Common use of Title Commitment and Survey Clause in Contracts

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafter; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation as agent for First American Title Insurance Company (such company is hereinafter referred to as "Initial Title Insurer") dated July 12December 11, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Initial Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) those matters listed on Exhibit E attached hereto; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafter; (b) matters shown on the "Survey" (hereinafter defined)payable; (c) matters caused by the actions of Purchaser; and (d) the title exceptions those third party construction contracts for tenant improvements to be assumed by Purchaser as more fully set forth in Schedule B Part II of the Title Commitment as Numbers 7 12.2.3; and 9 through 16 inclusive, (e) those matters approved by Purchaser and Seller pursuant to the extent that same affect the PropertyParagraph 3.3 herein. All other exceptions to title shall be referred to as "Unpermitted Exceptions". ." On the Closing Date, it will be as a condition of to Purchaser's obligation to close that obligations hereunder, "Title Insurer Insurer" (hereinafter defined) shall deliver to Purchaser a standard 1992 ALTA title policy in conformance with the previously delivered "Title Commitment" (hereinafter defined), subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and premiums for the Title Policy and Purchaser shall pay for the cost of premiums for any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of Seller has ordered a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation , as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the each Real Property (the "Title CommitmentCommitments"). Seller shall deliver the Title Commitments and copies of all documents of record creating exceptions to coverage to Purchaser within twenty-one (21) days after the date hereof. For purposes of this Agreement, "Permitted Exceptions" as to each of the Real Properties shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafter(which shall be prorated as hereinafter specified); (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; (c) the Leases; and (d) the those matters affecting title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to Real Properties which are not established as "Unpermitted Exceptions"" (as hereinafter defined) by Purchaser pursuant to Paragraph 5.2 herein. The Title Commitments shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy for the respective Real Property, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy for the Real Properties in amounts equal to the Schedule Price of each Real Property in conformance with the previously delivered Title CommitmentCommitments, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and If available in the applicable jurisdiction, Purchaser shall receive from the Title Insurer the following endorsements to each Title Policy: (i) extended coverage; (ii) ALTA restrictions endorsement No. 1; (iii) ALTA zoning endorsement No. 3, which shall include a certification of the number of legal parking spaces and the fact that the Property may be used in its present zoning as a self-storage (mini-warehouse); (iv) an access endorsement; and (v) a contiguity endorsement (if applicable). Notwithstanding the foregoing sentence, to the extent any of the foregoing endorsements are available in the applicable jurisdiction and Title Insurer is not able to issue such an endorsement as a result of the condition of title or zoning, the failure of the Title Insurer to issue such an endorsement shall not be the default of Seller or a failure of a condition to Closing, but should instead be treated in accordance with the terms of Paragraph 5 herein. Purchaser shall pay for one-half of the costs of the Title Commitment Commitments and the Title Policy Policies and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.Policies.

Title Commitment and Survey. 3.1. 3.1 Attached hereto as Exhibit D F is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Company, as agent for Lawyers Title Insurance Company Corporation, (hereinafter referred to as "Title Insurer") ), dated July 12September 17, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general ad valorem real estate taxes, taxes for the year 1996 and subsequent years not yet due and payable; (b) association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" Existing Survey (as hereinafter defined); (cd) matters caused by the actions action or inaction of PurchaserPurchaser or its agents; and (dg) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1, 2, 4, 5, 9-24 and 9 through 16 inclusive27-33; (h) the rights of tenants under leases; and (i) liens or encumbrances of a definite or ascertainable amount which may be removed or insured over by the payment of money or other security at the Closing Date, and which Seller removes or causes to be insured over at the extent that same affect the PropertyClosing Date in accordance with Paragraph 5 hereof. All other exceptions to title shall be referred to as "Unpermitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions (excluding, however, the Permitted Exceptions described in subclause (i) above) and Unpermitted Exceptions waived in writing by Purchaser (the "Title Policy"). The Title Policy shall be conclusive evidence of good title as therein shown as to all matters to be insured by the Title Policy, subject only to the exceptions and requirements therein stated. Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or (including extended coverage onover the standard, pre-printed exceptions, if available and reasonable endorsements (including an endorsement over the standard survey exception) requested by Purchaser on the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.).

