this AgreementLater Objection, Seller shall pay all monetary liens have such time as set forth in Section 4(b) above to provide a Cure Notice with respect to such Later Objection and encumbrances (up the procedure set forth in Section 4(b) with respect to Objections shall apply with respect to such Later Objection. If the amount of the Purchase Price) prior Seller fails to or at Closing and so cure any Later Objection that Seller elected to cure, Buyer shall have no obligation the right to object thereto.take any of the actions specified above in (i) or

Buyer’s Objections. If Buyer fails to object timely, then Within fifteen (15) days after receiving the last of the Title Commitment Evidence, Buyer will make written objections ("Objections") to the form and/or contents of the Title Evidence. Buyer's failure to make Objections within such time period will constitute waiver of Objections. Any matter shown on such Title Evidence and not objected to by Buyer shall be deemed approved by Buyera "Permitted Encumbrance" hereunder. If Buyer's Objections are timely made, Seller will shall use commercially reasonable its best efforts to cure the matters covered Objections, but such efforts shall not postpone the Closing. To the extent an Objection can be satisfied by Buyer's the payment of money, Buyer shall have the right to apply a portion of the cash payable to Seller at the Closing to satisfaction of such Objection and the amount so applied shall reduce the amount of cash payable to Seller at the Closing. If the Objections are not cured by the Closing Date, Buyer will have the option to: (1) Terminate this Agreement and receive a refund of the Xxxxxxx Money and the interest accrued and unpaid on or before the date which is thirty Xxxxxxx Money, if any; and (302) days Withhold from the expiration Purchase Price an amount which, in the reasonable judgement of Title, is sufficient to assure cure of the Inspection Period or Objections. Any amount so withheld will advise Buyerbe placed in escrow with the Title, in writing, of Seller’s election not to so pending such cure. If Seller is unable or unwilling to does not cure the matters covered by Buyer's such Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing prior to the expiration of the date which is thirty within ninety (3090) days from after such escrow is established, Buyer may then cure such Objections and charge the expiration costs of the Inspection Period shall so notify Buyer and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction in including reasonable attorney's fees) against the Purchase Price) or (b) cancel this Agreement, whereuponescrowed amount. If such escrow is established, the Xxxxxxx Money Deposit shall parties agree to execute and deliver such documents as may be returned reasonably required by Title, and Seller agrees to Buyer pay the charges of Title to create and all rights and liabilities arising hereunder shall automatically terminate, with administer the exception of escrow. (3) Waive the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and proceed to have elected to proceed with the Transaction on the terms and conditions of this Agreementclose. Notwithstanding anything to the contrary contained in this herein, Buyer understands that the real property is subject to a Tax Increment Financing Agreement, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object thereto.

Buyer’s Objections. If Buyer fails On or before the Closing Date, Buyers will make written objections ("Objections") to object timely, then the form and/or contents of the Title Commitment Evidence. Buyers' failure to make Objections within such time period will constitute waiver of Objections. Any matter shown on such Title Evidence and not objected to by Buyers shall be deemed approved by Buyera "Permitted Encumbrance" hereunder. If Buyer's Objections are timely made, Seller will Sellers shall use commercially reasonable their best efforts to cure the matters covered by Buyer's correct any Objections on or before the a date which is thirty ten (3010) days from after the expiration receipt by the Seller of such objection and, in such event, the Closing Date with respect to such Motel shall be extended as necessary to allow the applicable Seller to satisfy such Objection. To the extent an Objection or any matter related to survey, UCC searches, and affirmative insurance referred to in Section 6.2 can be satisfied by the payment of money, Buyers shall have the right to apply a portion of the Inspection Period or will advise Buyercash payable to Sellers at the closing up to a maximum of $25,000 per Motel to satisfaction of such Objection, in writing, and the amount so applied shall reduce the amount of Seller’s election not cash payable to so cureSellers at the Closing. If Seller is unable or unwilling to cure (i) the matters covered by Buyer's Objections are not cured on or before such date upon terms the Closing Date, or (ii) if the survey or UCC searches referred to in Section 6.2 are not acceptable to Buyer in Buyer's sole and absolute discretiondiscretion or the Buyer cannot obtain the affirmative insurance referred to in Section 6.2, then Sellerthen, in writing prior such event, Buyers will have the option to do any of the following: 6.3.1. Terminate this Agreement with respect to the expiration Motel that is the subject of the date which Objection and to reduce the Purchase Price accordingly; or/and 6.3.2. Withhold from the Purchase Price an amount which, in the reasonable judgment of the Title Company, is thirty sufficient to assure cure of the Objections or allow the Buyer to obtain an adequate survey or satisfactory UCC searches or to obtain the affirmative insurance coverages all as described in Section 6.2 up to a maximum amount of $25,000 per Motel. Any amount so withheld will be placed in escrow with the Title Company, pending such cure. If Sellers do not cure such Objections within sixty (3060) days from after such escrow is established, Buyers may then cure such Objections and charge the expiration costs against the escrowed amount. The parties agree to execute and deliver such documents as may be reasonably required by the Title Company, and Sellers agree to pay the charges of the Inspection Period shall so notify Buyer Title Company to create and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of administer the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling escrow; or 6.3.3. Waive the objections and proceed to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and to have elected to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object theretoclose.

