Common use of Preliminary Title Report/Survey Clause in Contracts

Preliminary Title Report/Survey. On or before (i) the expiration of five (5) Business Days following the Effective Date, Seller shall cause to be delivered to Buyer a current preliminary title report covering the Real Property, together with copies of all documents referred to as exceptions therein ("Preliminary Title Report"), from Title Insurer; and (ii) the Closing Date, Buyer shall cause a current ALTA Survey of the Real Property to be prepared by a surveyor licensed under the laws of the state where the Real Property is located, which ALTA Survey shall be in form and substance reasonably satisfactory to Buyer, and which ALTA survey shall be prepared in accordance with the 2011 ALTA/ACSM Minimum Standard Detail Requirements with such Table A items selected by Buyer and any other standards of Buyer ("Survey"). Not later than 8:00 p.m. Eastern Time on the date that is four (4) Business Days before expiration of the Investigation Period, Buyer shall have the right to notify Seller in writing ("Disapproved Title Exceptions Notice") of Buyer's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions"). In the event Buyer timely delivers to Seller a Disapproved Title Exceptions Notice, Seller shall have the right, but not the obligation (except with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer written notice ("Cure Notice") of such election not later than 8:00 p.m. Eastern Time on the date that is two (2) Business Days before expiration of the Investigation Period. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller fails to timely deliver a Cure Notice to Buyer, then Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception shall be deemed to have been cured if Seller causes such item to be removed from the record title of the Real Property and not listed as a title exception in Schedule B of the ALTA Extended Coverage Policy prior to the Closing or otherwise cures such Disapproved Title Exception as determined by Buyer in Buyer's sole and absolute discretion. In the event Seller timely elects (or is deemed to have timely elected) not to cure the Disapproved Title Exceptions, then prior to the expiration of the Investigation Period, Buyer may elect: (i) to terminate this Agreement and the Escrow pursuant to the provisions of Section 4.2 hereof; or (ii) to not terminate this Agreement and the Escrow pursuant to Section 4.3 hereof, in which case those Disapproved Title Exceptions which are not cured and which are not Monetary Obligations which Seller is obligated to cure on or before the Closing pursuant to Section 5.1(f) hereof, shall be deemed to constitute Permitted Title Exceptions. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller elects to cure one or more of the Disapproved Title Exceptions, then Seller shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event Seller: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller has elected to cure on or before the Closing Date, then Seller shall be in default under this Agreement and, in such a case, at any time on or before the Closing Date, Buyer may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a) hereof. Notwithstanding any provision in the Agreement to the contrary, pursuant to Section 5.1(e) hereof, Seller shall be obligated to cure all Monetary Obligations on or before the Closing. Fee title to the Real Property shall be conveyed by Seller to Buyer subject only to the following exceptions to title (collectively, the "Permitted Title Exceptions"): (i) Non-delinquent real and personal property taxes and assessments; (ii) The lien of supplemental taxes, if any; (iii) Any lien imposed by Buyer; (iv) The possessory rights of Tenant under the Lease; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer in accordance with the procedures and within the time periods set forth in Section 4.1(b) hereof; and (vii) All New Title Exceptions approved by Buyer pursuant to Section 4.1(c) hereof.