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation as agent for First American Title Insurance Company (hereinafter referred to as "Title InsurerFirst American") dated July 128, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title FA Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; (d) the Existing Bond and Mortgage Documents including, without limitation, the Regulatory Agreement (hereinafter defined); and (de) the title exceptions set forth in Schedule B B, Part II of the Title FA Commitment as Numbers 7 and 9 through 16 18 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The FA Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. Purchaser intends to order an updated title commitment (the "Title Commitment") from Chicago Title Insurance Company (the "Title Insurer"). Any title exception raised on the Title Commitment and not raised on the FA Commitment resulting from actions or documents dated on or prior to July 8, 1996 shall be deemed Permitted Exceptions. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D F is a copy of a title commitment for an owner's standard title insurance policy issued by First American Ramsay & Calloway Title Services, Inc., ax xxxxx for Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") ), dated July 12October 26, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1995 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general ad valorem real estate taxes, taxes for the year 1996 and subsequent years not yet due and payable; (b) association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of payable, to the Closing Date or thereafterextent same are set forth on the Title Commitment; (bc) matters shown on the "Survey" (as hereinafter defined), to the extent the same are set forth on the Title Commitment; (cd) matters caused by the actions of Purchaser; (e) those documents evidencing or securing the Loan, as set forth on Exhibit G attached hereto and made a part hereof and those loan documents specifically identified in the "Lender Consent" (das hereinafter defined) and provided to Purchaser at least five (5) days prior to the expiration of the Inspection Period (all of said documents being referred to herein as the "Loan Documents"); (f) the rights of the landlord and the duties and obligations of the tenant under the "Ground Lease" (as hereinafter defined); (g) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 3(b), 3(d) through 3(l), inclusive, and 9 through 16 inclusive3(n) on Schedule B-2, to the extent that same affect the Property; (h) the rights of tenants, as tenants only, under unrecorded leases specified in the certified rent roll delivered at Closing; and (i) lien rights for construction not yet paid for arising under the "Construction Contract" (as hereinafter defined). All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Policy issued pursuant to the Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the Title Policy, subject only to the exceptions and requirements therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived in writing by Purchaser (the "Title Policy"), and such delivery shall be a condition to Purchaser's obligations hereunder. Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. a. Attached hereto as Exhibit D is a copy of a title commitment with an effective date of July 26, 1996 ("Title Commitment") for an owner's standard coverage title insurance policy ("Title Policy") issued by First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12, 1996 as ). The owner's Title Policy issued at Closing will be an ALTA policy in the amount of the Purchase Price subject only to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of payable, the Closing Date or thereafter; general printed exceptions set forth in Schedule B-Section 2 (bPart I) matters shown on as Numbers 7, 8 and 9 and the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the special title exceptions set forth in Schedule B B-Section 2 (Part II II) Numbers 4 through 18, 24, 27 and 28 (modified as to tenants only, as shown on the rent roll) of the Title Commitment as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the PropertyCommitment. All other exceptions to title shall be of the above are herein referred to as the "Unpermitted Permitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters insured by the policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Seller shall cause the Title Insurer shall deliver to Purchaser issue the Title Policy or a standard title policy "marked up" commitment in conformance conformity with the previously delivered Title Commitment, subject only to Permitted Exceptions . Purchaser and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of equally share the costs of the Title Commitment Policy (which includes the cost of "extended coverage"); however, Purchaser shall pay the costs of any special endorsements which Purchaser requires. b. Purchaser acknowledges receipt of a survey ("Survey") of the Property prepared by SEA Incorporated and dated January 25, 1996. Prior to the Closing, Seller will have the Survey re-certified to the Purchaser, Purchaser's lender, if any, and the Title Policy and Insurer in accordance with the requirements of Purchaser's lender. However, if Purchaser requires any additional survey work, Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.such additional work.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard a leasehold title insurance policy issued by First American Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") designated as Order No.: 1401 007652946 D1, dated July 12April 17, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 4, 12, 13, 14, 15, 16, 17, and 9 through 16 inclusive, to the extent that same affect the Property18. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for other than the cost costs of any endorsements to, or extended coverage on, the Title Policy. It , which shall also be a condition of paid by Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12September 4, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Survey" (hereinafter defined)) to which Purchaser has not made objections as set forth herein; (c) matters caused by the actions of Purchaser; and (d) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 1 through 16 21 inclusive, to the extent that same affect the PropertyProperty and have not been objected to by Purchaser within the Inspection Period. All other exceptions to title shall be referred to as "Unpermitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Purchaser and Seller and Purchaser shall each pay for one-half of divide evenly the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation, as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") ), dated July 12May 2, 1996 1997 and designated as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia Commitment No. 81-75016 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part B-Section II of the Title Commitment as Numbers 7 1 through 17, 21 and 9 through 16 inclusive22, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Policy. Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a Seller has ordered an ALTA or comparable title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation, as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the each Real Property (the "Title CommitmentCommitments"). Seller shall deliver the Title Commitments and copies of all documents of record creating exceptions to coverage ("Documents of Record") to Purchaser within twenty-one (21) days after the date hereof. For purposes of this Agreement, "Permitted Exceptions" as to each of the Real Properties shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafter(which shall be prorated as hereinafter specified); (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; (c) the Leases; and (d) the those matters affecting title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to Real Properties which are not established as "Unpermitted Exceptions"" (as hereinafter defined) by Purchaser pursuant to Paragraph 5.2 herein. The Title Commitments shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy for the respective Real Property, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard an ALTA or comparable title policy for the Real Properties in amounts equal to the Schedule Price of each Real Property in conformance with the previously delivered Title CommitmentCommitments, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment Commitments, Title Policies, and extended coverage on the Title Policy Policies, and Purchaser shall pay for the cost of any additional endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.Policies.

