such
persons having made or having any obligation to make any independent inquiry or
investigation.
6.
BUYER'S REVIEW AND APPROVAL OF TITLE AND SURVEY.
6.1
Title Binder; Survey .
Attached as Exhibit "B" to this Agreement
is a copy of Seller's title insurance policy, including all exceptions to title,
such exceptions to title shall hereafter be referred to as "Permitted
Exceptions" unless Buyer notifies Seller of an objection to any of such
exceptions as set forth herein.
As promptly as practical after the date of this
Agreement, Buyer shall secure a current title commitment (the "Title Binder")
from a title company acceptable to Buyer.
9
Buyer shall provide Seller with a copy of its title commitment within such
stated time period.
Within one (1) day after the date of this Agreement, Seller
shall deliver to Buyer any historic survey of the Property in Seller's
possession, and, Buyer, may order an updated ALTA survey
(the "Survey"),
prepared by a duly licensed land surveyor acceptable to Buyer.
6.2
TITLE OBJECTIONS .
IN THE EVENT BUYER'S TITLE BINDER, AS UPDATED
TO CLOSING, OR BUYER'S SURVEY
IDENTIFIES ANY TITLE EXCEPTIONS OR DEFECTS IN
TITLE OF WHICH BUYER DOES NOT APPROVE OR WHICH RENDER TITLE UNMARKETABLE OR
WHICH UNREASONABLY INTERFERES WITH BUYER'S INTENDED USE OF THE PROPERTY ("TITLE
OBJECTIONS"), BUYER SHALL NOTIFY SELLER (THE "TITLE REPORT OBJECTION NOTICE")
AND SELLER SHALL ELECT BY WRITTEN NOTICE TO BUYER ("SELLER'S DISPOSITION
NOTICE") WITHIN FIVE (5) BUSINESS DAYS OF A TITLE REPORT OBJECTION NOTICE
WHETHER TO CORRECT SUCH DEFECTS PRIOR TO CLOSING.
IF SELLER FAILS TO DELIVER
THE SELLER'S DISPOSITION NOTICE TO BUYER WITHIN FIVE (5) BUSINESS DAYS OF
RECEIPT A TITLE REPORT OBJECTION NOTICE, SELLER SHALL BE DEEMED TO HAVE OBJECTED
AFFIRMATIVELY TO ALL MATTERS SET FORTH IN THE TITLE REPORT OBJECTION NOTICE AND
THE SAME SHALL CONSTITUTE SELLER'S REFUSAL TO CORRECT, ON OR BEFORE THE DATE OF
CLOSING, ALL TITLE MATTERS TO WHICH BUYER OBJECTED IN THE TITLE REPORT OBJECTION
NOTICE, SUBJECT TO SELLER'S OBLIGATION TO CURE CERTAIN EXCEPTIONS PURSUANT TO
THIS SECTION 6.2.
IN THE EVENT SELLER CANNOT CORRECT SUCH DEFECTS BY CLOSING OR
CHOOSES NOT TO CORRECT SUCH DEFECTS SUBJECT TO SELLER'S OBLIGATION TO CURE
CERTAIN EXCEPTIONS PURSUANT TO THIS SECTION 6.2, THEN BUYER MAY ACCEPT TITLE AS
IS WITHOUT ABATEMENT OR REDUCTION OF PURCHASE PRICE OR BUYER MAY CANCEL THIS
AGREEMENT UPON NOTICE TO SELLER AND RECEIVE A FULL REFUND OF THE DEPOSIT.
UPON
DELIVERY OF BUYER'S NOTICE CANCELING THIS AGREEMENT, THIS AGREEMENT SHALL
THEREUPON BE DEEMED CANCELED AND BECOME VOID AND OF NO FURTHER EFFECT, AND
NEITHER PARTY SHALL HAVE ANY OBLIGATIONS OF ANY NATURE TO THE OTHER HEREUNDER OR
BY REASON HEREOF, EXCEPT FOR THOSE PROVISIONS HEREIN WHICH BY THEIR TERMS
EXPRESSLY SURVIVE.
SELLER SHALL NOT BE REQUIRED TO TAKE OR BRING ANY ACTION OR
PROCEEDING OR ANY OTHER STEPS TO REMOVE ANY DEFECT IN OR OBJECTION TO TITLE OR
TO FULFILL ANY CONDITION OR TO EXPEND ANY MONEYS THEREFOR, NOR SHALL BUYER HAVE
ANY RIGHT OF ACTION AGAINST SELLER