Preliminary Title Report/Survey. On or before (i) the expiration of five (5) Business Days following the Effective Date, Seller shall cause to be delivered to Buyer order a current preliminary title report covering the Real Property, together with copies of all documents referred to as exceptions therein ("Preliminary Title Report"), from Title Insurer; and (ii) the Closing Datedate that is ten (10) Business Days prior to the Title Objection Deadline (as defined below), Seller shall deliver to Buyer shall cause a current ALTA Survey of the Real Property to be which was prepared by a surveyor licensed under the laws of the state where the Real Property is located, which ALTA Survey shall be in form and substance reasonably satisfactory to Buyer, and which ALTA survey shall be certified to Buyer and Title Insurer and prepared in accordance with the 2011 ALTA/ACSM 2021 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys with such Table A items selected by Buyer 2, 3, 4, 6(a), 6(b), 7(a), 7(b)(1), 7(c), 8, 9, 13, 15, 16, 17, 18 and any other standards of Buyer 19, inclusive ("Survey"). Not later than 8:00 p.m. Eastern Time on the date that is four the earlier of (4i) ten (10) Business Days before expiration after receipt of the Preliminary Title Report and Survey or (ii) ten (10) Business Days prior to the last day of the Investigation PeriodPeriod (the "Title Objection Deadline"), Buyer shall have the right to notify Seller in writing ("Disapproved Title Exceptions Notice") of Buyer's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions"). In the event Buyer timely delivers to Seller a Disapproved Title Exceptions Notice, Seller shall have the right, but not the obligation (except with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer written notice ("Cure Notice") of such election not later than 8:00 p.m. Eastern Time on the date that is two (2) Business Days before expiration prior to the last day of the Investigation Period, provided such Cure Notice may also indicate that Seller does not intend to cure one or more of the Disapproved Title Exceptions. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller fails to timely deliver a Cure Notice to Buyer, then Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception shall be deemed to have been cured if Seller causes such item to be removed from the record title of the Real Property and not listed as a title exception in Schedule B of on the ALTA Extended Coverage Policy prior to the Closing or otherwise cures such Disapproved Title Exception as determined by Buyer in Buyer's sole and absolute discretion. In the event Seller timely elects (or is deemed to have timely elected) not to cure the Disapproved Title Exceptions, then prior to the expiration of the Investigation Period, Buyer may elect: (i) to terminate this Agreement and the Escrow pursuant to the provisions of Section 4.2 hereof; or (ii) to not terminate this Agreement and the Escrow pursuant to Section 4.3 hereof, in which case those Disapproved Title Exceptions which are not cured and which are not Monetary Obligations which Seller is obligated to cure on or before the Closing pursuant to Section 5.1(f5.1(e) hereof, shall be deemed to constitute Permitted Title Exceptions. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller elects to cure one or more of the Disapproved Title Exceptions, then Seller shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event Seller: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller has elected to cure on or before the Closing Date, then Seller shall not be in default under this Agreement and, in such a case, at any time on or before the Closing Date, Buyer may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.5(a) hereof, unless Seller fails to exercise commercially reasonable efforts to cure such Disapproved Title Exceptions or one or more of such Disapproved Title Exceptions are the result of a default by Seller under this Agreement, in which case Buyer may terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a) hereof. Notwithstanding any provision in the Agreement to the contrary, pursuant to Section 5.1(e) hereof, Seller shall be obligated to cure all Monetary Obligations on or before the Closing. Fee title to the Real Property shall be conveyed by Seller to Buyer subject only to the following exceptions to title (collectively, the "Permitted Title Exceptions"): (i) Non-delinquent real and personal property taxes and assessments; (ii) The lien of supplemental taxes, if any; (iii) Any lien voluntarily imposed by Buyer; (iv) The possessory rights of Tenant under the Lease; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer in accordance with the procedures and within the time periods set forth in Section 4.1(b) hereof; and (viivi) All New Title Exceptions approved by Buyer pursuant to Section 4.1(c) hereof.

Preliminary Title Report/Survey. On or before (i) the expiration of five ten (510) Business Calendar Days following the Effective Date, Seller shall cause to be delivered to Buyer a current preliminary title report covering the Real Property, together with copies of all documents referred to as exceptions therein ("Preliminary Title Report"), from Title Insurer; and (ii) the Closing Date, Buyer shall cause a current ALTA Survey of the Real Property to be prepared by a surveyor licensed under the laws of the state where the Real Property is located, which ALTA Survey shall be in form and substance reasonably satisfactory to Buyer, and which ALTA survey shall be prepared in accordance with the 2011 ALTA/ACSM Minimum Standard Detail Requirements with such Table A items selected by Buyer and any other standards of Buyer ("Survey"). Not later than 8:00 p.m. Eastern Time on the date that is four (4) Business Days before expiration of the Investigation PeriodDecember 17, 2017, Buyer shall have the right to notify Seller in writing ("Disapproved Title Exceptions Notice") of Buyer's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions"). In the event Buyer timely delivers to Seller a Disapproved Title Exceptions Notice, Seller shall have the right, but not the obligation (except with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer written notice ("Cure Notice") of such election not later than 8:00 p.m. Eastern Time on the date that is two (2) Business Days before expiration of the Investigation PeriodDecember 19, 2017. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller fails to timely deliver a Cure Notice to Buyer, then Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception shall be deemed to have been cured if Seller causes such item to be removed from the record title of the Real Property and not listed as a title exception in Schedule B of the ALTA Extended Coverage Policy prior to the Closing or otherwise cures such Disapproved Title Exception as determined by Buyer in Buyer's sole and absolute discretion. In the event Seller timely elects (or is deemed to have timely elected) not to cure the Disapproved Title Exceptions, then prior to the expiration of the Investigation Period, Buyer may elect: (i) to terminate this Agreement and the Escrow pursuant to the provisions of Section 4.2 hereof; or (ii) to not terminate this Agreement and the Escrow pursuant to Section 4.3 hereof, in which case those Disapproved Title Exceptions which are not cured and which are not Monetary Obligations which Seller is obligated to cure on or before the Closing pursuant to Section 5.1(f5.1(e) hereof, shall be deemed to constitute Permitted Title Exceptions. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller elects to cure one or more of the Disapproved Title Exceptions, then Seller shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event Seller: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller has elected to cure on or before the Closing Date, then Seller shall be in default under this Agreement and, in such a case, at any time on or before the Closing Date, Buyer may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a) hereof. Notwithstanding any provision in the Agreement to the contrary, pursuant to Section 5.1(e) hereof, Seller shall be obligated to cure all Monetary Obligations on or before the Closing. Fee title to the Real Property shall be conveyed by Seller to Buyer subject only to the following exceptions to title (collectively, the "Permitted Title Exceptions"): (i) Non-delinquent real and personal property taxes and assessments; (ii) The lien of supplemental taxes, if any; (iii) Any lien voluntarily imposed by Buyer; (iv) The possessory rights of Tenant under the Lease; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer in accordance with the procedures and within the time periods set forth in Section 4.1(b) hereof; and (viivi) All New Title Exceptions approved by Buyer pursuant to Section 4.1(c) hereof.

Preliminary Title Report/Survey. On or before (i) the expiration of five (5) Business Days following the Effective Date, Seller Buyer shall cause to be delivered to Buyer order a current preliminary title report covering the Real Property, together with copies of all documents referred to as exceptions therein ("Preliminary Title Report"), from Title Insurer; and (ii) the Closing expiration of thirty (30) Calendar Days following the Effective Date, date that is , Buyer shall cause a current ALTA Survey of the Real Property to be prepared by a surveyor licensed under the laws of the state where the Real Property is located, which ALTA Survey shall be in form and substance reasonably satisfactory to Buyer, and which ALTA survey shall be prepared in accordance with the 2011 most current ALTA/ACSM Minimum Standard Detail Requirements with such Table A items selected by Buyer and any other standards of Buyer ("Survey"). Not later than 8:00 p.m. Eastern Time on the date that is four (4) Business Days before expiration of the Investigation PeriodSeptember 10, 2021, Buyer shall have the right to notify Seller in writing ("Disapproved Title Exceptions Notice") of BuyerXxxxx's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions"). In the event Buyer timely delivers to Seller a Disapproved Title Exceptions Notice, Seller shall have the right, but not the obligation (except with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer written notice ("Cure Notice") of such election not later than 8:00 p.m. p m. Eastern Time on or before the date that is two seven (27) Business Days before expiration following Xxxxxx’s receipt of the Investigation PeriodXxxxx’s Disapproved Title Exceptions Notice. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller fails to timely deliver a Cure Notice to Buyer, then Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception shall be deemed to have been cured if Seller causes such item to be removed from the record title of the Real Property and not listed as a title exception in Schedule B of on the ALTA Extended Coverage Policy prior to the Closing or otherwise cures such Disapproved Title Exception as determined by Buyer in Buyer's sole and absolute discretion. In the event Seller timely elects (or is deemed to have timely elected) not to cure the Disapproved Title Exceptions, then prior to the expiration of the Investigation Period, Buyer may elect: (i) to terminate this Agreement and the Escrow pursuant to the provisions of Section 4.2 hereof; or (ii) to not terminate this Agreement and the Escrow pursuant to Section 4.3 hereof, in which case those Disapproved Title Exceptions which are not cured and which are not Monetary Obligations which Seller is obligated to cure on or before the Closing pursuant to Section 5.1(f5.1(c) hereof, shall be deemed to constitute Permitted Title Exceptions. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller elects to cure one or more of the Disapproved Title Exceptions, then Seller shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event Seller: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller has elected to cure on or before the Closing Date, then Seller shall be in default under this Agreement and, in such a case, at any time on or before the Closing Date, Buyer may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a) hereof. Notwithstanding any provision in the Agreement to the contrary, pursuant to Section 5.1(e5.1(c) hereof, Seller shall be obligated to cure all Monetary Obligations on or before the Closing. Fee title to the Real Property shall be conveyed by Seller to Buyer subject only to the following exceptions to title (collectively, the "Permitted Title Exceptions"): (i) Non-delinquent real and personal property taxes and assessments; (ii) The lien of supplemental taxes, if any; (iii) Any lien voluntarily imposed by BuyerXxxxx; (iv) The possessory rights of Tenant under the Lease, as amended by the Lease Amendment; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer in accordance with the procedures and within the time periods set forth in Section 4.1(b) hereof; and (viivi) All New Title Exceptions approved by Buyer pursuant to Section 4.1(c) hereof.