Title Commitment and Survey. 3.1. a. Attached hereto as Exhibit D Exhibit_D is a copy of a title commitment with an effective date of July 26, 1996 ("Title Commitment") for an owner's standard coverage title insurance policy ("Title Policy") issued by First American Title Company of Nevada, agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12, 1996 as ). The owner's Title Policy issued at Closing will be an ALTA policy in the amount of the Purchase Price subject only to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of payable, the Closing Date or thereafter; general printed exceptions set forth in Schedule B-Section 2 (bPart I) matters shown on as Numbers 7, 8 and 9 and the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the special title exceptions set forth in Schedule B Schedule_B-Section 2 (Part II II) Numbers_4 through 18, 24, 27 and 28 (modified as to tenants only, as shown on the rent roll) of the Title Commitment as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the PropertyCommitment. All other exceptions to title shall be of the above are herein referred to as the "Unpermitted Permitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Seller shall cause the Title Insurer shall deliver to Purchaser issue the Title Policy or a standard title policy "marked up" commitment in conformance conformity with the previously delivered Title Commitment, subject only to the Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy")Exceptions. Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment Policy; including the costs of "extended coverage". Purchaser shall pay for any special endorsements which Purchaser requires. b. Purchaser acknowledges receipt of a survey ("Survey") of the Property prepared by SEA Incorporated and dated January 25, 1996, and Purchaser approves all of the matters set forth on the Survey. Prior to the Closing, Seller (at Seller's cost) will have the Survey updated and re-certified to the Purchaser, the Title Policy Insurer, and Purchaser's lender (if any). However, if Purchaser requires any additional survey work, Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.such additional work.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Partners Title Company, as agent for Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 1218, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges which are not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" Updated Survey (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1, 3 through 5 inclusive and 9 9(a) through 16 (f) inclusive, to the extent that same affect the Property; (e) any shortages in area; and (f) rights of tenants, as tenants only, pursuant to unrecorded leases aset set forth on the "Rent Roll" (as hereinafter defined). All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-one half of the costs of the Title Commitment and the Title Policy Policy, and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation, as agent for First American Title Insurance Company (hereinafter referred to as ("Title Insurer") dated July 12February 3, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1 through 28, inclusive and 9 32 through 16 38 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy policy, or at Purchaser's request, an ALTA title policy, in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half all of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for Policy, including, without limitation, the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. A. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12February 9, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" (hereinafter defined) which do not constitute a "Survey Defect" (as hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 2 through 16 19 inclusive, to the extent that same affect the Property. All the other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Purchaser and Seller and Purchaser shall each pay for one-half of the evenly divide all costs of associated with the Title Commitment and the Title Policy and Purchaser shall pay for the cost of Policy, including any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12December 29, 1996 1997 and designated as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia commitment no. 41-137876 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Existing Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the title exceptions set forth in Schedule B Part B, Section II of the Title Commitment as Numbers 7 5, 14-16, 20, 21, 23 and 9 through 16 26, inclusive, (or as the parties may agree prior to the expiration of the Inspection Period) to the extent that the same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half (1/2) of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Lawyers Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12February 17, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Updated Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1, 2, and 9 4 through 16 23 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy for the insured amount of the Purchase Price in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Insurance Company (hereinafter referred to as the "Title InsurerIssuer") dated July 12February 14, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II - Section 2 of the Title Commitment as Numbers 7 1 through 5 inclusive and 9 through 16 inclusive, Numbers 11 and 12; and (f) those Leases set forth in the Rent Roll (hereinafter defined) delivered pursuant to the extent provisions of Paragraph 7.1 that same affect have not expired or been sooner terminated as of the Propertydate of Closing and any additional tenant leases entered into after the date of the Rent Roll in accordance with the provisions of this Agreement, all as tenants only. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a single Georgia standard title policy in conformance with the previously delivered Title CommitmentCommitments, subject only to Permitted Exceptions and Unpermitted Exceptions Exceptions, if any, waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy (including all search and exam fees), and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition , including, without limitation, modification of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.printed survey exception.