RES 16900 - Laserfiche WebLink

5086 of the California Revenue and Taxation Code; and (b) The items described as exception numbers in that certain preliminary report (Title No. 1117011453-JM) for the Property dated January 29, 2016, and issued by Old Republic Title Company (collectively, together with such other title exceptions as Buyer may approve in writing, the "Permitted Exceptions"). Without limiting the generality of the foregoing, Seller shall convey the Property to Buyer free and clear of all monetary liens and encumbrances, including without limitation, liens relating to delinquent taxes and assessments, deeds of trust, and other security instruments. Concurrently with the Close of Escrow or on such later date as agreed upon by the Parties: (i) Seller shall assign the HAP Contract to the Limited Partnership at no cost; and (ii) City shall ground lease the Property to the Limited Partnership. 4. Escrow; Escrow Instructions. The Parties shall open an escrow to consummate the purchase and sale of the Property pursuant to this Agreement at the office of Old Republic Title Company located at 555 12th Street, Suite 2000, Oakland, CA 94607 ("Title Company" or "Escrow Agent") or such other title company as may be mutually agreed upon by the Parties. Upon the opening of escrow, the Parties shall deposit with the Escrow Agent an executed copy of this Agreement, which shall serve as the joint escrow instructions of Buyer and Seller for this transaction,together with such additional instructions consistent with the terms of this Agreement as may be executed by either or both Parties and delivered to the Escrow Agent. 5. Intentionally omitted. 6. Title Documents. By not later than seven (7) business days following the Effective Date, Buyer shall obtain an updated title report for the Property ("Title Report"). Buyer shall approve or disapprove each title exception, as set forth in the Title Report within twenty (20) days following the Effective Date. Buyer's failure to approve the Title Report within such time period shall be deemed to be a disapproval of the title exceptions. If Buyer objects to, or is deemed to have disapproved any title exception, Seller shall use its best efforts at Seller's sole expense to remove from title or otherwise satisfy each such exception no later than fourteen (14) days prior to the Close of Escrow and in a form that is reasonably satisfactory to Buyer. If Seller fails to remove or satisfy any title exception to the satisfaction of Buyer, Buyer shall have the option, in its sole discretion, to terminate this Agreement, or to accept title subject to such exception. If Buyer elects to terminate this Agreement, the Purchase Price, and all other funds and documents deposited into escrow by or on behalf of Buyer shall be returned to Buyer, and thereafter neither Seller nor Buyer shall have any further obligations hereunder except as expressly set forth herein. It shall be a condition to the Close of Escrow that Title Company shall deliver to Buyer no later than five (5) business days prior to the Close of Escrow, a title commitment for a CLTA Owner's Title Insurance Policy ("Title Policy") (or at Buyer's election, an ALTA Owner's Title Insurance Policy) to be issued by Title Company in the amount of the value of the Property, for the benefit and protection of Buyer, showing fee simple title to the Property vested in Buyer, 3 OAK#4845-6421-9189 v5