Buyer’s Objections. If Within ten (10) business days of the date of Buyer’s receipt of all Title Evidence, Buyer fails will make written objections (“Objections”) to object timely, then the form and/or contents of the Title Commitment and Survey. If the foregoing 10 business-day period occurs beyond the Due Diligence Period (or if Title Evidence is not delivered within the Due Diligence Period), Buyer shall retain the foregoing 10 business-day period to review such Title Evidence and provide its Objections. However, Buyer shall use reasonable efforts to provide its Objections within the Due Diligence Period if such Title Evidence has been produced. Any matter shown on such Title Evidence and not specifically waived or objected to by Buyer within the time periods set forth herein shall be deemed approved by Buyera “Permitted Encumbrance” hereunder. If Buyer's Objections are timely made, Seller will use commercially reasonable efforts to cure the matters covered by Buyer's Objections on or before the date which is thirty (30) days from the expiration of the Inspection Period or will advise Buyer, in writing, of Seller’s election not to so cure. If Seller is unable or unwilling to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing prior to the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within have five (5) Business Days from days after receipt of Seller's noticethe Objections to cure or insure over, time being to the sole satisfaction of Buyer, the Objections (“Seller Title Cure Period”), during which period the Closing will be postponed, if necessary. To the extent an Objection is an involuntary lien, judgment, mortgage, deed of trust, mechanic’s lien or the like, and such Objection can be cured by the payment of money, Buyer shall have the right to apply a portion of the essencecash payable to Seller at Closing to satisfaction of such Objection if consented to in writing in advance by Seller, shalland the amount so applied shall reduce the amount of cash payable to Seller at Closing. If the Objections are not cured or insured over to the sole satisfaction of Buyer within the applicable Seller Title Cure Period during any part of the Due Diligence Period, in writing, Buyer will have the option to do either (a) waive such of Buyer's Objections the following as Seller shall have been unable or unwilling to cure (without its sole recourse: 4.2.1. Terminate this Agreement and receive a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, refund of the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminatethe interest accrued on the Xxxxxxx Money, with if any. 4.2.2. Waive the exception of the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and proceed to have elected to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object theretoClosing.

Buyer’s Objections. Within twenty (20) days after receiving the last of the Title Evidence, Buyer shall make written objections (the “Objections”) to the form and/or contents of the Title Evidence, including the Permitted Encumbrances. Buyer’s failure to make Objections within such time period will constitute a waiver of Objections. Any matter shown on such Title Evidence and not objected to by Buyer shall be a Permitted Encumbrance hereunder. Seller will have sixty (60) days after receipt of the Objections to advise Buyer in writing what, if any, Objections, Seller agrees to cure. Unless Seller specifically agrees to cure an Objection, Seller is not obligated to cure any Objection, except to cause the Property to be released from liens resulting from debt obligations created, allowed or suffered by Seller. If Buyer an Objection based on a debt obligation created, allowed or suffered by Seller can be satisfied with the payment of money and Seller fails to object timelysatisfy same by the Closing Date, then Buyer shall have the Title Commitment right to apply a portion of the cash payable to Seller at the Closing to satisfaction of such Objection and the amount so applied shall be deemed approved by Buyerreduce the amount of cash payable to Seller at the Closing. If Buyer's Objections are timely madeSeller agrees to cure one or more Objections, Seller will use commercially reasonable efforts shall have twenty (20) days after the date it agrees to cure the matters covered by Buyer's Objections on or before to complete same, during which time the date which is thirty Closing Date, if it intervenes during that period, shall be postponed until seven (307) days from after the expiration of the Inspection Period or cure period. If the Objections that Seller agrees to cure are not cured within the twenty (20) day cure period, Buyer will advise Buyer, have the option to do any of the following: (1) Terminate this Agreement; in writing, which case the Deposit shall remain the property of Seller’s election not to so cure. If Seller is unable or unwilling to cure ; or (2) Waive the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing prior to the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and proceed to have elected close. (3) As to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything Objections that Seller has specifically agreed to the contrary contained in this Agreementcure, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to seek specific performance or at Closing and Buyer shall have no obligation to object theretoits actual damages resulting from Seller’s default.

