THE
TITLE POLICY IN THE AMOUNT OF THE PURCHASE PRICE AND SUBJECT ONLY TO THE
PERMITTED EXCEPTIONS TO BUYER.
IF BUYER OR ITS LENDER DESIRES ANY SPECIAL
ENDORSEMENTS TO THE COVERAGE PROVIDED BY THE TITLE POLICY (INCLUDING, WITHOUT
LIMITATION, MODIFICATION OF ANY STANDARD SCHEDULE B EXCEPTIONS), BUYER SHALL
OBTAIN AND PAY FOR THESE ENDORSEMENTS AND MODIFICATIONS AT THE PROMULGATED RATE
AND THE LENDER'S POLICY AT THE SIMULTANEOUS ISSUE RATE.
THE ISSUANCE OF ANY
SUCH ENDORSEMENTS OR MODIFIED COVERAGE SHALL NOT DELAY THE CLOSING.
THE
ISSUANCE OF THE TITLE POLICY SHALL BE IN LIEU OF ANY EXPRESS OR IMPLIED WARRANTY
OF SELLER CONCERNING TITLE TO THE PROPERTY (OTHER THAN ANY WARRANTIES PROVIDED
BY THE GIVING OF THE SPECIAL WARRANTY DEED), AND BUYER AGREES THAT ITS ONLY
REMEDY FOR DAMAGES INCURRED BY REASON OF ANY DEFECT IN THE TITLE SHALL BE
AGAINST ONLY THE TITLE COMPANY (EXCEPT WITH RESPECT TO ANY VIOLATION OF ANY
WARRANTIES PROVIDED BY THE GIVING OF THE SPECIAL WARRANTY DEED ).
6.
TERMINATION OF THIS AGREEMENT.
6.1
FAILURE OF A CONDITION.
EXCEPT IN THOSE INSTANCES WHERE THE
ESCROW ESTABLISHED BY ESCROW HOLDER ("ESCROW") AUTOMATICALLY TERMINATES UNDER
THE TERMS OF THIS AGREEMENT, IF ANY CONDITION IS NOT SATISFIED OR WAIVED WITHIN
THE TIME PERIOD AND IN THE MANNER SET FORTH IN THIS AGREEMENT, THEN THE PARTY
FOR WHOSE BENEFIT THE CONDITION EXISTS (AS PROVIDED IN SECTIONS 3 AND 4 OF THIS
AGREEMENT) MAY TERMINATE THIS AGREEMENT BY DELIVERING WRITTEN NOTICE TO THE
OTHER PARTY AND TO ESCROW HOLDER AFTER THE END OF THE APPLICABLE TIME PERIOD.
6.2
CONSEQUENCES.
IF THIS AGREEMENT TERMINATES (OR IS PROPERLY
TERMINATED BY EITHER PARTY) AS SPECIFICALLY PROVIDED BY ITS TERMS, THEN EACH OF
THE FOLLOWING SHALL OCCUR:
ESCROW SHALL BE DEEMED AUTOMATICALLY CANCELED
REGARDLESS OF WHETHER CANCELLATION INSTRUCTIONS ARE SIGNED; NEITHER PARTY SHALL
HAVE ANY FURTHER OBLIGATION TO THE OTHER UNDER THIS AGREEMENT (EXCEPT FOR BREACH
OF THIS AGREEMENT AS THOSE REMEDIES MAY BE LIMITED HEREUNDER; AND AS PROVIDED
UNDER PARAGRAPHS 10.1, 10.2, 10.3 AND 15.18 WHICH SHALL SURVIVE TERMINATION OF
THIS AGREEMENT); ALL RIGHTS GRANTED TO BUYER UNDER THIS AGREEMENT
10
AND IN THE PROPERTY SHALL TERMINATE, EXCEPT AS OTHERWISE PROVIDED HEREIN; AND,
EXCEPT AS PROVIDED TO THE CONTRARY HEREIN OR IN PARAGRAPH 6.4 (CONCERNING
SELLER'S RIGHT TO RETAIN THE DEPOSIT AS LIQUIDATED DAMAGES), ESCROW HOLDER SHALL
RETURN ALL FUNDS AND DOCUMENTS THEN HELD IN ESCROW TO THE PARTY DEPOSITING THE
SAME.
6.3
ESCROW CANCELLATION CHARGES.
IF ESCROW FAILS TO CLOSE BECAUSE OF
EITHER PARTY'S DEFAULT, THE DEFAULTING PARTY SHALL BE LIABLE FOR ALL ESCROW
CANCELLATION AND ALL REASONABLE TITLE COMPANY CHARGES.
IF ESCROW FAILS TO CLOSE
FOR ANY OTHER REASON, BUYER AND SELLER SHALL EACH PAY ONE-HALF OF ANY ESCROW
CANCELLATION AND TITLE COMPANY CHARGES.
6.4
LIQUIDATED DAMAGES.
IN THE EVENT THAT BUYER FAILS TO CONSUMMATE
THIS AGREEMENT FOR ANY REASON, EXCEPT SELLER'S DEFAULT WHICH RESULTS IN A RETURN
OF THE EARNEST MONEY TO BUYER OR THE PERMITTED TERMINATION OF THIS AGREEMENT BY
EITHER SELLER OR BUYER AS HEREIN EXPRESSLY PROVIDED,