Common use of STATUS OF TITLE AND SURVEY Clause in Contracts

STATUS OF TITLE AND SURVEY. If Buyer intends to obtain extended coverage title insurance in connection with this Agreement, then Buyer shall obtain at its sole cost and expense an as-built survey of the Property complying with 1992 ALTA/ACSM minimum standards (the "Survey"). Buyer acknowledges that Buyer has approved the exceptions to title shown in that certain preliminary title report or owner's title commitment for the Property issued by the Title Company (the "Title Report") and matters shown on the Survey (if any) other than those exceptions or matters identified on EXHIBIT D attached hereto ("Disapproved Title Exceptions"), which Disapproved Title Exceptions Seller shall remove (or cause to be removed) as exceptions to title prior to the Closing. Buyer shall have the continuing right to update the Title Report and the Survey from time to time and to give Seller notice of any additional Disapproved Title Exceptions first arising after the date of the Title Report or the Survey, as the case may be. Within ten (10) business days following receipt of any written notice of such additional Disapproved Title Exceptions from Buyer, Seller shall notify Buyer in writing of which of such additional Disapproved Title Exceptions Seller will agree to cure on or before the Closing Date; provided, however, that Seller shall satisfy and correct, at or before the Closing, any Disapproved Title Exceptions constituting a mortgage, deed of trust or other lien encumbering all or any portion of the Property (other than liens created by Buyer's acts or omissions) or otherwise created by Seller's acts or omissions on or after the date of this Agreement ("Mandatory Cure Items"). In the event Seller elects not to satisfy or cure any such additional Disapproved Title Exceptions of which it is so notified, then, within ten (10) business days following receipt of Seller's election, Buyer shall by written notice to Seller elect one of the following: 5.4.1. To waive such additional Disapproved Title Exceptions and to close the transaction contemplated hereby in accordance with the terms of this Agreement; provided, however, that with respect to any Disapproved Title Exception which is a Mandatory Cure Item, Buyer shall be entitled to satisfy or remove any such Disapproved Title Exception(s) at the Closing and to credit against the Purchase Price the amount required to satisfy or remove such Mandatory Cure Item(s); or 5.4.2. To terminate this Agreement, in which event Buyer shall be entitled to the immediate return of the Deposit and the parties hereto shall have no further rights, duties or obligations under this Agreement, except those rights, duties and obligations that, by the express terms hereof, survive termination of this Agreement.

STATUS OF TITLE AND SURVEY. If Buyer intends to obtain extended coverage title insurance in connection with this Agreement, then Buyer shall obtain at its sole cost and expense an as-as- built survey of the Property complying with 1992 ALTA/ACSM minimum standards (the "Survey"). Buyer acknowledges that Buyer has approved the exceptions to title shown in that certain preliminary title report or owner's title commitment for the Property issued by the Title Company (the "Title Report") and matters shown on the Survey (if any) other than those exceptions or matters identified on EXHIBIT D attached hereto ("Disapproved Title Exceptions"), which Disapproved Title Exceptions Seller shall remove (or cause to be removed) as exceptions to title prior to the Closing. Buyer shall have the continuing right to update the Title Report and the Survey from time to time and to give Seller notice of any additional Disapproved Title Exceptions first arising after the date of the Title Report or the Survey, as the case may be. Within ten (10) business days following receipt of any written notice of such additional Disapproved Title Exceptions from Buyer, Seller shall notify Buyer in writing of which of such additional Disapproved Title Exceptions Seller will agree to cure on or before the Closing Date; provided, however, that Seller shall satisfy and correct, at or before the Closing, any Disapproved Title Exceptions constituting a mortgage, deed of trust or other lien encumbering all or any portion of the Property (other than liens created by Buyer's acts or omissions) or otherwise created by Seller's acts or omissions on or after the date of this Agreement ("Mandatory Cure Items"). In the event Seller elects not to satisfy or cure any such additional Disapproved Title Exceptions of which it is so notified, then, within ten (10) business days following receipt of Seller's election, Buyer shall by written notice to Seller elect one of the following: 5.4.1. To waive such additional Disapproved Title Exceptions and to close the transaction contemplated hereby in accordance with the terms of this Agreement; provided, however, that with respect to any Disapproved Title Exception which is a Mandatory Cure Item, Buyer shall be entitled to satisfy or remove any such Disapproved Title Exception(s) at the Closing and to credit against the Purchase Price the amount required to satisfy or remove such Mandatory Cure Item(s); or 5.4.2. To terminate this Agreement, in which event Buyer shall be entitled to the immediate return of the Deposit and the parties hereto shall have no further rights, duties or obligations under this Agreement, except those rights, duties and obligations that, by the express terms hereof, survive termination of this Agreement.

