Common use of STATUS OF TITLE TO PROPERTY Clause in Contracts

STATUS OF TITLE TO PROPERTY. Buyer acknowledges that it has been provided with a copy of BN Expansion’s existing owner’s policy of title insurance insuring BN Expansion’s title to the Land (the “Prior Policy”) and a copy of Seller’s prior survey of the Land (the “Prior Survey”). Buyer shall, at Seller’s expense, order a title insurance commitment (the “Commitment”) from a national title insurer reasonably acceptable to Buyer. Buyer will accept subject to only the following (the “Permitted Exceptions”): (a) Ad valorem real estate taxes for 2006 and subsequent years. (b) All applicable zoning ordinances and regulations. (c) Restrictions or matters appearing on the plat or otherwise common to the subdivision. (d) Those matters as set forth in the Prior Policy and/or on Exhibit B attached hereto. Buyer may obtain, at Buyer’s expense, an update of the Prior Survey or a new survey (the “Survey”). The Survey shall show and certify: (i) the location of all improvements, if any, and easements and rights-of-way affecting the Land, (ii) the location of all roadways adjacent to the Land, and (iii) the exact net acreage of the Land excluding any areas dedicated, subject to or zoned for public rights of way or permanent access easements. Buyer shall have ten (10) days from receipt of the Commitment and the Survey within which to examine same. If the Commitment or Survey reflect matters, other than Permitted Exceptions, which result in title being defective, Buyer shall, no later than five (5) days following such thirty (30) day examination period, notify Seller in writing specifying the defect(s); provided that if Buyer fails to give Seller written notice of defect(s) before the expiration of said five (5) day period, the defects shown in the Commitment or Survey shall be deemed Permitted Exceptions and shall be waived as title objections to closing this transaction. Buyer may raise as additional objections, however, any title defects first shown by any subsequently delivered endorsements of the Commitment and/or recertifications of Survey. If Buyer has given Seller timely written notice of defect(s) and the defect(s) render the title other than as represented in this Agreement, Seller shall notify Buyer in writing as to whether Seller intends to cure any such title defects. Notwithstanding the foregoing, Seller agrees to remove by payment, bonding, or otherwise any mortgage or voluntary lien against the Property capable of removal by the payment of money or bonding. In the event that Seller elects not, or is unable, to eliminate all such defects as of the date of the Closing, Buyer shall have the option of either: (i) closing and accepting the title “as is,” without claim against Seller therefor and without reduction in the Purchase Price (except for deducting from the Purchase Price the amount of any mortgage or voluntary lien which can be satisfied by a liquidated amount), in which case all such title defect(s) will be deemed to be Permitted Exceptions or (ii) terminating this Agreement in which event both parties shall be released from all further obligations under this Agreement, except those obligations that expressly survive the termination hereof and those liabilities of the party which shall be in breach of its representations and warranties and agreements herein. Seller shall execute a reasonable and customary owner’s affidavit as required for “gap coverage” by Buyer’s title insurer or the Closing shall be in escrow in accordance with customary escrow closings for Miami-Dade County, Florida.

STATUS OF TITLE TO PROPERTY. Buyer acknowledges that it has been provided with a copy of BN ExpansionAtlas II’s existing owner’s policy of title insurance insuring BN ExpansionAtlas II’s title to the Land (the “Prior Policy”) and a copy of Seller’s prior survey of the Land (the “Prior Survey”). Buyer shall, at Seller’s expense, order a title insurance commitment (the “Commitment”) from a national title insurer reasonably acceptable to Buyer. Buyer will accept subject to only the following (the “Permitted Exceptions”): (a) Ad valorem real estate taxes for 2006 and subsequent years. (b) All applicable zoning ordinances and regulations. (c) Restrictions or matters appearing on the plat or otherwise common to the subdivision. (d) Those matters as set forth in the Prior Policy and/or on Exhibit B attached hereto. Buyer may obtain, at Buyer’s expense, an update of the Prior Survey or a new survey (the “Survey”). The Survey shall show and certify: (i) the location of all improvements, if any, and easements and rights-of-way affecting the Land, (ii) the location of all roadways adjacent to the Land, and (iii) the exact net acreage of the Land excluding any areas dedicated, subject to or zoned for public rights of way or permanent access easements. Buyer shall have ten (10) days from receipt of the Commitment and the Survey within which to examine same. If the Commitment or Survey reflect matters, other than Permitted Exceptions, which result in title being defective, Buyer shall, no later than five (5) days following such thirty (30) day examination period, notify Seller in writing specifying the defect(s); provided that if Buyer fails to give Seller written notice of defect(s) before the expiration of said five (5) day period, the defects shown in the Commitment or Survey shall be deemed Permitted Exceptions and shall be waived as title objections to closing this transaction. Buyer may raise as additional objections, however, any title defects first shown by any subsequently delivered endorsements of the Commitment and/or recertifications of Survey. If Buyer has given Seller timely written notice of defect(s) and the defect(s) render the title other than as represented in this Agreement, Seller shall notify Buyer in writing as to whether Seller intends to cure any such title defects. Notwithstanding the foregoing, Seller agrees to remove by payment, bonding, or otherwise any mortgage or voluntary lien against the Property capable of removal by the payment of money or bonding. In the event that Seller elects not, or is unable, to eliminate all such defects as of the date of the Closing, Buyer shall have the option of either: (i) closing and accepting the title “as is,” without claim against Seller therefor and without reduction in the Purchase Price (except for deducting from the Purchase Price the amount of any mortgage or voluntary lien which can be satisfied by a liquidated amount), in which case all such title defect(s) will be deemed to be Permitted Exceptions or (ii) terminating this Agreement in which event both parties shall be released from all further obligations under this Agreement, except those obligations that expressly survive the termination hereof and those liabilities of the party which shall be in breach of its representations and warranties and agreements herein. Seller shall execute a reasonable and customary owner’s affidavit as required for “gap coverage” by Buyer’s title insurer or the Closing shall be in escrow in accordance with customary escrow closings for Miami-Dade County, Florida.

