Common use of Property/Title Clause in Contracts

Property/Title. On or before August 31, 1997, the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Owner's Title Insurance Policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The BRI Partnership shall provide a copy of the Commitment to the Transferor Partnership promptly after its receipt thereof. The Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof). The Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". If any exceptions are unacceptable to the BRI Partnership and the BRI Partnership timely notifies the Transferor Partnership in writing of such fact as above provided, the Transferor Partnership shall have thirty (30) days from the date the Transferor Partnership receives notice of such unacceptable exceptions, at the option of the Transferor Partnership, to remove or cure such exceptions, provided further, the Transferor Agent may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for fiscal 1997 which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners at Closing. The Transferor Partnership shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor Partnership, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership will attempt to cure such unacceptable exceptions. If the Transferor Partnership fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31, 1997, the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Owner's Title Insurance Policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The BRI Partnership shall provide a copy of the Commitment to the Transferor Partnership promptly after its receipt thereof. The Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof). The Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement, a fairways endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". If any exceptions are unacceptable to the BRI Partnership and the BRI Partnership timely notifies the Transferor Partnership in writing of such fact as above provided, the Transferor Partnership shall have thirty (30) days from the date the Transferor Partnership receives notice of such unacceptable exceptions, at the option of the Transferor Partnership, to remove or cure such exceptions, provided further, the Transferor Agent may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for fiscal 1997 which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners at Closing. The Transferor Partnership shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor Partnership, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership will attempt to cure such unacceptable exceptions. If the Transferor Partnership fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of of (A) ten (10) days after the Transferor Partnership notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31September 5, 1997, the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Owner's Title Insurance Policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The BRI Partnership shall provide a copy of the Commitment to the Transferor Partnership promptly after its receipt thereof. The Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof). The Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31September 5, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". If any exceptions are unacceptable to the BRI Partnership and the BRI Partnership timely notifies the Transferor Partnership in writing of such fact as above provided, the Transferor Partnership shall have thirty (30) days from the date the Transferor Partnership receives notice of such unacceptable exceptions, at the option of the Transferor Partnership, to remove or cure such exceptions, provided further, the Transferor Agent may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for fiscal 1997 which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners at Closing. The Transferor Partnership shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor Partnership, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership will attempt to cure such unacceptable exceptions. If the Transferor Partnership fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31September 22, 1997, the Transferor Members shall deliver to the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Ownercopy of the Transferor Company's Title Insurance Policy existing title insurance commitment or policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership shall provide a copy may notify the Transferor Company on or before October 1, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Company of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment to Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". Any easements or other agreements reasonably required for the development and construction of the Property and the Improvements now or hereafter entered into by the Transferor Partnership promptly Company; including an agreement for the shared use and the sharing of the operating expenses of the common recreational facilities located on the Property and an easement declaration creating cross-easements for the roads, storm water management ponds and the sewage pumping station on the Property, all of which are consistent with the Plans and Specifications and, in the reasonable discretion of the BRI Partnership, do not materially interfere with the intended use of the Property nor materially affect the value of the Property, shall also constitute Permitted Exceptions. Within thirty (30) days after its receipt thereofthe Substantial Completion Date Notice, the BRI Partnership, at the BRI Partnership's sole cost, shall obtain a new commitment (the "Updated Commitment") for Title Insurance for an ALTA Form B Owner's Title Insurance Policy from Lawyer's Title Insurance Corporation (the "Title Insurer"). The Updated Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership Company and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof)$15,419,635. The Updated Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such If any new exceptions to title appear in the Updated Commitment contain any title exceptions which that do not constitute Permitted Exceptions and that are not acceptable unacceptable to the BRI Partnership, in its sole reasonable discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31, 1997 if any such exceptions are unacceptable. If Company within thirty (30) days after the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions"Completion Date Notice. If any exceptions in the Commitment or the Updated Commitment are unacceptable to the BRI Partnership in accordance with the foregoing provisions, and the BRI Partnership timely notifies the Transferor Partnership Company in writing of such fact as above provided, the Transferor Partnership Company shall have thirty (30) days from the date the Transferor Partnership Company receives notice of such unacceptable exceptions, at the option of the Transferor PartnershipCompany, to remove or cure such exceptions, provided further, the Transferor Agent Company may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for the fiscal 1997 year in which Closing occurs, which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners Company at Closing. The Transferor Partnership Company shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor PartnershipCompany, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership Company will attempt to cure such unacceptable exceptions. If the Transferor Partnership Company fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership Company notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership Company or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount Purchase Price (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31September 5, 1997, the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Owner's Title Insurance Policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The BRI Partnership shall provide a copy of the Commitment to the Transferor Partnership promptly after its receipt thereof. The Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof). The Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31September 5, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". If any exceptions are unacceptable to the BRI Partnership and the BRI Partnership timely notifies the Transferor Partnership in writing of such fact as above provided, the Transferor Partnership shall have thirty (30) days from the date the Transferor Partnership receives notice of such unacceptable exceptions, at the option of the Transferor Partnership, to remove or cure such exceptions, provided further, the Transferor Agent may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for fiscal 1997 which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners at Closing. The Transferor Partnership shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor Partnership, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership will attempt to cure such unacceptable exceptions. If the Transferor Partnership fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. Liriope: On or before August 31September 22, 1997, the BRI Partnership Partnership, at the BRI Partnership's sole cost, shall obtain a Commitment For Title Insurance for an ALTA Form B Owner's Title Insurance Policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The BRI Partnership shall provide a copy of the Commitment to the Transferor Partnership Company promptly after its receipt thereof. The Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership Company and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof)$7,622,857. The Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership may notify the Transferor Partnership Company on or before August 31October 1, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Partnership Company of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". Any easements or other agreements reasonably required for the development and construction of the Property and the Improvements now or hereafter entered into by the Transferor Company which are consistent with the Plans and Specifications and, in the reasonable discretion of the BRI Partnership, do not materially interfere with the intended use of the Property nor materially affect the value of the Property, shall also constitute Permitted Exceptions. Within thirty (30) days after the Substantial Completion Date Notice, the BRI Partnership, at the BRI Partnership's sole cost, shall obtain an updated commitment (the "Updated Commitment") for Title Insurance for an ALTA Form B Owner's Title Insurance Policy from Lawyer's Title Insurance Corporation (the "Title Insurer"). If any new exceptions to title appear in the Updated Commitment that do not constitute Permitted Exceptions and that are unacceptable to the BRI Partnership, in its reasonable discretion, the BRI Partnership may notify the Transferor Company within thirty (30) days after the Completion Date Notice. If any exceptions in the Commitment or the Updated Commitment are unacceptable to the BRI Partnership in accordance with the foregoing provisions, and the BRI Partnership timely notifies the Transferor Partnership Company in writing of such fact as above provided, the Transferor Partnership Company shall have thirty (30) days from the date the Transferor Partnership Company receives notice of such unacceptable exceptions, at the option of the Transferor PartnershipCompany, to remove or cure such exceptions, provided further, the Transferor Agent Company may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for the fiscal 1997 year in which Closing occurs, which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners Company at Closing. The Transferor Partnership Company shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor PartnershipCompany, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership Company will attempt to cure such unacceptable exceptions. If the Transferor Partnership Company fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership Company notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership Company or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount Purchase Price (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31, 1997, the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Owner's Title Insurance Policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The BRI Partnership shall provide a copy of the