Common use of Title Report and Additional Title Matters Clause in Contracts

Title Report and Additional Title Matters. Prior to the date hereof, Seller delivered to Buyer a preliminary title report for the Property (the "PTR"), and copies of all underlying title documents described in the PTR. Buyer shall have until April 11, 2016 (the "Interim Date") to provide written notice (the "Title Notice") to Seller and Escrow Holder of any matters shown by the PTR which are not satisfactory to Buyer. If Seller has not received such written notice from Buyer by the Interim Date, that shall be deemed Buyer's unconditional approval of the condition of title to the Property. Except as provided hereinbelow, Seller shall have until (3) business days prior to the Closing Date to make such arrangements or take such steps as the parties shall mutually agree to satisfy Buyer's objection(s); provided, however, that, except with respect to liens secured by deeds of trust securing loans made to Seller, mechanics' liens relating to work authorized by Seller, judgment liens against Seller, and delinquent taxes (herein "Monetary Liens", which Seller agrees to have removed on or before the Closing Date), Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations or otherwise to cure or agree to cure any title objections. To the extent Buyer timely delivers a Title Notice, then Seller shall deliver, within five (5) business days of its receipt of such Title Notice, written notice to Buyer and Escrow Holder identifying which disapproved items (other than Monetary Liens) Seller shall undertake to cure or not cure ("Seller's Response"). If Seller does not timely deliver a Seller's Response, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Buyer. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Buyer's Title Notice, Buyer shall have until the Contingency Date to notify Seller and Escrow Holder, in writing, of Buyer's election to either waive the objection or terminate this Agreement and the Escrow. If Seller and Escrow Holder 753659.08/WLA 374981-00001/4-20-16/pjr/pjr -7- Agreement of Purchase and Sale [20333 South Normandie Avenue] [Bridge Acquisition, LLC]

Title Report and Additional Title Matters. Prior to Promptly following the date hereofEffective Date, Seller delivered shall cause Title Company to deliver to Buyer a preliminary title report Preliminary Report for the Property (the "PTR"), and “Title Report”) along with copies of or links to all underlying of the recorded title documents described in the PTRTitle Report. Buyer shall have until April 11, 2016 the date that is ten (10) days before the "Interim Due Diligence Deadline (“Title Notice Date"”) to provide written notice (the "“Title Notice"”) to Seller and Escrow Holder of any matters shown by in the PTR which Title Report that are not satisfactory to Buyer. If Seller has not received such written notice from Buyer by the Interim Title Notice Date, that shall be deemed Buyer's ’s unconditional approval of the condition of title to the Property. Except , except Buyer shall not have to give a Title Notice as provided hereinbelowto, and Seller shall have until (3) business days prior cause to be removed by the Closing Date to make such arrangements or take such steps as the parties shall mutually agree to satisfy Buyer's objection(s); providedClosing, however, that, except with respect to liens secured by any and all exceptions referencing deeds of trust securing loans made to Sellertrust, mechanics' ’ liens relating to work authorized by Sellerperformed before the Closing, judgment liens against Seller, and and/or delinquent taxes (herein "“Monetary Liens"”); provided that such obligation of Seller shall not relate to, which Seller agrees and “Monetary Liens” shall not include, liens created by or at the request of Buyer, or consented to have removed on or before the Closing Date)by Buyer in writing. Except as provided in this Section, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations or otherwise to cure or agree to cure any title objections. To the extent If Buyer timely delivers a Title Notice, then Seller shall deliver, within no later than five (5) business days of its after the receipt of such Title Notice, written notice to Buyer and Escrow Holder identifying which disapproved items (other than Monetary Liens) that Seller shall undertake to cure or not cure ("“Seller's ’s Response"”). If Seller does not timely deliver a Seller's Response’s Response before such date, then Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Buyer. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Buyer's ’s Title Notice, then Buyer shall have until the Contingency Date two (2) business days after receipt of Seller’s Response to: (i) deliver Buyer’s Disapproval Notice to notify Seller and Escrow Holder, in writing, of Buyer's election to either waive the objection or terminate Holder thereby terminating this Agreement (notwithstanding the fact that the Due Diligence Deadline may have already passed); or (ii) notify Seller that Buyer elects to waive any objections to the Title Report and proceed with the Escrowtransaction contemplated in this Agreement. If Seller and Escrow Holder 753659.08/WLA 374981-00001/4-20-16/pjr/pjr -7- have not received written notice from Buyer by the date set forth above, then that shall be deemed Buyer’s approval of Seller’s Response and election to proceed with the Agreement and Escrow; provided that Buyer’s timely delivery of Purchase and Sale [20333 South Normandie Avenue] [Bridge AcquisitionBuyer’s Disapproval Notice in accordance with this Section 4.2 shall be deemed Buyer’s disapproval of the actual or deemed Seller Response. If Seller elects in Seller’s Response to undertake the cure of an item, LLC]then such cure shall become a condition precedent to Buyer’s Closing obligations. Except for Monetary Liens, all matters shown in the Title Report with respect to which Buyer does not give a Title Notice by the Title Notice Date shall be deemed to be approved by Buyer.

Title Report and Additional Title Matters. Prior to Within five (5) business days after the date hereofEffective Date, Seller delivered shall cause Title Company to deliver to Buyer a one or more preliminary title report reports for the Property (collectively, the "“PTR"”), and copies of all underlying title documents described in the PTR. Additionally, as soon as is practicable after the Opening of Escrow, Seller shall deliver to Buyer, at Seller’s sole cost and expense, one or more ALTA/NSPS Land Title Surveys covering the Real Property performed by one or more surveyors or engineers licensed by, or otherwise legally qualified to perform such surveys in, the State of California, which shall be dated within thirty (30) days of the Effective Date, and which shall include the following Table A items: 1, 2, 3, 4, 6(a), 6(b), 7(a), 7(b)(1), 7(c), 8, 9, 11, 13, 14, 16, 17, 19, and 20 (collectively, the “Updated Surveys”); provided, however, following the initial delivery of such Updated Surveys to Buyer, Seller shall thereafter use commercially reasonable efforts to cause the surveyors to address Buyer’s comments on, and requests for revisions to, such Updated Surveys. Buyer shall have until April 11the date that is five (5) business days following its receipt of all of the PTR, 2016 underlying title documents described therein, and the Updated Surveys (the "“Interim Date"”) to provide written notice (the "“Title Notice"”) to Seller and Escrow Holder of any matters shown by the PTR PTR, underlying title documents, or Updated Surveys which are not satisfactory to Buyer. If Seller has not received such written notice from Buyer by the Interim Date, that shall be deemed Buyer's ’s unconditional approval of the condition of title to the Property. Except as provided hereinbelow, Seller shall have until (3) business days prior Notwithstanding the foregoing to the Closing Date to make such arrangements or take such steps as the parties shall mutually agree to satisfy Buyer's objection(s); providedcontrary, however, that, except with respect to all liens secured by deeds of trust securing loans made to Seller, mechanics' ’ liens relating to work authorized by Sellerpursuant to any agreements to which Seller is a party, judgment liens against Seller, and delinquent taxes and all judgment liens against Seller securing an ascertainable amount and arising by, through, or under any parties other than the Buyer or any tenants under the Leases (herein "“Monetary Liens", which ”) shall be removed by Seller agrees to have removed on or before the Closing Date), Buyer shall have no obligation to affirmatively object to the same in the Title Notice, and in no event shall any Monetary Liens constitute Permitted Exceptions. Except with respect to the removal of all Monetary Liens, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations or otherwise to cure or agree to cure any title objections. To the extent Buyer timely delivers a Title Notice, then Seller shall deliver, within five on or before that date that is three (53) business days of its receipt of such following the delivery or the Title Notice, written notice to Buyer and Escrow Holder identifying which disapproved items (other than Monetary Liens) Seller shall undertake to cure or not cure ("“Seller's ’s Response"”). If Seller does not timely deliver a Seller's ’s Response, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Buyer. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Buyer's the Title Notice, Buyer shall have until the Contingency Date date that is two (2) business days following its receipt of Seller’s Response to notify Seller and Escrow Holder, in writing, of Buyer's ’s election to either (i) waive the objection or (ii) terminate this Agreement and the Escrow. If Seller and Escrow Holder 753659.08/WLA 374981-00001/4-20-16/pjr/pjr -7- have not received written notice from Buyer by the Contingency Date, that shall be deemed Buyer’s election to terminate this Agreement under subpart (ii) above; provided, however, Buyer’s timely delivery of Purchase Buyer’s Notice to Proceed in accordance with Section 4.1.4, above, shall be deemed Buyer’s approval of the actual or deemed Seller’s Response. Except for Monetary Liens, all matters shown in the PTR and Sale [20333 South Normandie Avenue] [Bridge Acquisition, LLC]Updated Surveys with respect to which Buyer fails to give a Title Notice on or before the Interim Date shall be deemed to be approved by Buyer.

Title Report and Additional Title Matters. Prior to the date hereof, Seller has previously delivered to Buyer a preliminary title report for the Property (the "a “PTR"), ”) and copies of all underlying title documents described in such PTR; or if not, Seller shall deliver such PTR and underlying title documents to Buyer within one (1) business day after the PTREffective Date. With respect to the Property, Buyer shall have until April 11, 2016 forty-five (45) days after Buyer’s receipt of the PTR and copies of the underlying title documents (the "“Interim Date"”) to provide written notice (the "“Title Notice"”) to Seller and Escrow Holder of any matters shown by the PTR and/or the ALTA Survey which are not satisfactory to Buyer. If Seller has not received such written notice from Buyer by the Interim Date, that shall be deemed Buyer's ’s unconditional approval of the condition of title to the Property. Except as provided hereinbelow, Seller shall have until (3) business days prior to the Closing Date to make such arrangements or take such steps as the parties shall mutually agree to satisfy Buyer's objection(s); provided, however, that, except with respect to liens secured by deeds of trust securing loans made to Seller, mechanics' liens relating to work authorized by Seller, judgment liens against Seller, and delinquent taxes (herein "Monetary Liens", which Seller agrees to have removed on or before the Closing Date), Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations or otherwise to cure or agree to cure any title objections. To the extent Buyer timely delivers a Title Notice, then Seller shall deliver, within five (5) business days of its receipt of such Title Notice, written notice to Buyer and Escrow Holder identifying which disapproved items (other than Monetary Liens) Seller shall undertake to cure or not cure ("“Seller's ’s Response"”). If and to the extent Seller commits to remove or otherwise cure (e.g., provide insurance against) any disapproved title matter, the removal or cure of such matter shall be a condition to Buyer’s obligation to close. Except as provided hereinbelow, Seller shall have until five (5) days prior to the Closing Date to make such arrangements or take such steps as the parties shall mutually agree to satisfy Buyer’s objection(s); provided, however, that, except with respect to liens secured by deeds of trust securing loans made to Seller, mechanics’ liens relating to work pursuant to any agreements to which Seller or any Seller affiliate is a party, judgment liens against Seller, and delinquent taxes (herein “Monetary Liens”), which Seller agrees to have removed on or before the Closing Date, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations or otherwise to cure or agree to cure any title objections. If Seller does not timely deliver a Seller's ’s Response, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Buyer. If Seller commits to remove or provide insurance against any disapproved title exception, then the removal of or insurance against such item(s) shall be a condition to Buyer’s obligation to close and Buyer shall be deemed to have approved title to the Property, provided, however, if Seller elects to insure over a disapproved title exception by endorsement, then Buyer shall the right to approve (which approval shall not be unreasonably withheld, conditioned or delayed) the form of endorsement. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception a matter disapproved in Buyer's ’s Title Notice, Buyer shall have until the Contingency Date to notify Seller and Escrow Holder, in writing, of Buyer's ’s election to either waive the objection or terminate this Agreement and the EscrowEscrow (in which case the Initial Deposit shall be returned to Buyer). Buyer’s timely delivery of Buyer’s Approval Notice in accordance with Section 4.1.4, above, shall be deemed Buyer’s waiver of Buyer’s title and survey objection(s) and election to proceed with Closing. Except for Monetary Liens, all matters shown in the PTR and any survey of the Property obtained by Buyer with respect to which Buyer fails to give a Title Notice on or before the Interim Date shall be deemed to be approved by Buyer. Notwithstanding the foregoing, if any supplemental title report or update containing any exceptions not included in the PTR delivered in accordance with -10- Xxxxxx Realty, L.P. - Purchase Agreement Santa Fe Summit CONFIDENTIAL TREATMENT REQUESTED BY INTUIT INC. this Section 4.2 (“New Exceptions”) is first issued on or after the Interim Date, Buyer will be entitled to object to the New Exceptions by delivering a supplemental Title Notice to Seller no later than five (5) business days following Buyer’s receipt of such supplement or update. If Buyer timely delivers a supplemental Title Notice to Seller with respect to any New Exceptions, Seller shall have five (5) business days within which to deliver Seller’s Response. If Seller does not timely deliver a Seller’s Response, Seller shall be deemed to have elected to not remove or otherwise cure any New Exceptions disapproved by Buyer. If Seller elects, or is deemed to have elected, not to remove or otherwise cure a New Exception disapproved in Buyer’s supplemental Title Notice, and the same has an economic impact of more than [***] Dollars ($[***]), Buyer may either waive the objection or terminate this Agreement and the Escrow Holder 753659.08/WLA 374981-00001/4-20-16/pjr/pjr -7- Agreement of Purchase (in which case the Deposit shall be returned to Buyer). If necessary, the Closing Date shall be extended to allow for the review and Sale [20333 South Normandie Avenue] [Bridge Acquisitionresponse process relating to any New Exceptions. Unless Buyer is entitled to and timely objects to such New Exceptions, LLC]all such New Exceptions shall be deemed to constitute additional Permitted Exceptions.

Title Report and Additional Title Matters. Prior to the date hereof, Seller delivered to Buyer a preliminary title report for the Property (the "PTR"), and copies of all underlying title documents described in the PTR. Buyer shall have until April 11, 2016 (the "Interim Date") to provide written notice (the "Title Notice") to Seller and Escrow Holder of any matters shown by the PTR which are not satisfactory to Buyer. If Seller has not received such written notice from Buyer by the Interim Date, that shall be deemed Buyer's unconditional approval of the condition of title to the Property. Except as provided hereinbelow, Seller shall have until (3) business days prior to the Closing Date to make such arrangements or take such steps as the parties shall mutually agree to satisfy Buyer's objection(s); provided, however, that, except with respect to liens secured by deeds of trust securing loans made to Seller, mechanics' liens relating to work authorized by Seller, judgment liens against Seller, and delinquent taxes (herein "Monetary Liens", which Seller agrees to have removed on or before the Closing Date), Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations or otherwise to cure or agree to cure any title objections. To the extent Buyer timely delivers a Title Notice, then Seller shall deliver, within five (5) business days of its receipt of such Title Notice, written notice to Buyer and Escrow Holder identifying which disapproved items (other than Monetary Liens) Seller shall undertake to cure or not cure ("Seller's Response"). If Seller does not timely deliver a Seller's Response, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Buyer. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Buyer's Title Notice, Buyer shall have until the Contingency Date to notify Seller and Escrow Holder, in writing, of Buyer's election to either waive the objection or terminate this Agreement and the Escrow. If Seller and Escrow Holder 753659.08/WLA 374981XXX000000-00001/4-20-16/pjr/pjr -7- Agreement of Purchase and Sale [20333 Sale[20333 South Normandie Avenue] [Bridge Avenue][Bridge Acquisition, LLC]] have not received written notice from Buyer by the Contingency Date, that shall be deemed Buyer's waiver of Buyer's objection and election to proceed with Closing; provided, however, Buyer's timely delivery of Buyer's Termination Notice in accordance with Section 4.1.4, above, shall be deemed Buyer's disapproval of the actual or deemed Seller Response. Except for Monetary Liens, all matters shown in the PTR and any survey of the Property obtained by Buyer with respect to which Buyer fails to give a Title Notice on or before the Interim Date shall be deemed to be approved by Buyer.