STATUS OF TITLE AND SURVEY. If Buyer shall have the right to investigate, review and approve title to the Property; provided, however, that if Buyer intends to obtain extended coverage title insurance in connection with this Agreement, then Buyer shall obtain at its sole cost and expense an a current as-built survey of the Property complying with 1992 ALTA/ACSM minimum standards (the "Survey"). The Contingency Period for such investigation, review and approval shall expire on December 15, 1998. Buyer acknowledges that Buyer has shall be deemed to have approved the all exceptions to title shown in that certain preliminary title report or owner's title commitment for the Property dated as of September 14, 1998, issued by the Title Company under its File No. FA-192 587R2 (the "Title Report") and matters shown on the Survey (if any) other than those exceptions or matters identified on EXHIBIT D attached hereto ("Disapproved Title Exceptions"), which Disapproved Title Exceptions Seller shall remove (or cause to be removed) as exceptions to title prior to the Closing. Buyer shall have the continuing right to update the Title Report and the Survey from time to time and to give Seller notice of any additional Disapproved Title Exceptions first arising after the date of the Title Report or the Survey, as the case may be. Within ten (10) business days following receipt of any written notice of such additional Disapproved Title Exceptions from Buyer, Seller shall notify Buyer in writing of which of such additional Disapproved Title Exceptions Seller will agree to cure on or before the Closing Date; provided, however, that Seller shall satisfy and correct, at or before the Closing, any Disapproved Title Exceptions constituting a mortgage, deed of trust or other lien encumbering all or any portion of the Property (other than liens created by Buyer's acts or omissions) or otherwise created by Seller's acts or omissions on or after the date of this Agreement ("Mandatory Cure Items"). In the event Seller elects not to satisfy or cure any such additional Disapproved Title Exceptions of which it is so notified, then, within ten (10) business days following receipt of Seller's election, Buyer shall by written notice to Seller elect one of the following: 5.4.1. To waive such additional Disapproved Title Exceptions and to close the transaction contemplated hereby in accordance with the terms of this Agreement; provided, however, that with respect to any Disapproved Title Exception which is a Mandatory Cure Item, Buyer shall be entitled to satisfy or remove any such Disapproved Title Exception(s) at the Closing and to credit against the Purchase Price the amount required to satisfy or remove such Mandatory Cure Item(s); or 5.4.2. To terminate this Agreement, in which event Buyer shall be entitled to the immediate return of the Deposit and the parties hereto shall have no further rights, duties or obligations under this Agreement, except those rights, duties and obligations that, by the express terms hereof, survive termination of this Agreement.