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12September 9, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 9(B) through 16 9(N) inclusive, to the extent that same affect effect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half all of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Lawyers Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12June 21, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the extended coverage title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1 through 30 inclusive and 9 through 16 inclusiveNumber 35, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard an extended coverage title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy Policy, and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Title Insurance Company (hereinafter referred to as the "Title InsurerIssuer") dated July 121, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessmentsassessment, special district taxes and related charges charges, if any, not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1 through 6, inclusive and 9 (a) through 16 inclusive(g) and, in Schedule C, Number 6, to the extent that same affect effect the PropertyProperty (and provided 9(a) is revised to indicate that tenants on the property have rights as tenants only under recorded or unrecorded leases); and (f) those Leases set forth in the Rent Roll (hereinafter defined) delivered pursuant to the provisions of Paragraph 7.1 that have not expired or been sooner terminated as of the date of Closing and any additional tenant leases entered into after the date of the Rent Roll in accordance with the provisions of this Agreement, all as tenants only. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On or before the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser Purchaser, at Seller's sole cost and expense, a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Title Insurance Company Corporation (hereinafter referred to as "Title Insurer") dated July 12effective September 4, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia at 7:30 a.m. for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the title special exceptions set forth in Schedule B - Part II of the Title Commitment as Numbers 7 and 9 2 through 16 13 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. 3.1 Attached hereto as Exhibit D F is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Company, as agent for Lawyers Title Insurance Company (hereinafter referred to as "Title Insurer") Corporation, dated July 12September 3, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For Subject to the provisions of Paragraph 3.4 below, for purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general ad valorem real estate taxes, taxes for the tax fiscal year 1996-1997 and subsequent years not yet due and payable; (b) association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" Survey (as hereinafter defined); (cd) matters caused by the actions action or inaction of PurchaserPurchaser or its agents; and (dg) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 27 and 9 through 16 inclusive28; (h) the rights of tenants under leases; and (i) liens or encumbrances of a definite or ascertainable amount which may be removed or, in the case of such monetary liens, insured over by the payment of money or other security at the Closing Date, and which Seller removes or causes to be insured over at the extent that same affect the PropertyClosing Date in accordance with Paragraph 5 hereof. All other exceptions to title shall be referred to as "Unpermitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Fidelity National Title Insurer Insurance Company ("Title Insurer") shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions (excluding, however, the Permitted Exceptions described in subclause (i) above) and Unpermitted Exceptions waived in writing by Purchaser (the "Title Policy"). Seller The Title Policy shall be conclusive evidence of good title as therein shown as to all matters to be insured by the Title Policy, subject only to the exceptions and requirements therein stated. In accordance with Alameda County, California custom, Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements (other than curative endorsements for matters for which Seller has agreed to remove) to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage Policy as requested by Purchaser set forth on Exhibit S.or Purchaser's lender.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12February 25, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Existing Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; (d) matters shown on the Condemnation Documents (as hereinafter defined) or otherwise related to the Condemnation Action (as hereinafter defined); and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Letter A, and Numbers 7 and 9 1 through 16 13 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy Policy, and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It Notwithstanding any provision of this Agreement to the contrary, Seller shall also be a condition convey all of Purchaser's obligation the Personal Property to close hereunder that the Title Company agree to issue those endorsements Purchaser free and special coverage requested by Purchaser set forth on Exhibit S.clear of all liens, claims and encumbrances.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation, as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12March 24, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment")) together with legible copies of all exception matters set forth therein and the deed conveying title to the Property to Seller. For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Existing Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 5 (open) and 9 6 through 16 14, inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of all the costs of the Title Commitment and the Title Policy and Purchaser shall pay for Policy, including the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder , should the Purchaser elect that the Title Company agree to issue those Policy include such endorsements and special coverage requested by Purchaser set forth on Exhibit S.extended coverage.