Preliminary Title Report/Survey. On or before (i) the expiration of five (5) Business Days following the Effective Date, Seller shall cause to be delivered to Buyer has obtained a current preliminary title report covering for title insurance to be issued by Title Company with respect to the Real PropertyLand, together with copies of all underlying title documents referred to as exceptions therein described in such preliminary title report ("Preliminary Title Report"collectively, the “PTR”). Buyer, from Title Insurer; and (ii) the Closing Dateat Buyer’s expense, Buyer shall cause a current ALTA Survey may obtain an updated survey of the Real Property (the “Survey”). (a) If Buyer does not expressly object in writing to be prepared by a surveyor licensed under any exception or other matter in the laws of PTR or Survey prior to the state where the Real Property is located, which ALTA Survey shall be in form and substance reasonably satisfactory to Buyer, and which ALTA survey shall be prepared in accordance with the 2011 ALTA/ACSM Minimum Standard Detail Requirements with such Table A items selected by Buyer and any other standards of Buyer ("Survey"). Not later than 8:00 p.m. Eastern Time on the date that is four (4) Business Days before expiration of the Investigation Inspection Period, then Buyer shall be deemed to have approved the right PTR and Survey, as applicable; provided, however, that Buyer need not object to and Seller shall be obligated to cure or cause to be cured at Closing all liens of a liquidated monetary character, including deeds of trust, mortgages, judgment liens, and mechanics’ liens (other than mechanics’ liens caused by Buyer’s activities on the Property). If Buyer disapproves of any item in the PTR and/or Survey, then Buyer shall so notify Seller in writing within one ("Disapproved Title Exceptions Notice"1) calendar day prior to expiration of the Inspection Period, specifying the reasons for Buyer's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions")’s disapproval. In the event Buyer timely delivers to Seller a Disapproved Title Exceptions Notice, Seller shall have the right, but not the obligation obligation, to notify Buyer in writing within (except 3) calendar days after Seller’s receipt of Buyer’s notice that Seller desires to have until the Closing Date in which to remove or to cure such disapproved items, and/or to obtain a bond or title commitment (or endorsement, subject to Buyer’s approval, which shall not be unreasonably withheld or delayed, and shall be deemed given to the extent the endorsement is consistent with customary practice) removing the effect of such items as exceptions from the Title Policy or Survey prior to the Close of Escrow. Seller’s failure to deliver such notice to Buyer with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer written notice ("Cure Notice") of such election not later than 8:00 p.m. Eastern Time on the date that is two (2) Business Days before expiration of the Investigation Period. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller fails to timely deliver a Cure Notice to Buyer, then Seller any disapproved item shall be deemed to have elected be an election by Seller not to so remove or to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception shall be deemed such item or obtain such a bond, title commitment or endorsement. (b) If Seller elects not to remove such title objections or Survey matters or fails to notify Buyer that it so desires to have been cured if Seller causes until the Closing Date to remove or to cure such item disapproved items, or to be removed from obtain a bond or title commitment or endorsement removing the record title effect of such items as exceptions to the Real Property and not listed as a title exception in Schedule B of the ALTA Extended Coverage Title Policy prior to the Closing or otherwise cures such Disapproved Title Exception Close of Escrow, then Buyer shall have, as determined by Buyer in Buyer's ’s sole and absolute discretion. In exclusive remedy, the event Seller timely elects right exercisable on or before three (or is deemed 3) calendar days after Seller’s election either to have timely elected) not to cure the Disapproved Title Exceptions, then prior to the expiration of the Investigation Period, Buyer may elect: (i) to terminate this Agreement and the Escrow pursuant waive such exceptions to the provisions of Section 4.2 hereof; Title Policy or (ii) Survey, as applicable, and proceed to not terminate this Agreement and the Escrow pursuant to Section 4.3 hereof, in which case those Disapproved Title Exceptions which are not cured and which are not Monetary Obligations which Seller is obligated to cure on or before the Closing pursuant to Section 5.1(f) hereof, shall be deemed to constitute Permitted Title Exceptions. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller elects to cure one or more of the Disapproved Title Exceptions, then Seller shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event Seller: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller has elected to cure on or before the Closing Date, then Seller shall be in default under this Agreement and, in such a case, at any time on or before the Closing Date, Buyer may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a) hereof. Notwithstanding any provision in the Agreement to the contrary, pursuant to Section 5.1(e) hereof, Seller shall be obligated to cure all Monetary Obligations on or before the Closing. Fee take title to the Real Property shall be conveyed by Seller (and accept the Title Policy and Survey) subject to Buyer subject only such exceptions, without any deduction from or offset to the following Purchase Price, and without any claim