BUYER SHALL HAVE THE RIGHT TO NOTIFY SELLER THAT BUYER OBJECTS TO SUCH MATTER
DISCLOSED IN THE TITLE COMMITMENT AND/OR SURVEY (A "TITLE OBJECTION").
THE
CLOSING SHALL BE EXTENDED FOR A PERIOD OF UP TO THIRTY (30) DAYS TO PERMIT
SELLER TO CURE ANY TITLE OBJECTIONS THAT IT ELECTS TO ATTEMPT TO CURE (THE "CURE
PERIOD"), AND EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 6.2, SELLER SHALL
HAVE NO OBLIGATION TO CURE ANY TITLE OBJECTION.
SELLER SHALL REMOVE ANY
ENCUMBRANCES OR EXCEPTIONS TO TITLE THAT ARE CREATED BY, THROUGH OR UNDER SELLER
AFTER THE DATE OF THE TITLE COMMITMENT AND THAT ARE NOT CONSENTED TO BY BUYER
UNDER THE TERMS HEREOF.
NOTWITHSTANDING THE FOREGOING, WITH RESPECT TO MONETARY
LIENS SECURED BY A DEED OF TRUST OR MECHANIC'S LIENS RESULTING FROM WORKS OF
IMPROVEMENT AUTHORIZED BY SELLER THAT MAY BE SATISFIED BY PAYMENT OF AN
ASCERTAINABLE AMOUNT ("MONETARY LIENS"), SELLER SHALL REMOVE OR CURE BY PAYMENT
OF FUNDS FROM CLOSING.
IF THE TITLE OBJECTIONS ARE NOT CURED PRIOR TO CLOSING,
BUYER WILL HAVE THE OPTION AS ITS SOLE AND EXCLUSIVE REMEDIES TO EITHER (I)
TERMINATE THIS AGREEMENT AND RECEIVE A REFUND OF THE DEPOSIT, TOGETHER WITH
INTEREST THEREON PURSUANT TO SECTION 5.1(B) OR (II) PROCEED TO CLOSE WITHOUT ANY
REDUCTION IN THE PURCHASE PRICE.
IF BUYER ELECTS THE LATTER, ANY UNCURED TITLE
OBJECTIONS SHALL BE DEEMED PERMITTED EXCEPTIONS.
6.3
REQUIRED STATE OF TITLE.
AT THE CLOSING,
SELLER SHALL CONVEY BY GRANT DEED TO BUYER (OR TO BUYER'S NOMINEE) GOOD AND
CLEAR RECORD AND MARKETABLE FEE SIMPLE TITLE TO ALL OF THE LAND AND THE
IMPROVEMENTS FREE AND CLEAR OF ANY AND ALL TENANCIES AND OTHER OCCUPANCIES,
LIENS, ENCUMBRANCES, CONDITIONS, EASEMENTS, ASSESSMENTS, RESTRICTIONS AND OTHER
CONDITIONS, EXCEPT FOR THE FOLLOWING:
(A)
THE LIEN, IF ANY, FOR REAL ESTATE TAXES NOT
YET DUE AND PAYABLE;
(B)
ALL MATTERS OF RECORD AND ALL MATTERS THAT
WOULD BE SHOWN BY A CURRENT SURVEY AND INSPECTION OF THE PROPERTY; AND
(C)
PROVISIONS OF EXISTING BUILDING ZONING
LAWS.
6.4
PERSONAL PROPERTY.
AT THE CLOSING, SELLER
SHALL CONVEY THE PERSONAL PROPERTY TO BUYER BY BILL OF SALE AND GENERAL
ASSIGNMENT SUBSTANTIALLY IN THE FORM ATTACHED HERETO AS EXHIBIT F.
ARTICLE 7
CONDITIONS TO SELLER'S AND BUYER'S PERFORMANCE
7.1
CONDITIONS TO SELLER'S OBLIGATIONS.
THE
OBLIGATIONS OF SELLER TO CONSUMMATE THE TRANSACTION CONTEMPLATED BY THIS
AGREEMENT ARE, IN ADDITION TO THE OTHER TERMS AND CONDITIONS OF THIS AGREEMENT,
SUBJECT TO THE FOLLOWING (ANY ONE OR MORE OF WHICH MAY BE WAIVED IN WHOLE OR IN
PART BY SELLER AT ITS DISCRETION):
9
(A)
THE REPRESENTATIONS AND WARRANTIES MADE BY
BUYER IN THIS AGREEMENT BEING TRUE AND CORRECT IN ALL MATERIAL RESPECTS ON AND
AS OF THE CLOSING DATE WITH THE SAME FORCE AND EFFECT AS THOUGH SUCH
REPRESENTATIONS AND WARRANTIES HAD BEEN MADE AS OF THE CLOSING DATE, AND BUYER
SHALL DELIVER A CERTIFICATE TO SUCH EFFECT AT CLOSING;
(B)
BUYER HAVING PERFORMED IN ALL MATERIAL
RESPECTS ALL COVENANTS AND OBLIGATIONS REQUIRED BY THIS AGREEMENT TO BE
PERFORMED