2010 038 Ordinance - Laserfiche WebLink

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2. Purchase Pa-ice.The consideration for the Property shall be the conveyance of the Residential Propei-ty to Seller, and One Dollar ($1.00) (the "Purchase Price") payaUle in the form of immediately available funds to Escrow Agent (as defined below), on the Closing Date (as defined in Section 7). 3. Title Commitment; T'itle Policy and Sua-vey.(a) ("Escrow Agent") as title agent for ("Title Company") shall serve as Escrow Agent, subject to Escrow Agent's standard conditions for the acceptance of escrow, except as otherwise expressly provided herein. (b) The "Inspection Period" shall commence upon execution of this Agreement by the Parties and shall terminate upon Closing (as defined in Section 7). (c) During the Inspection Period, Buyer shall obtain a commitment from Title Company for owner's title insurance in an amount satisfactory to Buyer (the "Title Coinmitinent"), showing that Seller has good and marlcetable fee simple title to the Property, free and clear of all liens and encumbrances except: (i) those specifically set forth in this Agreement; (ii) zoning and building laws, ordinances and regulations; (iii) legal si:reets and highways; and (iv) easements, conditions and restrictions of record, if any, that will not interfere with Buyer's intended use to construct and operate the Facility on the Property (collectively, the "Permitted Exceptions"). The Title Corrunitment shall include the results of a special tax search and exainination for any financing statements filed of record which affect the Property. Within fifteen days (15) days of Buyer's receipt of the Title Commitment, Buyer shall review the Title Commitinent and if the Title Commitment reveals any matter which materially affects the marlcetability of the Property, Buyer shall give Seller written notice thereof and, Seller inay, within ten (10) days, reinedy or remove any such matter or, if Buyer agrees in its discretion, Buyer may accept the Title Commitment. If Seller is unable or unwilling to reinedy or remove the obj ectionable matter during said 10 day period, Buyer shall have the option of either (i) terminating this Agreement in which event all funds and documents previously paid, deposited or advanced by Buyer shall be immediately returned to Buyer, both Parties shall thereafter be released froin all further obligations under this Agreement and neither Party shall have any further liability to the other Party hereto, or (ii) talcing title to the Property subject to said matter. If the matter is one which can be reinoved by the payment of a flxed or ascertainable payment of inoney (such as a tax lien or certificate of judgment), Seller may elect to pay such ainount at or before Closing as is necessary to remove such matter to permit the Closing Up to the Closing Date, Buyer may request updates to the Title Commitinent which must disclose no cllange in the state of the title to the Property (if any change is so disclosed, Buyer shall have all of the rights set forth in the immediately following paragraph in this Section to the extent that Buyer deems any of such changes objectionable). Buyer shall cause Title Company to issue to Buyer, on or within ten days of Closing, a 2006 ALTA Owner's Policy of Title Insurance (the "Title Policy") for the Property in an ainount solely determined by Buyer, insuring good and marketable title, subject only to the Permitted Exceptions, with the standard printed exceptions deleted, and with such endorsements as Buyer 2 474370 v OS \ 122504.0011