or cause of action against Seller, or (ii) terminate this Agreement (subject to Section 37) and the Escrow by giving written notice of such termination to Seller and to Escrow Holder. Buyer’s failure to provide Seller or Escrow Holder with written notice of termination within said 3-day period shall constitute Buyer’s election to waive the exceptions to title (collectively, the "Permitted Title Exceptions"): under (i) Non-delinquent real above. Additionally, after giving the notification in (a) above, in the event Seller is unable prior to the Closing Date to so remove or to cure any disapproved item or to obtain such a bond or a title commitment or endorsement prior to or at the Close of Escrow in accordance with Seller’s notification, Seller shall so notify Buyer, and personal property taxes Buyer shall have, as Buyer’s sole and assessments; exclusive remedy, the right, exercisable on or before five (5) days after Seller’s notice to exercise either of the options described in clause (i) or (ii) The lien above. Buyer’s failure to provide Seller or Escrow Holder with written notice of supplemental taxes, if any; termination within said five (iii5) Any lien imposed by day period shall constitute Buyer; ’s election under clause (ivi) The possessory rights of Tenant under the Lease; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer in accordance with the procedures and within the time periods set forth in Section 4.1(b) hereof; and (vii) All New Title Exceptions approved by Buyer pursuant to Section 4.1(c) hereofabove.

Preliminary Title Report/Survey. On or before (i) the expiration of five (5) Business Days following the Effective Date, Seller shall cause to be has delivered to Buyer a current preliminary copy of Seller’s title report policy covering the Real Property, together with copies of all documents referred to as exceptions therein therein, and within one (1) Business Day following the Effective Date, Buyer shall order, or cause to be ordered, a current preliminary title report ("Preliminary Title Report"), from Title Insurer; and (ii) . On or before the Closing Date, Buyer shall cause a current ALTA Survey of the Real Property to be prepared by a surveyor licensed under the laws of the state where the Real Property is located, which ALTA Survey shall be in form and substance reasonably satisfactory to Buyer, and which ALTA survey shall be prepared in accordance with the 2011 ALTA/ACSM Minimum Standard Detail Requirements with such Table A items selected by Buyer and any other standards of Buyer ("Survey"). Not later than 8:00 p.m. Eastern Time on the date that is four (4) Business Days before expiration of the Investigation PeriodMay 17, 2017, Buyer shall have the right to notify Seller in writing ("Disapproved Title Exceptions Notice") of Buyer's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions"). In the event Buyer timely delivers to Seller a Disapproved Title Exceptions Notice, Seller shall have the right, but not the obligation (except with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer written notice ("Cure Notice") of such election not later than 8:00 p.m. Eastern Time on the date that is two (2) Business Days before expiration of the Investigation PeriodMay 19, 2017. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller fails to timely deliver a Cure Notice to Buyer, then Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception shall be deemed to have been cured if Seller causes such item to be removed from the record title of the Real Property and not listed as a title exception in Schedule B of the ALTA Extended Coverage Policy prior to the Closing or otherwise cures such Disapproved Title Exception as determined by Buyer in Buyer's sole and absolute discretion. In the event Seller timely elects (or is deemed to have timely elected) not to cure the Disapproved Title Exceptions, then prior to the expiration of the Investigation Period, Buyer may elect: (iy) to terminate this Agreement and the Escrow pursuant to the provisions of Section 4.2 hereof; or (iiz) to not terminate this Agreement and the Escrow pursuant to Section 4.3 hereof, in which case those Disapproved Title Exceptions which are not cured and which are not Monetary Obligations which Seller is obligated to cure on or before the Closing pursuant to Section 5.1(f5.1(e) hereof, shall be deemed to constitute Permitted Title Exceptions. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller elects to cure one or more of the Disapproved Title Exceptions, then Seller shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event Seller: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller has elected to cure on or before the Closing Date, then Seller shall be in default under this Agreement and, in such a case, at any time on or before the Closing Date, Buyer may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a) hereof. Notwithstanding any provision in the Agreement to the contrary, pursuant to Section 5.1(e) hereof, Seller shall be obligated to cure all Monetary Obligations on or before the Closing. Fee title to the Real Property shall be conveyed by Seller to Buyer subject only to the following exceptions to title (collectively, the "Permitted Title Exceptions"): (i) Non-delinquent real and personal property taxes and assessments; (ii) The lien of supplemental taxes, if any; (iii) Any lien voluntarily imposed by Buyer; (iv) The possessory rights of Tenant under the Lease; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer in accordance with the procedures and within the time periods set forth in Section 4.1(b) hereof; and; (viivi) All New Title Exceptions approved by Buyer pursuant to Section 4.1(c) hereof; and (vii) The Purchase Option Memorandum.

