ANY SUCH MATERIALS PROVIDED TO IT BY
SELLER IN CONNECTION WITH ITS INSPECTION AND AGREES THAT IT SHALL RELY SOLELY ON
ITS OWN INDEPENDENTLY DEVELOPED OR VERIFIED INFORMATION.
3.1.8.
PURCHASER SHALL KEEP THE PROPERTY FREE FROM ANY LIENS ARISING OUT
OF ANY WORK PERFORMED, MATERIALS FURNISHED OR OBLIGATIONS INCURRED BY OR ON
BEHALF OF PURCHASER OR PURCHASER'S AGENTS WITH RESPECT TO ANY INSPECTION OR
TESTING OF THE PROPERTY. IF ANY SUCH LIEN AT ANY TIME SHALL BE FILED, PURCHASER
SHALL CAUSE THE SAME TO BE DISCHARGED OF RECORD WITHIN TEN (10) DAYS THEREAFTER
BY SATISFYING THE SAME OR, IF PURCHASER, IN ITS DISCRETION AND IN GOOD FAITH
DETERMINES THAT SUCH LIEN SHOULD BE CONTESTED, BY RECORDING A BOND. FAILURE BY
PURCHASER TO DISCHARGE OR PROVIDE FOR THE DISCHARGE OF SUCH LIEN SHALL BE A
MATERIAL BREACH OF THIS AGREEMENT.
6
3.1.9.
ATTACHED HERETO AS EXHIBIT 3.1.9 IS AN ARCHITECT GENERATED PUNCH
LIST (THE "PUNCH LIST") OF REMAINING CONSTRUCTION ITEMS WITH RESPECT TO THE
IMPROVEMENTS. ON OR BEFORE DECEMBER 8, 2006, PURCHASER SHALL PROVIDE TO SELLER
IN WRITING ANY ADDITIONS TO THE PUNCH LIST DESIRED BY PURCHASER (THE "PURCHASER
ADDITIONS"), WHICH SHALL BE DEEMED TO BE THE FINAL, COMPLETE LIST OF PURCHASER'S
REQUIRED ITEMS TO COMPLETE THE IMPROVEMENTS UNDER THE LEASE AND THIS AGREEMENT
(AND THE PROVISIONS OF THIS SENTENCE SHALL SURVIVE THE TERMINATION OF THIS
AGREEMENT). BY DECEMBER 11, 2006 SELLER SHALL NOTIFY PURCHASER AS TO THE WHICH
PURCHASER ADDITIONS ARE ACCEPTABLE AND SHALL PRESENT PURCHASER WITH A REVISED
PUNCH LIST BASED ON THE PURCHASER ADDITIONS THAT ARE ACCEPTABLE TO SELLER (AS SO
AMENDED, THE "REVISED PUNCH LIST"). IF PURCHASER DEEMS THAT ANY SELLER DELETIONS
FROM THE PURCHASER ADDITIONS ARE NOT ACCEPTABLE TO PURCHASER, OR DETERMINES THAT
THE REVISED PUNCH LIST ITEMS ARE NOT ON OR BEFORE DECEMBER 15, 2006 COMPLETED BY
SELLER TO THE SATISFACTION OF PURCHASER, THEN PURCHASER MAY TERMINATE THIS
AGREEMENT AS SET FORTH IN SECTION 3.1.1 ABOVE.
3.2.
TITLE AND SURVEY. WITHIN FIVE (5) BUSINESS DAYS AFTER THE FULL
EXECUTION OF THIS AGREEMENT, SELLER SHALL CAUSE TO BE DELIVERED TO PURCHASER A
COMMITMENT FOR TITLE INSURANCE ON THE LAND, TOGETHER WITH COPIES OF ALL ITEMS
SHOWN AS EXCEPTIONS TO TITLE THEREIN, ISSUED BY THE TITLE COMPANY, AND A CURRENT
AS-BUILT SURVEY OF THE LAND SHOWING ALL THE IMPROVEMENTS AND THE PERMITTED
ENCUMBRANCES THEREON (THE "SURVEY"). WITHIN SEVEN (7) DAYS AFTER PURCHASER
RECEIVES THE LAST OF THE TITLE COMMITMENT AND THE SURVEY, PURCHASER SHALL
DELIVER TO SELLER A LETTER (THE "TITLE/SURVEY OBJECTION LETTER") OUTLINING ANY
OBJECTIONS THAT PURCHASER HAS TO ANY MATTERS CONTAINED IN THE TITLE COMMITMENT
OR SURVEY. WITHIN FOUR (4) DAYS AFTER SELLER RECEIVES THE TITLE/SURVEY OBJECTION
LETTER, SELLER SHALL THEN RESPOND TO THE TITLE/SURVEY OBJECTION LETTER BY
PROVIDING PURCHASER A LETTER (THE "TITLE/SURVEY RESPONSE LETTER") STATING THOSE
MATTERS IN THE TITLE/SURVEY OBJECTION LETTER THAT SELLER IS WILLING TO CURE
PRIOR TO CLOSING (THE "SELLER CURE ITEMS"). PURCHASER SHALL THEN THREE (3)
BUSINESS DAYS IN WHICH TO INFORM SELLER THAT PURCHASER IS EITHER (A) ACCEPTING