Buyer’s Objections. If Buyer fails to object timely, then the Title Commitment shall be deemed approved by Buyer. If Buyer's Objections are timely made, Seller will use commercially reasonable efforts to cure the matters covered by Buyer's Objections on or before the date which is Within thirty (30) days from the expiration of the Inspection Period or will advise Buyer, in writing, of Seller’s election not to so cure. If Seller is unable or unwilling to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing prior to the expiration of the date which is thirty (30) days from the expiration of Buyer’s receipt of the Inspection Period shall so notify Buyer and BuyerTitle Evidence, but in any event within five (5) Business Days from receipt 60 days after the date of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereuponBuyer will make written objections (“Objections”) to the form and/or contents of the Title Commitment. Any matter shown on such Title Evidence and not specifically waived or objected to by Buyer within the time periods set forth herein shall be deemed a “Permitted Encumbrance” hereunder. Seller will have fifteen (15) days after receipt of the Objections to cure or insure over, to the sole satisfaction of Buyer, the Objections (“Seller Title Cure Period”), during which period the Closing will be postponed, if necessary. To the extent an Objection is an involuntary lien, judgment, mortgage, deed of trust, mechanic’s lien or the like, and such Objection can be cured by the payment of money, Buyer shall have the right to apply a portion of the cash payable to Seller at Closing to satisfaction of such Objection if consented to in writing in advance by Seller, and the amount so applied shall reduce the amount of cash payable to Seller at Closing. If the Objections are not cured or insured over to the sole satisfaction of Buyer within the applicable Seller Title Cure Period during any part of the Due Diligence Period, Buyer will have the option to do either of the following as its sole recourse: 4.2.1. Terminate this Agreement and receive a refund of the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminatethe interest accrued on the Xxxxxxx Money, with if any. 4.2.2. Waive the exception of the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and proceed to have elected to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object theretoClosing.

Buyer’s Objections. If Buyer fails to object timely, then will make any objections it may have regarding the Title Commitment and any Schedules thereto within ten (10) days of receiving the Title Commitment. Buyer’s failure to make Objections within such period will constitute a waiver of Objections with respect to matters disclosed in the Title Commitment and the Schedules thereto. Any specific matter shown in the Title Commitment and the Schedules thereto and not objected to by Buyer shall be deemed approved by included as a “Permitted Exception” hereunder. In the event Buyer. If Buyer's Objections are timely made’s objection to any exceptions or defects set forth in the Title Commitment and the Schedules thereto, Seller will use commercially reasonable efforts to cure the matters covered by Buyer's Objections on or before the date which is thirty shall have five (305) days from the expiration delivery of the Inspection Period or will advise Buyer’s notice to notify Buyer, in writing, that: (i) Seller will cause the disapproved exceptions to be removed from the policy of Seller’s election not title insurance to so cure. If Seller is unable or unwilling to cure the matters covered by Buyer's Objections be issued in favor of Buyer on or before such date upon terms acceptable Closing; or (ii) that Seller will not eliminate the disapproved exceptions. If Seller: (i) notifies Buyer, in writing, that Seller will not eliminate the objected to Buyer exceptions on or before Closing; or (ii) Seller does not notify Buyer, in Buyer's sole and absolute discretionwriting, that Seller will cause the objected to exceptions to be eliminated on or before Closing, then Sellerthis Agreement shall terminate, in writing prior and neither Buyer nor Seller shall have any further rights, duties, or obligations hereunder except that the Xxxxxxx Money previously paid by Buyer together with any interest accrued thereon, shall be immediately refunded by the Closing Agent to Buyer, unless within three (3) days of the earlier of (i) the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within said five (5) Business Days from receipt of Seller's noticeday period, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction in the Purchase Price) or (bii) cancel this Agreementthe date that Seller notifies Buyer that Seller will not eliminate the objected to exceptions, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer waives its objections and all rights and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyer’s Objections and to have elected elects to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything Closing subject to the contrary contained in this Agreement, objected to exceptions. The title exceptions approved as provided herein shall be included as Permitted Exceptions. Objections to be discharged by Seller shall pay all monetary liens and encumbrances (up to the amount may be paid out of the Purchase Price) prior to or purchase money received at Closing and Buyer shall have no obligation to object theretodate of Closing.