Preliminary Title Report/Survey. On or before (ia) the expiration of five Within ten (510) Business Days days following the Effective Dateopening of escrow, Seller Seller, at its expense, shall cause Escrow Agent to be delivered to Buyer deliver a current preliminary title report covering (the Real Property, together with "Report") on the Property to Purchaser and Seller. The Report shall show the status of title to the Property as of the date of the Report and shall be accompanied by legible copies of all documents referred to in the Report. (b) Promptly following the delivery of the Report, Purchaser will cause an ALTA Survey of the Property (the "Survey") to be prepared by an Arizona licensed civil engineer or land surveyor, at Purchaser's expense. The Survey shall be certified to be accurate, complete, and correct to Purchaser, Seller, and Escrow Agent and shall be in a form acceptable to Escrow Agent for issuance of the Title Insurance Policy required by Paragraph 8. (c) Purchaser shall have ten (10) days (the "Review Period") following receipt of both the Report and the Survey to approve or disapprove any Survey matters and the status of title as shown by the Report and the Survey. No later than ten (10) days but no earlier than fifteen (15) days prior to Closing, Seller shall cause Escrow Agent to issue a supplemental or amended title report and if it shows additional exceptions therein to title (an "Preliminary Title Amended Report"), Purchaser shall have a period of time equal to five (5) days (a "Supplemental Review Period") from Title Insurerthe date of receipt of the Amended Report and a copy of each document referred to in the Amended Report in which to give notice of dissatisfaction as to any additional exceptions. Purchaser shall also obtain a re-certified Survey prior to Closing ("Amended Survey"). If Purchaser is dissatisfied with any matter shown on the Survey or Amended Survey or with any exception to title as shown in the Report or on an Amended Report, then, at Purchaser's sole option, Purchaser may either (i) cancel this Agreement by giving written notice of cancellation to Seller and Escrow Agent within five (5) days after the Review Period, or Supplemental Review Period, as appropriate, or (ii) Purchaser may provisionally accept the title subject to Seller's removal of any disapproved matters, exceptions, or objections, or Seller obtaining title insurance endorsements satisfactory to Purchaser against such matters, exceptions, and objections before the close of escrow; provided, however, it is understood and agreed that, except as provided below, Seller shall have no duty whatsoever to eliminate or secure a title endorsement against any such matter or exception. If Seller cannot remove such matters, exceptions, and objections before the close of escrow, then, at Purchaser's option, the Xxxxxxx Money shall be returned to Purchaser upon demand and, subject to Purchaser's rights herein, all obligations shall terminate, or Purchaser may close the transaction as scheduled and pursue any rights it may have hereunder. (d) Notwithstanding anything herein contained to the contrary, it is understood and agreed that title to the Property shall be delivered to Purchaser at the close of escrow free and clear of all (i) monetary liens and encumbrances (other than the Deed of Trust and any related documents and the lien for current real property taxes and assessments not yet due and payable) and that such monetary liens and encumbrances shall be released from the Property by Seller at Seller's sole expense on or before the close of escrow or Purchaser may cause their release and the cost thereof, together with Purchaser's reasonable expenses to accomplish same, shall be credited against the Purchaser Price; and (ii) matters first arising after the Closing Date, Buyer shall cause a current ALTA Survey effective date of the Real Report which arise by the action or inaction of Seller and that such matters shall be released from the Property by Seller at Seller's sole expense on or before the close of escrow, or Purchaser may cause their release and the cost thereof, together with Purchaser's reasonable expenses to accomplish same, shall be prepared credited against the Purchase Price (or if such cannot be so released, Purchaser may pursue its remedies against Seller for default) (the matters in (i) and (ii) sometimes referred to as "Seller Defects"). (e) If Purchaser does not object to a Survey matter or an exception to title as disclosed by a surveyor licensed under Report or Amended Report within the laws of the state where the Real Property is locatedapplicable time period, which ALTA Survey shall be in form and substance reasonably satisfactory to Buyer, and which ALTA survey shall