Commitment to the Transferor Partnership Corporation promptly after its receipt thereof. The Commitment shall insure fee simple title to the Property in the sole name of the Transferor BRI Partnership and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof). The Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership may notify the Transferor Partnership Corporation on or before August 31, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Partnership Corporation of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". If any exceptions are unacceptable to the BRI Partnership and the BRI Partnership timely notifies the Transferor Partnership Corporation in writing of such fact as above provided, the Transferor Partnership Corporation shall have thirty (30) days from the date the Transferor Partnership Corporation receives notice of such unacceptable exceptions, at the option of the Transferor PartnershipCorporation, to remove or cure such exceptions, provided further, the Transferor Agent may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for fiscal 1997 which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners Corporation at Closing. The Transferor Partnership Corporation shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor PartnershipCorporation, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership Corporation will attempt to cure such unacceptable exceptions. If the Transferor Partnership Corporation fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership Corporation notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership Corporation or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31, 1997, the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Owner's Title Insurance Policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The BRI Partnership shall provide a copy of the Commitment to the Transferor Partnership promptly after its receipt thereof. The Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof). The Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". If any exceptions are unacceptable to the BRI Partnership and the BRI Partnership timely notifies the Transferor Partnership in writing of such fact as above provided, the Transferor Partnership shall have thirty (30) days from the date the Transferor Partnership receives notice of such unacceptable exceptions, at the option of the Transferor Partnership, to remove or cure such exceptions, provided further, the Transferor Agent may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for fiscal 1997 which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners at Closing. The Transferor Partnership shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor Partnership, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership will attempt to cure such unacceptable exceptions. If the Transferor Partnership fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31September 22, 1997, the Transferor Members shall deliver to the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Ownercopy of the Transferor Company's Title Insurance Policy existing title insurance commitment or policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership shall provide a copy may notify the Transferor Company on or before October 1, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Company of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment to Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". Any easements or other agreements reasonably required for the development and construction of the Property and the Improvements now or hereafter entered into by the Transferor Partnership promptly Company which are consistent with the Plans and Specifications and, in the reasonable discretion of the BRI Partnership, do not materially interfere with the intended use of the Property nor materially affect the value of the Property, shall also constitute Permitted Exceptions. Within thirty (30) days after its receipt thereofthe Substantial Completion Date Notice, the BRI Partnership, at the BRI Partnership's sole cost, shall obtain a new commitment (the "Updated Commitment") for Title Insurance for an ALTA Form B Owner's Title Insurance Policy from Lawyer's Title Insurance Corporation (the "Title Insurer"). The Updated Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership Company and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof)$25,508,709. The Updated Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such If any new exceptions to title appear in the Updated Commitment contain any title exceptions which that do not constitute Permitted Exceptions and that are not acceptable unacceptable to the BRI Partnership, in its sole reasonable discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31, 1997 if any such exceptions are unacceptable. If Company within thirty (30) days after the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions"Completion Date Notice. If any exceptions in the Commitment or the Updated Commitment are unacceptable to the BRI Partnership in accordance with the foregoing provisions, and the BRI Partnership timely notifies the Transferor Partnership Company in writing of such fact as above provided, the Transferor Partnership Company shall have thirty (30) days from the date the Transferor Partnership Company receives notice of such unacceptable exceptions, at the option of the Transferor PartnershipCompany, to remove or cure such exceptions, provided further, the Transferor Agent Company may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for the fiscal 1997 year in which Closing occurs, which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners Company at Closing. The Transferor Partnership Company shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor PartnershipCompany, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership Company will attempt to cure such unacceptable exceptions. If the Transferor Partnership Company fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership Company notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership Company or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount Purchase Price (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.