STATUS OF TITLE TO PROPERTY. Buyer acknowledges that it has been provided with a copy of BN ExpansionAtlas II’s existing owner’s policy of title insurance insuring BN ExpansionAtlas II’s title to the Land (the “Prior Policy”) and a copy of Seller’s prior survey surveys of the Land, the Atlas II Land and the Atlas III Land (the “Prior SurveySurveys”). Buyer shall, at Seller’s expense, order a title insurance commitment commitments (the “Commitment”) from a national title insurer reasonably acceptable to BuyerBuyer with respect to the Atlas II Land and the Atlas III Land. Buyer will accept subject to only the following (the “Permitted Exceptions”): (a) Ad valorem real estate taxes for 2006 and subsequent years. (b) All applicable zoning ordinances and regulations. (c) Restrictions or matters appearing on the plat or otherwise common to the subdivision. (d) Those matters as set forth in the Prior Policy and/or on Exhibit B attached hereto. Buyer may obtain, at Buyer’s expense, an update of the Prior Survey Surveys or a new survey (the “Survey”). The Survey shall show and certify: (i) the location of all improvements, if any, and easements and rights-of-way affecting the Land, (ii) the location of all roadways adjacent to the Land, and (iii) the exact net acreage of the Land excluding any areas dedicated, subject to or zoned for public rights of way or permanent access easements. Buyer shall have ten (10) days from receipt of the Commitment and the Survey within which to examine same. If the Commitment or Survey reflect matters, other than Permitted Exceptions, which result in title being defective, Buyer shall, no later than five (5) days following such thirty (30) day examination period, notify Seller in writing specifying the defect(s); provided that if Buyer fails to give Seller written notice of defect(s) before the expiration of said five (5) day period, the defects shown in the Commitment or Survey shall be deemed Permitted Exceptions and shall be waived as title objections to closing this transaction. Buyer may raise as additional objections, however, any title defects first shown by any subsequently delivered endorsements of the Commitment and/or recertifications of Survey. If Buyer has given Seller timely written notice of defect(s) and the defect(s) render the title other than as represented in this Agreement, Seller shall notify Buyer in writing as to whether Seller intends to cure any such title defects. Notwithstanding the foregoing, Seller agrees to remove by payment, bonding, or otherwise any mortgage or voluntary lien against the Property capable of removal by the payment of money or bonding. In the event that Seller elects not, or is unable, to eliminate all such defects as of the date of the Closing, Buyer shall have the option of either: (i) closing and accepting the title “as is,” without claim against Seller therefor and without reduction in the Purchase Price (except for deducting from the Purchase Price the amount of any mortgage or voluntary lien which can be satisfied by a liquidated amount), in which case all such title defect(s) will be deemed to be Permitted Exceptions or (ii) terminating this Agreement in which event both parties shall be released from all further obligations under this Agreement, except those obligations that expressly survive the termination hereof and those liabilities of the party which shall be in breach of its representations and warranties and agreements herein. Seller shall execute a reasonable and customary owner’s affidavit as required for “gap coverage” by Buyer’s title insurer or the Closing shall be in escrow in accordance with customary escrow closings for Miami-Dade County, Florida.