be prepared in accordance with the 2011 ALTA/ACSM Minimum Standard Detail Requirements with such Table A items selected by Buyer and any other standards of Buyer ("Survey"). Not later than 8:00 p.m. Eastern Time on the date that is four (4) Business Days before expiration of the Investigation Period, Buyer shall have the right to notify Seller in writing ("Disapproved Title Exceptions Notice") of Buyer's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions"). In the event Buyer timely delivers to Seller a Disapproved Title Exceptions Notice, Seller shall have the right, but not the obligation (except with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer written notice ("Cure Notice") of such election not later than 8:00 p.m. Eastern Time on the date that is two (2) Business Days before expiration of the Investigation Period. Following the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller fails to timely deliver a Cure Notice to Buyer, then Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception matter shall be deemed to have been cured if Seller causes such item to be removed from the record title of the Real Property and not listed as approved by Purchaser. (f) Upon a title exception cancellation in Schedule B of the ALTA Extended Coverage Policy prior to the Closing or otherwise cures such Disapproved Title Exception as determined by Buyer in Buyer's sole and absolute discretion. In the event Seller timely elects (or is deemed to have timely elected) not to cure the Disapproved Title Exceptions, then prior to the expiration of the Investigation Period, Buyer may elect: (i) to terminate this Agreement and the Escrow pursuant to accordance with the provisions of Section 4.2 hereof; or (ii) this Paragraph 7, all Xxxxxxx Money deposits shall be returned to not terminate Purchaser, together with all documents deposited in escrow by Purchaser. All documents deposited in escrow by Seller shall be returned to Seller, and this Agreement shall terminate. Seller represents and warrants that is currently owns good and marketable fee simple title to the Escrow pursuant Property. Title to Section 4.3 hereofthe Property shall be conveyed from Seller to Purchaser at the Closing by Special [VERIFY] Warranty Deed subject to current taxes and assessments not yet due and payable [VERIFY LESSEE PAYS TAXES], easements, rights-of-way, reservations in patents, covenants, conditions, restrictions and non-monetary encumbrances, as may appear of record on the date of this Agreement (unless Seller agrees to remove any such matters, in which case those Disapproved Title Exceptions such shall not be a permitted exception), the Lease, Deed of Trust and all matters which are an accurate survey of the Property or a physical inspection of the Property on the date of this Agreement would disclose (unless Seller agrees to remove any such matters, in which case such shall not cured and which are not Monetary Obligations which Seller is obligated to cure on or before the Closing pursuant to Section 5.1(f) hereofbe a permitted exception). Water rights, if any, shall be deemed to constitute Permitted Title Exceptions. Following excluded from the timely receipt of a Disapproved Title Exceptions Notice from Buyer, if Seller elects to cure one or more coverage of the Disapproved Title Exceptionsdeed warranties and shall be transferred by quitclaim only [VERIFY]. If the Survey reflects a legal description that differs from that in the conveyance document by which Seller acquired title to the Property, then Seller shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event Seller: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller has elected to cure on or before the Closing Datealso convey, then Seller shall be in default under this Agreement andby quitclaim deed, in such a case, at any time on or before the Closing Date, Buyer may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a) hereof. Notwithstanding any provision in legal description reflected on the Agreement to the contrary, pursuant to Section 5.1(e) hereof, Seller shall be obligated to cure all Monetary Obligations on or before the Closing. Fee title to the Real Property shall be conveyed by Seller to Buyer subject only to the following exceptions to title (collectively, the "Permitted Title Exceptions"): (i) Non-delinquent real and personal property taxes and assessments; (ii) The lien of supplemental taxes, if any; (iii) Any lien imposed by Buyer; (iv) The possessory rights of Tenant under the Lease; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer in accordance with the procedures and within the time periods set forth in Section 4.1(b) hereof; and (vii) All New Title Exceptions approved by Buyer pursuant to Section 4.1(c) hereofSurvey.