Title Report and Additional Title Matters. Prior to the date hereofEffective Date, Seller delivered has caused Title Company to deliver to Buyer a preliminary title report for the Property (the "PTRTitle Commitment"), and copies of all underlying title documents described in the PTRTitle Commitment. Buyer shall have until April 11, 2016 5:00 p.m. Pacific time on the date that is ten (10) business days prior to the Contingency Date (the "Interim Date") to provide written notice (the "Title Notice") to Seller and Escrow Holder of any matters shown by the PTR Title Commitment or on any survey obtained by Buyer which are not satisfactory to Buyer. If Seller has not received such written notice from Buyer by the Interim Date, that shall be deemed BuyerXxxxx's unconditional approval of the condition of title and survey to the Property. Except as provided hereinbelowbelow, Seller shall may have until five (35) business days prior to after receipt of the Closing Date Title Notice to make such arrangements or take such steps as the parties shall mutually agree to satisfy Buyer's objection(s); provided, however, that, except with respect to liens secured by deeds of trust securing loans made to Seller, mechanics' liens relating to work authorized contracted for by Seller, judgment liens against SellerSeller that is not a Permitted Exception (as defined below) and for which Buyer is not receiving a credit at Closing, and delinquent real property taxes (herein "Monetary Liens", which Seller Xxxxxx agrees to have removed on or before the Closing Date), Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations or otherwise to cure or agree to cure any title objections. To the extent Buyer timely delivers a Title Notice, then Seller shall deliver, within Within five (5) business days of its receipt of such a Title Notice, Seller may elect to deliver written notice to Buyer and Escrow Holder identifying which disapproved items (other than Monetary Liens) Seller shall undertake to cure or not cure ("Seller's Response"). If Seller does not timely deliver a Seller's ResponseResponse within said five (5) business day period, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Buyer. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Buyer's Title Notice, Buyer shall have until the Contingency Date expiration of the Property Approval Period to notify Seller and Escrow Holder, in writing, of Buyer's election deliver to either waive the objection or terminate this Agreement and the Escrow. If Seller and Escrow Holder 753659.08/WLA 374981-00001/4-20-16/pjr/pjr -7- Agreement the Buyer's Disapproval Notice. Xxxxx's failure to timely deliver Xxxxx's Disapproval Notice shall be deemed to be Xxxxx's approval of Purchase all matters shown in the Title Commitment and Sale [20333 South Normandie Avenue] [Bridge Acquisitionany survey of the Property obtained by Xxxxx, LLC]other than Monetary Liens and matters Seller agreed to cure in Seller's Response. If Seller's Response elects to cure certain disapproved items and Seller then fails to cure any such items prior to Closing, then Buyer, as its sole remedy, may elect to terminate this Agreement, in which event the Deposit shall be immediately returned to Buyer, any other money or documents in Escrow shall be returned to the party depositing the same, and the fee payment provisions of Section 4.4 shall apply (it being agreed that Seller's failure to remove any Monetary Lien shall be a default by Seller of its obligations hereunder).