Buyer’s Objections. If Within ten (10) days after receiving the last of the Title Evidence, Buyer fails shall make written objections (“Objections”) to the form and or contents of the Title Evidence; provided, however, that Buyer shall not be obligated to object timelyto any mortgages, then mechanics and other monetary liens created during Seller’s period of ownership of the Property (collectively, "Monetary Liens"), which Monetary Liens shall be satisfied or released by Seller at or prior to Closing. Buyer’s failure to make Objections within such time will constitute a waiver of Objections. Any matter shown on such Title Commitment Evidence and not objected to by Buyer shall be deemed approved by an additional “Permitted Encumbrance” hereunder. Within ten (10) days after receipt of Buyer’s Objections (“Response Deadline”), Seller shall notify Buyer if Seller will undertake to cure each of the Objections prior to Closing. If Buyer's Objections are timely made, Seller will use commercially reasonable efforts fails to cure respond by the matters covered by Buyer's Objections on Response Deadline or before the date which is thirty (30) days from the expiration of the Inspection Period or will advise Buyer, in writing, of Seller’s election not to so cure. If notifies Buyer that Seller is unable or unwilling to cure the matters covered by Buyer's satisfy one or more Objections on (except for Monetary Liens, which Seller hereby agrees shall be removed at or before such date upon terms acceptable prior to Buyer in Buyer's sole and absolute discretionClosing), then SellerBuyer may either (x) terminate this Agreement by providing Seller with a written termination notice within ten (10) days after the Response Deadline, in writing prior to the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, event the Xxxxxxx Money Deposit shall be returned to Buyer and all rights this Agreement will be of no further force and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which effect except as expressly survive termination of set forth in this Agreement. If , or (y) waive the objections and proceed to the Closing on the Closing Date, in which case such matters shall be additional “Permitted Encumbrances.” In the event Buyer does not provide its election notice timelyterminate this Agreement within ten (10) days after the Response Deadline, then Buyer shall will be deemed to have waived such uncured Buyer’s Objections and to have elected to proceed with the Transaction on the terms and conditions of this Agreementoption (y) herein. Notwithstanding anything If Seller notifies Buyer prior to the contrary contained Response Deadline that Seller will undertake to cure an Objection, but fails to cure such objection prior to Closing, then Buyer may either terminate this Agreement by providing Seller with a written termination notice prior to Closing, in which event the Xxxxxxx Money shall be returned to Buyer and this Agreement will be of no further force and effect except as expressly set forth in this Agreement, Seller shall pay all monetary liens or waive the objections and encumbrances (up proceed to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object theretoClosing.

Buyer’s Objections. If Buyer fails to object timely, then the Title Commitment shall be deemed approved by Buyer. If Buyer's Objections are timely made, Seller will use commercially reasonable efforts to cure the matters covered by Buyer's Objections on or before the date which is Within thirty (30) days from after receiving the expiration last of the Inspection Period Title Evidence and the Survey, Xxxxx will notify Seller of any objections to the form and/or contents of the Title Evidence or will advise Buyer, the Survey but in writing, of Seller’s election not to so cure. If Seller is unable or unwilling to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing all events prior to the expiration of the date which is thirty initial 365 day Due Diligence Period (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of “Objections”). Buyer's failure to make Objections as Seller shall have been unable within such time period will constitute waiver of any Objections. Any matter shown on such Title Evidence or unwilling Survey and not objected to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which expressly survive termination of this Agreement. If Buyer does not provide its election notice timely, then by Buyer shall be deemed to have waived such uncured Buyer’s Objections and to have elected to proceed with the Transaction on the terms and conditions of this Agreementa “Permitted Encumbrance” hereunder. Notwithstanding anything to the contrary contained herein, Buyer shall not be required to object to the following items encumbering the Property: mortgage, deed of trust, judgment lien, federal tax lien, or other liens securing a monetary obligation, the standard exceptions, and any exceptions to title created by Seller and not reflected in the Title Evidence; and such liens shall not be a Permitted Encumbrance, and Seller shall have the obligation to remove such liens at Closing. Seller will have ten (10) business days after receipt of the Objections to provide written notice of Seller’s response to the Objections; provided, Seller’s failure to provide such response shall be deemed to be Seller’s election not to endeavor to cure any Objections. Seller may, but shall be under no obligation to, cure or endeavor to cure any Objections. If Seller elects to cure or endeavor to cure all or any of the Objections, Seller will have thirty (30) days after receipt of the Objections to cure the same at or prior to Closing, during which period the Closing will be postponed, if necessary. If the Objections are not cured within such period, Buyer will have the option to do any of the following: 8.2.1. Terminate this Agreement, and notwithstanding anything to the contrary herein, receive a refund of the Xxxxxxx Money (and the interest earned on the Xxxxxxx Money, if any), in which event neither Buyer nor Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to have any further duties or at Closing and Buyer shall have no obligation to object thereto.obligations under this Agreement, except as otherwise provided herein; or