Preliminary Title Report/Survey. On or before (i) the expiration of five (5) Business Days following the Effective Date, Seller (i) Company shall cause to be delivered to Buyer order a current preliminary title report covering the Real Property, together with copies of all documents referred to as exceptions therein ("Preliminary Title Report"), from Title Insurer; and (ii) the Closing Date, Buyer Company shall cause to be ordered a current ALTA Survey of the Real Property to be prepared by a surveyor licensed under the laws of the state where the Real Property is located, which ALTA Survey shall be in form and substance reasonably satisfactory to BuyerCompany, and which ALTA survey shall be prepared in accordance with the 2011 2016 ALTA/ACSM Minimum Standard Detail Requirements with such Table A items selected by Buyer Company and any other standards of Buyer Company ("Survey"). Not later than 8:00 p.m. Eastern Time on Prior to the date that is four (4) Business Days before expiration of the Investigation Period, Buyer Company shall have the right to notify Seller Contributor in writing ("Disapproved Title Exceptions Notice") of BuyerCompany's disapproval of any matters set forth in the Preliminary Title Report and the Survey ("Disapproved Title Exceptions"). In the event Buyer Company timely delivers to Seller Contributor a Disapproved Title Exceptions Notice, Seller Contributor shall have the right, but not the obligation (except with respect to Disapproved Title Exceptions that constitute Monetary Obligations, as set forth below), to agree to cure one or more of the Disapproved Title Exceptions by giving Buyer Company written notice ("Cure Notice") of such election not later than 8:00 p.m. Eastern Time on the date that is two (2) Business Days before expiration after delivery of the Investigation Perioda Disapproved Title Exceptions Notice. Following the timely receipt of a Disapproved Title Exceptions Notice from BuyerCompany, if Seller Contributor fails to timely deliver a Cure Notice to BuyerCompany, then Seller Contributor shall be deemed to have elected not to cure any of the Disapproved Title Exceptions. A Disapproved Title Exception shall be deemed to have been cured if Seller Contributor causes such item to be removed from the record title of the Real Property and not listed as a title exception in Schedule B of on the ALTA Extended Coverage Policy prior to the Closing or otherwise cures such Disapproved Title Exception as determined by Buyer Company in BuyerCompany's sole and absolute discretion. In the event Seller Contributor timely elects (or is deemed to have timely elected) not to cure the Disapproved Title Exceptions, then prior within after Contributor’s election or deemed election not to cure the expiration of the Investigation PeriodDisapproved Title Exceptions, Buyer Company may elect: (i) to terminate this Agreement and the Escrow pursuant to the provisions of Section 4.2 3.2 hereof; or (ii) to not terminate this Agreement and the Escrow pursuant to Section 4.3 3.3 hereof, in which case those Disapproved Title Exceptions which are not cured and which are not Monetary Obligations which Seller Contributor is obligated to cure on or before the Closing pursuant to Section 5.1(f4.1(e) hereof, shall be deemed to constitute Permitted Title Exceptions. If Company does not deliver a notice to Contributor electing to continue with this Agreement pursuant to Section 3.3, then Company shall be deemed to have elected to terminate this Agreement. Following the timely receipt of a Disapproved Title Exceptions Notice from BuyerCompany, if Seller Contributor elects to cure one or more of the Disapproved Title Exceptions, then Seller Contributor shall have until the last Business Day immediately preceding the Closing Date to cure the applicable Disapproved Title Exceptions. In the event SellerContributor: (A) timely elects to cure the Disapproved Title Exceptions; and (B) fails to timely cure any Disapproved Title Exceptions that Seller Contributor has elected to cure on or before the Closing Date, then Seller Contributor shall be in default under this Agreement and, in such a case, at any time on or before the Closing Date, Buyer Company may elect to either: (1) continue this Agreement in effect without modification and purchase and acquire the Property in accordance with the terms and conditions of this Agreement, subject to such Disapproved Title Exceptions (which will be deemed to constitute "Permitted Title Exceptions"); or (2) terminate this Agreement and the Escrow pursuant to the provisions of Section 8.6(a7.6(a) hereof. Notwithstanding any provision in the Agreement to the contrary, pursuant to Section 5.1(e4.1(e) hereof, Seller Contributor shall be obligated to cure all Monetary Obligations on or before the Closing. Fee title to the Real Property shall be conveyed by Seller Contributor to Buyer Company subject only to the following exceptions to title (collectively, the "Permitted Title Exceptions"): (i) Non-delinquent real and personal property taxes and assessments; (ii) The lien of supplemental taxes, if any; (iii) Any lien voluntarily imposed by BuyerCompany; (iv) The possessory rights of Tenant under the Lease; (v) The recordable Condominium Documents; (vi) Any matters set forth in the Preliminary Title Report and the Survey that are approved or waived by Buyer Company in accordance with the procedures and within the time periods set forth in Section 4.1(b) 3.1 hereof; and (viiv) All New Title Exceptions approved by Buyer Company pursuant to Section 4.1(c) hereof.to