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") dated with an effective date of July 1222, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment")) together with legible copies of all exception matters set forth therein and the deed conveying title to the Property to Seller. Seller, at Seller's cost, shall obtain an ALTA survey for the Property (the "Updated Survey") and deliver the updated Survey to Purchaser within 20 days after the Seller's date of execution hereof, (i) bearing a certification dated after the date of this Agreement in the form set forth on Exhibit N hereto, (ii) prepared in a manner sufficient to permit the Title Company to modify the standard printed exception in the Title Policy pertaining to discrepancies in area or boundary lines, encroachments, overlapping of improvements, or similar matters, and (iii) indicating on the Survey the location of all title exceptions which can be located thereon and which have been identified for the surveyor. For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (dc) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 through 16 inclusive, deemed "Permitted Exceptions" pursuant to the extent that same affect the PropertyParagraph 3.2 below. All other exceptions to title shall be referred to as "Unpermitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Lawyers Title Insurance Company Corporation (hereinafter referred to as "Title Insurer") dated July 123, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 1 through 16 18 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D F is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Company as agent for Chicago Title Insurance Company Company, (hereinafter referred to as "Title Insurer") dated July 12June 22, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1995 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, taxes not yet due and payable; (c) association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of payable, to the Closing Date or thereafterextent same are set forth on the Title Commitment; (bd) matters shown on the "Survey" (as hereinafter defined); (ce) matters caused by the actions of Purchaser; (f) all documents evidencing or securing the Loan, including those set forth on Exhibit G attached hereto and made a part hereof (all of said documents being referred to herein as the "Loan Documents"); (g) the "Ground Lease" (as hereinafter defined); and (dg) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 3(a) through 3(c), inclusive, on Schedule B-1, and 9 3(a), 3(c), 3(d) and 3(e) through 16 3(l), inclusive, on Schedule B-2, to the extent that same affect effect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived waived, in writing, by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Company on behalf of Lawyers Title Insurance Company Corporation (hereinafter referred to as "Title Insurer") dated July 12with an effective date of March 2, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 through 16 inclusive2, 3, 4, 9, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for including one half of the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.survey endorsement.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Lawyer's Title Insurance, as agent for Lawyer's Title Insurance Company Corporation (hereinafter referred to as "Title Insurer") dated July 12June 6, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Updated Survey" (hereinafter defined); (cd) the Loan Documents; (e) matters caused by the actions of Purchaser; and (df) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 1 through 16 21 inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived approved in writing by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of equally share the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Title Insurance Company (hereinafter referred to as the "Title InsurerIssuer") dated July 12August 21, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" (hereinafter defined)) except for those matters set forth on Schedule 3.1; (cd) matters caused by the actions of Purchaser; (e) the Existing Bond and Mortgage Documents including, without limitation, the Regulatory Agreement (dhereinafter defined); (f) the title exceptions set forth in Schedule B Part II B-1 of the Title Commitment as Numbers 7 4 a. and 9 b. and in Section B-II 8 through 16 18 inclusive, except for those matters set forth on Schedule 3.1, to the extent that same affect the Property; and (g) those Leases set forth in the Rent Roll (hereinafter defined) delivered pursuant to the provisions of Paragraph 7.1 that have not expired or been sooner terminated as of the date of Closing and any additional tenant leases entered into after the date of the Rent Roll in accordance with the provisions of this Agreement, all as tenants only. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions Exceptions, if any, waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of share equally the costs of the Title Commitment and the Title Policy (including all search and exam fees), and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. a. Attached hereto as Exhibit D is a copy of a title commitment with an effective date of July 26, 1996 ("Title Commitment") for an owner's standard coverage title insurance policy ("Title Policy") issued by First American Title Insurance Company of Nevada (hereinafter referred to as "Title Insurer") dated July 12, 1996 as ). The owner's Title Policy issued at Closing will be an ALTA policy in the amount of the Purchase Price subject only to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of payable, the Closing Date or thereafter; general printed exceptions set forth in Schedule B-Section 2 (bPart I) matters shown on as Numbers 7, 8 and 9 and the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the special title exceptions set forth in Schedule B B-Section 2 (Part II