Buyer’s Objections. If Buyer fails to object timely, then Within ten (10) days after receiving the last item of the Title Commitment Evidence and any revisions, endorsements and/or supplements thereto, as the case may be, Buyer shall be deemed approved by Buyer. If Buyer's Objections are timely made, notify Seller will use commercially reasonable efforts of any objections (“Objections”) to cure the matters covered by Buyer's Objections on or before the date which is thirty (30) days from the expiration form and/or contents of the Inspection Period or Title Evidence. Buyer’s failure to make Objections within such time period will advise Buyer, in writing, of Seller’s election not to so cure. If Seller is unable or unwilling to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing prior to the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such constitute a waiver of Buyer's Objections as Seller shall have been unable or unwilling ’s right to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which expressly survive termination of this Agreementmake Objections. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured Buyerautomatically made Objections to any mortgage, judgment, tax lien, mechanic’s lien and any other monetary lien against the Property (collectively “Monetary Liens”). Any matter disclosed by the Title Evidence and not objected to by Buyer shall be a “Permitted Encumbrance” hereunder. Seller will have thirty (30) days after receipt of the Objections (the “Cure Period”) to cure the Objections, during which the Closing will be postponed as necessary; provided, however, that Seller shall pay Monetary Liens out of proceeds from Closing on the Closing Date if they are not satisfied prior thereto. If the Cure Period expires prior to the Closing Date, Buyer shall have the right to extend the Cure Period to the Closing Date. Seller shall use commercially reasonable efforts to correct any Objections (other than Monetary Liens, which shall be paid pursuant to the foregoing) but shall not be required to expend more than $2,500.00 in doing so. If the Objections are not cured within the Cure Period, Buyer may elect any of the following options by providing written notice thereof to Seller and to have elected Title Company: (i) Terminate this Agreement within ten (10) days after the expiration of the Cure Period. Upon receipt of such notice from Buyer, Title Company shall promptly return the Xxxxxxx Money to proceed Buyer in accordance with the Transaction on provisions of the terms and conditions of this Escrow Agreement. Notwithstanding anything to the contrary contained in Upon such return, neither Seller nor Buyer shall have any further rights or obligations under this Agreement, Seller shall pay all monetary liens except for the Surviving Covenants; or (ii) Waive the Objections and encumbrances (up to close the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object theretotransaction contemplated by this Agreement as if such Objections had not been made.

