THE "COMMITMENTS") FOR THE REAL PROPERTY PREPARED BY FIRST
AMERICAN TITLE INSURANCE COMPANY (THE "TITLE COMPANY"); (II) COPIES OF ALL
DOCUMENTS SUPPORTING EXCEPTIONS ("EXCEPTIONS") SET
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forth in the Commitments; and (iii) a copy of the existing surveys for the Real
Property identified on Schedule 2.1(a)(i) (collectively, the "Surveys") (such
Commitments, Exceptions, and Surveys collectively, the "Title Documents").
The
following matters are hereby approved by Purchaser (collectively, the "Permitted
Exceptions"):
(A) all exceptions to title shown on the Commitments and all
matters shown on the Surveys; (B) all of the contracts, leases and other
agreements listed as Items 1 through 2 on Schedule 2.1(e); (C) the Lien of
non-delinquent Taxes (it being agreed by Purchaser and Seller that if any Tax is
levied or assessed with respect to the Real Property for public improvements
that will benefit the Real Property subsequent to the date of this Agreement and
Seller has the election to pay such Tax either immediately or under a payment
plan with interest, Seller may elect to pay under a payment plan, which election
shall be binding on Purchaser); (D) all printed exceptions and exclusions
contained in the form of the Title Policies to be issued at Closing; and (E) any
matters caused or created by, or otherwise approved or consented to in writing
by, Purchaser.
(B)
PURCHASER SHALL HAVE THE RIGHT TO OBJECT IN WRITING TO ANY TITLE
MATTER THAT IS NOT A PERMITTED EXCEPTION (OTHER THAN ANY MATTER FALLING WITHIN
SUBSECTION (E) OF THE DEFINITION OF PERMITTED EXCEPTIONS) WHICH MAY APPEAR ON
SUPPLEMENTAL TITLE COMMITMENTS OR UPDATES TO THE COMMITMENTS ISSUED AFTER THE
DATE OF THE RESPECTIVE COMMITMENTS (COLLECTIVELY, "OTHER LIENS") WITHIN FIVE (5)
DAYS AFTER RECEIPT THEREOF (TOGETHER WITH A COPY OF SUCH NEW EXCEPTION) BY
PURCHASER.
UNLESS PURCHASER SHALL TIMELY OBJECT TO SUCH OTHER LIENS, ALL SUCH
OTHER LIENS WHICH ARE SET FORTH IN ANY SUCH SUPPLEMENTAL COMMITMENTS OR UPDATES
SHALL BE DEEMED TO CONSTITUTE ADDITIONAL PERMITTED EXCEPTIONS.
ANY EXCEPTIONS
WHICH ARE TIMELY OBJECTED TO BY PURCHASER SHALL BE HEREIN COLLECTIVELY CALLED
THE "TITLE OBJECTIONS."
SELLER MAY ELECT (BUT SHALL NOT BE OBLIGATED) TO
REMOVE, OR CAUSE TO BE REMOVED AT ITS EXPENSE, ANY TITLE OBJECTIONS, AND SHALL
BE ENTITLED TO A REASONABLE ADJOURNMENT OF THE CLOSING (NOT TO EXCEED A PERIOD
OF THIRTY (30) DAYS) FOR THE PURPOSE OF SUCH REMOVAL, WHICH REMOVAL WILL BE
DEEMED EFFECTED BY THE ISSUANCE OF TITLE INSURANCE ELIMINATING THE TITLE
OBJECTIONS OR INSURING AGAINST THE EFFECT OF THE TITLE OBJECTIONS; PROVIDED,
HOWEVER, SELLER SHALL BE OBLIGATED TO REMOVE OR BOND OVER ANY AND ALL LIENS FOR
BORROWED MONEY, MECHANICS' AND MATERIALMEN'S LIENS, TAX LIENS AND ANY LIENS
RESULTING FROM THE FAILURE TO SATISFY AN OBLIGATION WHEN DUE, IN EACH CASE
AFFECTING ANY REAL PROPERTY, ON OR BEFORE THE CLOSING DATE.
SELLER SHALL NOTIFY
PURCHASER IN WRITING WITHIN FIVE (5) DAYS AFTER RECEIPT OF PURCHASER'S NOTICE OF
TITLE OBJECTIONS WHETHER SELLER ELECTS TO REMOVE THE SAME.
IF SELLER FAILS TO
REMOVE ANY TITLE OBJECTIONS PRIOR TO THE