II) Numbers 4 through 16, 21, 22 and 23 (modified as to tenants only, as shown on the rent roll) of the Title Commitment as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the PropertyCommitment. All other exceptions to title shall be of the above are herein referred to as the "Unpermitted Permitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters insured by the policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Seller shall cause the Title Insurer shall deliver to Purchaser issue the Title Policy or a standard title policy "marked up" commitment in conformance conformity with the previously delivered Title Commitment, subject only to Permitted Exceptions . Purchaser and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of equally share the costs of the Title Commitment Policy (which includes the cost of "extended coverage"); however, Purchaser shall pay the costs of any special endorsements which Purchaser requires. b. Purchaser acknowledges receipt of a survey ("Survey") of the Property prepared by SEA Incorporated and dated January 25, 1996. Prior to the Closing, Seller will have the Survey re-certified to the Purchaser, Purchaser's lender, if any, and the Title Policy and Insurer in accordance with the requirements of Purchaser's lender. However, if Purchaser requires any additional survey work, Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.such additional work.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Title Insurance Company (hereinafter referred to as the "Title InsurerIssuer") dated July 12February 20, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for Phase I of the Property (the "Phase I Title Commitment") and dated February 19, 1997 for Phase II of the Property (the "Phase II Title Commitment"). The Phase I Title Commitment and the Phase II Title Commitment are referred to together as the "Title Commitment". For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1 through 9 inclusive (except 9.k.) of the Phase I Title Commitment and Numbers 1 through 9 through 16 inclusive, inclusive (except 9.j.) of the Phase II Title Commitment; and (f) those Leases set forth in the Rent Roll (hereinafter defined) delivered pursuant to the extent provisions of Paragraph 7.1 that same affect have not expired or been sooner terminated as of the Propertydate of Closing and any additional tenant leases entered into after the date of the Rent Roll in accordance with the provisions of this Agreement, all as tenants only. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a single Texas standard title policy in conformance with the previously delivered Title CommitmentCommitments, subject only to Permitted Exceptions and Unpermitted Exceptions Exceptions, if any, waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy (including all search and exam fees), and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition , including, without limitation, modification of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.printed survey exception.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12September 9, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 9(B) through 16 9(S) inclusive, to the extent that same affect effect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half all of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. 3.1 Attached hereto as Exhibit D F is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Company, as agent for Lawyers Title Insurance Company Corporation, (hereinafter referred to as "Title Insurer") ), dated July 12October 10, 1996 as to real property located in Fulton County1996, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general ad valorem real estate taxes, taxes for the year 1996 and subsequent years not yet due and payable; (b) association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" Survey (as hereinafter defined); (cd) matters caused by the actions action or inaction of PurchaserPurchaser or its agents; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1-19 and 9 through 16 inclusive23; (f) the rights of tenants under leases identified on the Rent Roll attached hereto as Exhibit C; and (g) liens or encumbrances of a definite or ascertainable amount which may be removed or insured over by the payment of money or other security at the Closing Date, and which Seller removes or causes to be insured over at the extent that same affect the PropertyClosing Date in accordance with Paragraph 5 hereof. All other exceptions to title shall be referred to as "Unpermitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions (excluding, however, the Permitted Exceptions described in subclause (g) above) and Unpermitted Exceptions waived in writing by Purchaser (the "Title Policy"). The Title Policy shall be conclusive evidence of good title as therein shown as to all matters to be insured by the Title Policy, subject only to the exceptions and requirements therein stated. Purchaser and Seller and Purchaser shall each pay for one-half of equally divide the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage Policy as requested by Purchaser set forth on Exhibit S.or Purchaser's lender.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Company, as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12September 20, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). Within five (5) days of the execution of the Agreement, Title Insurer will provide a closing protection letter acceptable to Purchaser from First American Title Company. For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafter; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (dc) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 through 16 inclusiveapproved by Purchaser by written notice to Seller on or before the expiration of the "Inspection Period" (hereinafter defined), subject to the extent that same affect the Propertyterms of Paragraph 3.3 herein. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment as approved shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard an ALTA extended owner's title policy in conformance with the previously delivered approved Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the a standard owner's Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12Sept. 19, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"), along with copies of each of the documents referred to as numbers 9-14, inclusive, in Schedule B - Part II of the Title Commitment (collectively, the "Title Exceptions"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafter; (b) matters shown on the "Existing Survey" (hereinafter defined); (cb) matters caused by the actions of Purchaser; (c) real estate taxes and assessments for the year 1996 and subsequent years, not yet due and payable; and (d) the title exceptions set forth in Schedule B - Part II of the Title Commitment as Numbers 7 and 9 through 16 7, 9-12, inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to the Permitted Exceptions Exceptions, and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy Policy, and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is Within ten (10) days after the date hereof, Seller shall deliver to Purchaser a copy of a title commitment for an owner's standard title insurance policy issued by First American Lawyers Title Insurance Company Corporation (hereinafter referred to as "Title Insurer") dated July 12, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" (hereinafter defined)) which do not affect marketability of title; (cd) matters caused by the actions of Purchaser; and (de) covenants, conditions and restrictions of record, public and utility easements, and roads and highways, which do not interfere with the title exceptions set forth in Schedule B Part II use of the Title Commitment Property as Numbers 7 and 9 through 16 inclusiveit is being used on the date hereof, to the extent that same affect effect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. A. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title, as agent for Lawyers Title Insurance Company Co. (hereinafter referred to as "Title Insurer") dated July 121, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the title exceptions set forth in Section II of Schedule B Part II of the Title Commitment as Numbers 7 and 9 through 16 6 -30, inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and "Unpermitted Exceptions Exceptions" (as hereinafter defined) which have been waived by Purchaser (the "Title Policy"). Purchaser and Seller and Purchaser shall each pay for one-half of hereby agree to divide evenly the costs of the Title Commitment and the Title Policy and Purchaser shall pay (except for the cost costs of any endorsements to, or extended coverage on, the Title Policy. It shall also Policy which will be a condition the responsibility of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.).

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Company on behalf of Lawyers Title Insurance Company Corporation (hereinafter referred to as "Title Insurer") dated July 12with an effective date of March 2, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 2, 3, 4 and 9 through 16 inclusive, and to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for including one-half of the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.survey endorsement.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard a leasehold title insurance policy issued by First American Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") designated as Order No.: 1401 007652946 D1, dated July 12April 17, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia 1997 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (b) matters shown on the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the title exceptions set forth in Schedule B Part II of the Title Commitment Committment as Numbers 7 4, 12, 13, 14, 15, 16, 17, and 9 through 16 inclusive, to the extent that same affect the Property18. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for other than the cost costs of any endorsements to, or extended coverage on, the Title Policy. It , which shall also be a condition of paid by Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Chicago Title Insurance Company Corporation (hereinafter referred to as "Title Insurer") dated July 1224, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 1, 2, 3, 4, 5, 9B, 9C, 9D, 9E, 9F, 9G and 9 through 16 9H inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. a. Attached hereto as Exhibit D is a copy of a title commitment with an effective date of July 26, 1996 ("Title Commitment") for an owner's standard coverage title insurance policy ("Title Policy") issued by First American Title Company of Nevada, agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12, 1996 as ). The owner's Title Policy issued at Closing will be an ALTA policy in the amount of the Purchase Price subject only to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of payable, the Closing Date or thereafter; general printed exceptions set forth in Schedule B-Section 2 (bPart I) matters shown on as Numbers 7, 8 and 9 and the "Survey" (hereinafter defined); (c) matters caused by the actions of Purchaser; and (d) the special title exceptions set forth in Schedule B B-Section 2 (Part II II) Numbers 4 through 16, 21, 22 and 23 (modified as to tenants only, as shown on the rent roll) of the Title Commitment as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the PropertyCommitment. All other exceptions to title shall be of the above are herein referred to as the "Unpermitted Permitted Exceptions". On the Closing Date, it will be a condition of Purchaser's obligation to close that Seller shall cause the Title Insurer shall deliver to Purchaser issue the Title Policy or a standard title policy "marked up" commitment in conformance conformity with the previously delivered Title Commitment, subject only to the Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy")Exceptions. Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment Policy; including the costs of "extended coverage". Purchaser shall pay for any special endorsements which Purchaser requires. b. Purchaser acknowledges receipt of a survey ("Survey") of the Property prepared by SEA Incorporated and dated January 25, 1996, and Purchaser approves all of the matters set forth on the Survey. Prior to the Closing, Seller (at Seller's cost) will have the Survey updated and re-certified to the Purchaser, the Title Policy Insurer and Purchaser's lender (if any). However, if Purchaser requires any additional survey work, Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S.such additional work.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12September 20, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 2 through 16 10 inclusive, to the extent that same affect effect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half all of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by Near North National Title Corporation, as agent for First American Title Insurance Company (hereinafter referred to as "Title Insurer") ), dated July 12April 16, 1996 1997 and designated as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia Commitment No. N9700129 for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the special title exceptions set forth in Schedule B Part II B-Section 2 of the Title Commitment as Numbers 7 and 9 1 through 16 54, inclusive, to the extent that same affect the Property. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Policy. Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a 3.1 Seller has delivered to Purchaser an ALTA Form B extended coverage title commitment dated November 11, 1996 ("Title Commitment") for an owner's standard title insurance policy ("Title Policy") issued by First American Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title CommitmentCompany"), covering the title to the Property. For purposes At Closing, Purchaser shall receive the Title Policy in the amount of this Agreementthe Purchase Price, "Permitted Exceptions" shall mean: subject only to (ai) general real estate taxestaxes not yet due and payable, association assessments, (ii) special assessments, special district taxes assessments and related charges not yet due and payable for any tax years of the Closing Date or thereafter; payable, (biii) matters shown on the "Survey" Survey (hereinafter hereafter defined); (civ) matters rights of tenants under existing Leases (v) acts done or caused by the actions of Purchaseror through Purchaser or its agents; and (dvi) the title exceptions set forth in Schedule B Part II listed on Exhibit F attached hereto. All of the Title Commitment items referred to in subparagraphs (i) through (vi) of this Paragraph 3.1 are hereinafter referred to as Numbers 7 and 9 through 16 inclusive, to the extent that same affect the Property"Permitted Exceptions". All other exceptions to title title, including, without limitation,the general exceptions shown on the Title Commitment, shall be referred to as "Unpermitted Exceptions". On the Closing Date, it will Purchaser shall be a condition of Purchaser's obligation obligated to close that the transaction contemplated by this Agreement without objection as to title matters if the Title Insurer shall deliver to Company issues the Title Policy in the form prescribed by this Agreement. Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage Policy as requested by Purchaser or Purchaser's lender. 3.2 Purchaser has received a survey of the Property prepared by Ben Dyer Associates, Inc. dated Xxxxxxx 17, 1996 ("Survey"). Purchaser and Seller shall cooperate in good faith to obtain any revisions to the Survey and the surveyor's certificate as may be requested by Purchaser prior to Closing. Purchaser and Seller shall each pay one-half the cost of the Survey as heretofore provided to Purchaser, and Purchaser shall pay the costs of any revisions thereto requested by Purchaser. 3.3 The obligations of Purchaser and Seller to pay various costs set forth on Exhibit S.in Paragraphs 3.1 and 3.2 shall survive the termination of this Agreement.

Title Commitment and Survey. 3.1. Attached hereto as Exhibit D is a copy of a title commitment for an owner's standard title insurance policy issued by First American Charter Title Fort Bend as agent for Chicago Title Insurance Company (hereinafter referred to as "Title Insurer") dated July 12August 23, 1996 as to real property located in Fulton County, Georgia and Augusx 00, 1996 as to real property located in DeKalb County, Georgia for the Property (the "Title Commitment"). For purposes of this Agreement, "Permitted Exceptions" shall mean: (a) the general printed exceptions contained in the standard title policy to be issued by Title Insurer based on the Title Commitment; (b) general real estate taxes, association assessments, special assessments, special district taxes and related charges not yet due and payable for any tax years of the Closing Date or thereafterpayable; (bc) matters shown on the "Existing Survey" (hereinafter defined); (cd) matters caused by the actions of Purchaser; and (de) the title exceptions set forth in Schedule B Part II of the Title Commitment as Numbers 7 and 9 2 through 16 14 inclusive, to the extent that same affect effect the Property; and (f) all current and future rights of Gwinnett County in connection with Gwinnett County Project #7112 as further described in Paragraph 26 hereof. All other exceptions to title shall be referred to as "Unpermitted Exceptions". The Title Commitment shall be conclusive evidence of good title as therein shown as to all matters to be insured by the title policy, subject only to the exceptions therein stated. On the Closing Date, it will be a condition of Purchaser's obligation to close that Title Insurer shall deliver to Purchaser a standard title policy in conformance with the previously delivered Title Commitment, subject only to Permitted Exceptions and Unpermitted Exceptions waived by Purchaser (the "Title Policy"). Seller and Purchaser shall each pay for one-half of the costs of the Title Commitment and the Title Policy and Purchaser shall pay for the cost of any endorsements to, or extended coverage on, the Title Policy. It shall also be a condition of Purchaser's obligation to close hereunder that the Title Company agree to issue those endorsements and special coverage requested by Purchaser set forth on Exhibit S..