Property/Title. On or before August 31September 22, 1997, the Transferor Members shall deliver to the BRI Partnership shall obtain a Commitment For Title Insurance for an ALTA Form B Ownercopy of the Transferor Company's Title Insurance Policy existing title insurance commitment or policy (the "Commitment") from Lawyers Title Insurance Corporation (the "Title Insurer") and copies of all instruments and plans mentioned therein as exceptions to good and marketable fee simple title, as well as copies of any instruments referred to in such instruments which affect the Property (all of such items are hereinafter collectively referred to as the "Title Policy"). The Should such Commitment contain any title exceptions which are not acceptable to the BRI Partnership, in its sole discretion, the BRI Partnership shall provide a copy may notify the Transferor Company on or before October 1, 1997 if any such exceptions are unacceptable. If the BRI Partnership fails to so notify the Transferor Company of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions". Any easements or other agreements reasonably required for the development and construction of the Property and the Improvements now or hereafter entered into by the Transferor Company; including an agreement for the shared use and the sharing of the operating expenses of the common recreational facilities located on the Property and an easement declaration creating cross-easements for the roads, storm water management ponds and the sewage pumping station on the Property, in form and content reasonably satisfactory to the Transferor Partnership promptly BRI Partnership, all of which are consistent with the Plans and Specifications and, in the reasonable discretion of the BRI Partnership, do not materially interfere with the intended use of the Property nor materially affect the value of the Property, shall also constitute Permitted Exceptions. Within thirty (30) days after its receipt thereofthe Substantial Completion Date Notice, the BRI Partnership, at the BRI Partnership's sole cost, shall obtain a new commitment (the "Updated Commitment") for Title Insurance for an ALTA Form B Owner's Title Insurance Policy from Lawyer's Title Insurance Corporation (the "Title Insurer"). The Updated Commitment shall insure fee simple title to the Property in the sole name of the Transferor Partnership Company and shall be in the amount of the Consideration Amount (as defined in Section 2.01(a) hereof)$25,862,791. The Updated Commitment shall provide for a title insurance policy which shall contain coverage against all mechanics' liens, shall have full survey coverage, shall have deleted therefrom all "printed standard exceptions", shall have a 3.1 zoning endorsement, a comprehensive endorsement, a non-imputation endorsement and such other endorsements as are reasonably required by the BRI Partnership (provided, that the cost of any such other endorsements shall be paid by the BRI Partnership) and are available under the law of the state in which the Property is located. Should such If any new exceptions to title appear in the Updated Commitment contain any title exceptions which that do not constitute Permitted Exceptions and that are not acceptable unacceptable to the BRI Partnership, in its sole reasonable discretion, the BRI Partnership may notify the Transferor Partnership on or before August 31, 1997 if any such exceptions are unacceptable. If Company within thirty (30) days after the BRI Partnership fails to so notify the Transferor Partnership of any unacceptable exceptions as described above, the exceptions set forth in Schedule B of the Commitment, except as otherwise herein provided, shall be deemed accepted by the BRI Partnership and included as the "Permitted Exceptions"Completion Date Notice. If any exceptions in the Commitment or the Updated Commitment are unacceptable to the BRI Partnership in accordance with the foregoing provisions, and the BRI Partnership timely notifies the Transferor Partnership Company in writing of such fact as above provided, the Transferor Partnership Company shall have thirty (30) days from the date the Transferor Partnership Company receives notice of such unacceptable exceptions, at the option of the Transferor PartnershipCompany, to remove or cure such exceptions, provided further, the Transferor Agent Company may, but shall not be required to, make any monetary expenditures in connection with the removal or cure of such exceptions. All mortgages and deeds of trust, mechanics liens, tax liens, attachments and all other monetary liens against the Property (other than the Loan Documents and liens for real estate taxes and current water and sewer charges for the fiscal 1997 year in which Closing occurs, which taxes and current water and sewer charges will be adjusted as provided in Section 12 hereof) (collectively the "Monetary Liens") shall automatically be deemed to be unacceptable exceptions to title and shall be paid and removed by the Transferor Partners Company at Closing. The Transferor Partnership Company shall be deemed to have refused to cure any unacceptable exceptions unless the Transferor PartnershipCompany, within ten (10) days after receipt of notice from the BRI Partnership, shall notify the BRI Partnership in writing that the Transferor Partnership Company will attempt to cure such unacceptable exceptions. If the Transferor Partnership Company fails or refuses to cure said unacceptable exceptions within the time period above provided, on or before the earlier to occur of (A) ten (10) days after the Transferor Partnership Company notifies the BRI Partnership that it refuses to cure such unacceptable exceptions, and (B) Closing Date, the BRI Partnership may, in accordance with the provisions of Section 13 hereof, (i) terminate this Agreement by giving written notice to the Transferor Partnership Company or (ii) waive such exceptions and accept title subject thereto, in which event there shall be a reduction in the Consideration Amount Purchase Price (as defined in Section 2.01(a)) in an amount necessary to enable the BRI Partnership to remove all Monetary Liens.