STATUS OF TITLE AND SURVEY. If Buyer intends to obtain extended coverage title insurance in connection with this Agreement, then Buyer shall may obtain at its sole cost and expense an as-built ALTA/ACSM survey of the Property complying with 1992 ALTA/ACSM minimum standards (the "“Survey"”) and a commitment for Title Insurance (the “Title Commitment”) for an ALTA Owner’s Policy to be issued by a title insurance company of Buyer’s choice (the “Title Company”). Buyer acknowledges that shall have until the expiration of the Due Diligence Period (such date for Buyer’s approval or disapproval of status of title, the “Title Approval Date”) to approve or disapprove title matters. If Buyer has approved disapproves of any of the exceptions to title matters shown in that certain preliminary title report or owner's title commitment for the Property issued by the Title Company (the "Title Report") and matters shown on Commitment or the Survey (if anywhich shall also include UCC-1 Financing Statements filed with the Florida Secretary of State) other than those exceptions or matters identified on EXHIBIT D attached hereto ("“Disapproved Title Exceptions")”) before the Title Approval Date and evidences its disapproval by giving written notice (“Buyer’s Title Notice”) of its disapproval to Escrow Agent and Seller on or before the Title Approval Date, which then on or before ten (10) days after the Title Approval Date, Seller shall notify Buyer of those Disapproved Title Exceptions that Seller shall remove (or cause to be removeddeleted from the Title Policy (as defined below) or Survey, as exceptions applicable (the “Seller’s Response Notice”); provided, however that Seller shall be obligated to title cause all Monetary Encumbrances (as hereinafter defined) to be satisfied by Seller (or otherwise transferred to bond) at or prior to Closing; provided, further, however, that if Seller fails to provide the ClosingSeller’s Response Notice within ten (10) days following Seller’s receipt of the Buyer’s Title Notice, Seller shall be deemed to have elected not to cure any of the Disapproved Title Exceptions (other than any Monetary Encumbrances which it is obligated to cure). Within ten (10) days following Buyer’s receipt of the Seller’s Response Notice (or twenty (20) days following Seller’s receipt of the Buyer’s Title Notice to the extent Seller fails to send a Seller’s Response Notice), Buyer may, by written notice to Seller and Escrow Agent, either (a) waive its prior disapproval of the remaining Disapproved Title Exceptions, in which event such remaining Disapproved Title Exceptions shall cease to be Disapproved Title Exceptions, or (b) terminate this Agreement, in which event (i) neither Buyer nor Seller will have any further obligation to the other party under this Agreement (except to the extent of any indemnities under this Agreement with respect to events occurring before such termination, which indemnities shall survive any such termination), and (ii) Escrow Agent shall, without requiring any further instructions, immediately return the Deposit plus any interest accrued thereon to Buyer; provided, however, that Buyer’s failure to provide written notice within the ten (10) day period shall be deemed to be a waiver of the remaining Disapproved Title Exceptions. Buyer shall have the continuing right to update receive updates of, or endorsements to, the Title Report Commitment and the Survey from time and Seller shall be obligated to time and remove at or prior to give Seller notice of any additional Disapproved Title Exceptions first arising after the date of the Title Report or the Survey, Closing all new matters which may be raised as the case may be. Within ten (10) business days following receipt of any written notice of such additional Disapproved Title Exceptions from objections by Buyer, Seller shall notify Buyer in writing of which of such additional Disapproved Title Exceptions Seller will agree to cure on or before unless the Closing Date; provided, however, that Seller shall satisfy and correct, at or before the Closing, any Disapproved Title Exceptions constituting a mortgage, deed of trust or other lien encumbering all or any portion of the Property (other than liens created same are caused by Buyer's acts or omissions) or otherwise created by Seller's acts or omissions on or after the date of this Agreement ("Mandatory Cure Items"). In the event Seller elects not to satisfy or cure any such additional Disapproved Title Exceptions of which it is so notified, then, within ten (10) business days following receipt of Seller's election, Buyer shall by written notice to Seller elect one of the following: 5.4.1. To waive such additional Disapproved Title Exceptions and to close the transaction contemplated hereby in accordance with the terms of this Agreement; provided, however, that with respect to any Disapproved Title Exception which is a Mandatory Cure Item, Buyer shall be entitled to satisfy or remove any such Disapproved Title Exception(s) at the Closing and to credit against the Purchase Price the amount required to satisfy or remove such Mandatory Cure Item(s); or 5.4.2. To terminate this Agreement, in which event Buyer shall be entitled to the immediate return of the Deposit and the parties hereto shall have no further rights, duties or obligations under this Agreement, except those rights, duties and obligations that, by the express terms hereof, survive termination of this Agreement.