Buyer’s Objections. If Prior to the expiration of the Inspection Period, Buyer fails may make written objections (“Objections”) thereto. In the event the Title Evidence is not timely delivered, Buyer shall receive a day for day extension to the Inspection Period, with respect to the rights set forth under this Section 9.2 only, for each day the Title Evidence is delivered beyond the deadline set forth in Sections 9.1.1 and 9.1.2 above. Buyer shall also have the right to object timely, then to the Title Commitment from time to time after such period if, by subsequent endorsement, the Title Commitment is amended; provided, however, the amended Objections shall be deemed approved delivered to Seller prior to the Closing Date and shall be limited to new matters not already disclosed in the previously provided Title Commitment. Buyer’s failure to make Objections within such time periods will constitute a waiver of Objections. Any matter shown on such Title Evidence and not objected to by BuyerBuyer shall be a “Permitted Encumbrance” hereunder. If Buyer's Objections are timely madeNotwithstanding the foregoing, Buyer shall not be obligated to object to monetary liens or encumbrances which may be removed by the payment of money at Closing. Within five (5) business days following Seller’s receipt of the Objections, Seller will use commercially reasonable efforts shall notify Buyer in writing whether it intends to cure any of the matters covered by Buyer's Objections on or before the date which is Objections. Seller shall be allowed not less than thirty (30) days from the expiration after receipt of the Inspection Period or Objections to cure the Objections (the “Seller Cure Period”), during which period the Closing Date will advise Buyerbe postponed, in writingif necessary. Seller may, of Seller’s election not but shall have no obligation, to so curecure any Objections. If In the event Seller determines at any time that it is unable or unwilling to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable an Objection, Seller shall give written notice to Buyer in Buyer's sole and absolute discretionBuyer may, then Sellerat its option, in writing prior terminate this Agreement upon written notice delivered DMNORTH #7708141 v4 to the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, Seller but only if given within five (5) Business Days from days following Buyer’s receipt of Seller's notice’s notice or the Closing Date, time being of the essencewhichever is earlier, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction in the Purchase Price) or (b) cancel this Agreement, whereupon, and upon so doing the Xxxxxxx Money Deposit and all accrued interest thereon shall be immediately returned to Buyer. To the extent an Objection can be satisfied by the payment of money, Buyer and all rights and liabilities arising hereunder shall automatically terminate, with have the exception right to apply a portion of the obligations which expressly survive termination cash payable to Seller at the Closing to satisfaction of this Agreementsuch Objection, and the amount so applied shall reduce the amount of cash payable to Seller at the Closing. If the Objections are not cured within the Seller Cure Period, Buyer does will have the option to be exercised by delivering written notice to Seller within five (5) days of the expiration of the Seller Cure Period to terminate this Agreement by giving written notice thereof to Seller, and upon so doing the Xxxxxxx Money, and the interest accrued and unpaid on the Xxxxxxx Money, if any, shall be immediately returned to Buyer. If such notice is not provide its election notice timelytimely delivered, then Buyer shall be deemed to have waived such the uncured Buyer’s Objections and shall perform this Agreement according to have elected to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation to object theretoits terms.

Buyer’s Objections. If Buyer fails to object timely, then the Title Commitment shall be deemed approved by Buyer. If Buyer's Objections are timely made, Seller will use commercially reasonable efforts to cure the matters covered by Buyer's Objections on or before the date which is Within thirty (30) days from after receiving the expiration last item of the Inspection Period or will advise BuyerTitle Evidence, in writing, of Seller’s election not to so cure. If Buyer shall notify Seller is unable or unwilling to cure the matters covered by Buyer's Objections on or before such date upon terms acceptable to Buyer in Buyer's sole and absolute discretion, then Seller, in writing prior of any objections (“Objections”) to the expiration of the date which is thirty (30) days from the expiration of the Inspection Period shall so notify Buyer and Buyer, within five (5) Business Days from receipt of Seller's notice, time being of the essence, shall, in writing, either (a) waive such of Buyer's Objections as Seller shall have been unable or unwilling to cure (without a reduction matters disclosed in the Purchase Price) or (b) cancel this Agreement, whereupon, the Xxxxxxx Money Deposit shall be returned to Buyer and all rights and liabilities arising hereunder shall automatically terminate, with the exception of the obligations which expressly survive termination of this AgreementTitle Evidence. If Buyer does not provide its election notice timely, then Buyer shall be deemed to have waived such uncured automatically made Objections to any mortgage, judgment, tax lien, mechanic’s lien and any other monetary lien against the Real Property (collectively “Monetary Liens”). Seller shall have twenty (20) days after receipt of Buyer’s Objections to cure the Objections, during which period the Closing will be postponed if and as necessary without cost to have elected Buyer. With respect to proceed with the Transaction on the terms and conditions of this Agreement. Notwithstanding anything any update to the contrary contained in this AgreementTitle Commitment and/or the Survey, Seller shall pay all monetary liens and encumbrances (up to the amount of the Purchase Price) prior to or at Closing and Buyer shall have no obligation ten (10) business days after Buyer’s receipt of the applicable updated Title Commitment and/or Survey to notify Seller of any Objections; provided that Buyer shall not have the right to object to any matters that were shown on a previous Title Commitment and/or Survey and not timely objected to by Buyer. Seller shall use all reasonable efforts to remedy or otherwise resolve any Objections to Buyer’s satisfaction, and, if applicable, payment of the Monetary Liens out of proceeds from Closing on the Closing Date if they are not satisfied prior thereto.. At Closing, Buyer shall have the right to require endorsement(s) to the Title Policy. If, after using all reasonable efforts, Seller is unable to resolve Buyer’s Objections to Buyer’s satisfaction prior to the Closing Date, Buyer shall have the right to require affirmative coverage in form acceptable to Buyer insuring Buyer in full over the Objections at Seller’s expense. If the Objections are not cured prior to the Closing Date, Buyer will have the option to do any of the following by notice provided to Seller: