Common use of Evidence of Title Clause in Contracts

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this Contract.

Evidence of Title. Seller makes no representations or warranties regarding At the accuracy of Closing, title to the legal description(sDeveloper Parcel shall be marketable and insurable at standard rates by the Title Company pursuant to a full coverage owner 's title insurance policy on the most recent ALTA form then in effect issued by the Title Company (the "Title Policy") attached hereto as Exhibit A. Seller agrees showing title to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies be free and clear of all title information acquired by Seller or its predecessor in titleliens except any existing special assessments, which is in possession of the Real Estate Services division of Seller located in Winstoneasements, agreements, rights-Salemof-way, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants restriction and deeds and any other documents or information related adverse claims as are acceptable to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, Developer in its sole discretiondiscretion (the "Permitted Exceptions''). Any existing special assessments ( for future installments) on the City Parcel shall be prorated between the Developer Parcel and City Parcel with each party being responsible for its share of annual installments. Developer will at Developer's sole expense, finds any obtain from the Title Company, within 30 days of the conditions Effective Date, a commitment for a fee owner's title insurance policy (the "Commitment"). Developer shall notify City in writing ("Objection Notice") , not later than thirty (30) days of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller Developer's receipt of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Commitment (the “Title Objections”) "Objection Period"), of any title matters regarding the Developer Parcel set forth in the Commitment not acceptable to Developer ("Developer Parcel Defects"). If Developer fails to notify City in writing on or prior to the expiration last day of the Title Objection DeadlinePeriod, which in any event shall not be more than 60 days from the Effective Date, Developer waives it right to object and terminate the Agreement as result of Developer Parcel Defects. Seller City shall, upon receipt of an Objection Notice, have the option of: (i) remedying or removing some or all of the Developer Parcel Defects prior to the Closing to Developer's satisfaction, provided that City shall have ten be required to remedy or remove all mortgages, liens and encumbrances that may be removed or discharged by the payment of money (10"Monetary Liens"); or (ii) leaving some or all of the Developer Parcel Defects as is. Within twenty (20) business days after the receipt of an Objection Notice, City shall give Developer written notice of any Title Objections its election of the foregoing options. If City fails to notify Buyer whether it will remedy (but Seller has no obligation give such notice, the City shall be deemed to remedy) or is unable or unwilling have agreed to remedy Buyer’s concerns about the Title Objectionsand/or remove all such Developer Parcel Defects. If Seller City gives notice within such 20 business day period that it is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsremove one or more of the Developer Parcel Defects, Buyer then Developer shall have the option for a 20 day period after receipt of Closing, subject City's notice to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by give its written notice to Seller given within five the City to either (5i) days following the date of expiration of said ten (10) business day period. In the terminate this Agreement , in which event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, Developer and neither Buyer nor Seller each of Developer and City shall have any rights or be released from their respective obligations under this Contract Agreement , or (ii) be deemed t o have waived any Developer Parcel Defects that City is unwilling or unable to remedy or remove. I f City cannot or does not remove such Developer Parcel Defect(s) that it has agreed or is deemed to have agreed to remedy and/or remove on or before the date of the Closing ("Uncured Defects"), City shall be in default. In the event of such default, in addition to remedies available to Developer as set forth in Section 14 hereof, Developer may proceed with the Closing, in which event Developer shall waive such Uncured Defects, except for those obligations expressly surviving termination of this Contract. It is the express understanding Monetary Liens (and agreement such Uncured Defects shall be deemed Permitted Exceptions hereunder), provided, however, that Developer may require that any Monetary Liens be paid and discharged out of the parties proceeds of sale. I f City cures all Developer Parcel Defects prior to Closing Developer shall be deemed to have accepted title, except for any title defects that Seller has not mademight arise between the date of the Commitment and the Closing Date. I f between the date of the Commitment and the Closing Date , does not make, and hereby disclaims any and all representations regarding the it is determined that title to the PropertyDeveloper Parcel is encumbered by any lien, except easement or other claim that was not present as otherwise specifically provided of the date of the commitment , then Developer shall have the same rights to give notice to City objecting to such title matters and the parties shall follow the procedure set forth in this Contractparagraph with respect to Developer Parcel Defects and Closing shall be delayed until the resolution of any such additional title matters pursuant to the foregoing. City expressly advises Developer that the Developer Parcel is subject to certain Environmental Covenants of record and a Declaration of Restrictions recorded June 20, 2013 as 2013-00043376 ▇▇▇▇▇▇▇▇▇▇ County Records. Any conveyance from the City to Developer of the Developer Parcel shall be subject to the use limitations contained in the Sale/Purchase Contract between the City and Meijer Stores Limited Partnership and the same shall not be considered a Developer Parcel Defect (the "Meijer Covenants").

Evidence of Title. Seller makes no representations or warranties regarding shall furnish at Seller’s expense a title insurance policy insuring title to the accuracy real estate in Buyer for the amount of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, includingpurchase price. Permissible exceptions shall include, but not limited to: (a) rights or claims of parties in possession not shown by the public records; (b) easements or claims of easements not shown by the public records; (c) encroachments, overlaps; boundary line disputes or other matters which would be disclosed by an accurate survey or inspection of the Property; (d) any lien or right of lien for services, labor or material heretofore or hereinafter furnished, imposed by law and not shown by the public record; (e) taxes or special assessments which are not shown as existing liens; (f) any water, mineral or other rights already granted or reserved by Seller or other parties, including but not limited to any mineral leases; (g) the rights of any current tenants in possession of the Property; (h) such easements, covenants, restrictions, conditions and other matters, if any, identified in the title commitment, (i) those exceptions referred to on Seller’s deed to the real property, and (j) the usual printed exceptions in such title insurance policies. At least days prior to closing, surveysSeller shall provide Buyer with a commitment for such title insurance. After receipt of the title commitment, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until three (3) business days to provide written objections to Seller. If ▇▇▇▇▇ does not timely deliver a written objection to Seller regarding the expiration title commitment, the contents of the Study Period title commitment shall be deemed approved by ▇▇▇▇▇. If Buyer provides timely written objections to Seller, Buyer and Seller shall have three (3) business days after Seller’s receipt of Buyer’s objections (the “Title Objection DeadlineResponse Period”) in which to review agree in writing upon the condition manner of title resolving Buyer’s objections. Seller may, but shall not be required to, resolve Buyer’s objections. If ▇▇▇▇▇ and Seller do not agree in writing upon the Permitted Encumbrances. In the event manner of resolving Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer’s objections, Buyer shall give may cancel this Contract by providing written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer no later than three (the “Title Objections”3) prior to the business days after expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of Response Period, whereupon any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit money shall be returned released to Buyer. If the Contract is not timely canceled by ▇▇▇▇▇, ▇▇▇▇▇’s objections regarding the contents of the title commitment shall be deemed waived by Buyer and the parties shall proceed to closing. If the objection process herein provided for is undertaken, the closing deadline as set forth in the Contract shall be automatically extended for a period of not less than: (a) thirty (30) days, (b) that period of time as agreed to by the parties in resolving Buyer’s objections, or (c) such other period as Buyer and Seller may agree to in writing. The undersigned parties acknowledge and agree that neither Buyer Agent nor Seller shall have Buy A Farm Land and Auction Company, LLC assumes any rights responsibility for providing evidence of marketable title, examination of the title, curing title defects or obligations under this Contract except for those obligations expressly surviving termination of this Contractany closing delays caused thereby. It is In the express understanding and agreement event the Property has been sold at an auction sale, any announcements made at the auction sale or agreements of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding which modify or amend the title to the Property, except as otherwise specifically provided in terms of this Contractparagraph 6 are set forth on Addendum H – Special Agreements. Addendum H – Special Agreements is attached hereto if this box is checked.

Evidence of Title. Seller makes no representations or warranties regarding (a) City shall convey the accuracy Parking Area, including all easements and restrictions of record (other than the Deed Restriction), to Developer on the Final Closing Date by delivery of the legal description(s) attached hereto as Exhibit A. Seller agrees Parking Area Deed. Prior to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Inspection Period, Developer shall obtain a title insurance commitment (the "Title Commitment") issued by the Title Company in an amount equal to the Cash Payment. The costs and expenses relative to the issuance of the Title Commitment shall be borne by Developer.Status of Title. Area beyond the Final Closing Date. (b) Developer shall have the Inspection Period in which to examine the Title Commitment. If Developer objects to any exception to title as shown in the Title Commitment, the City shall, within fifteen (15) days of receipt of written notice of such objection (the "Title Objection Notice") take such action as is necessary to resolve the items set forth in the Title Objection Notice. All items set forth in the Title Commitment and Survey (as defined below) that are not included in a timely delivered Title Objection Notice shall be deemed “Permitted Exceptions”. If the City is unable to cure all objections set forth in the Title Objection Notice prior to the Final Closing Date, then the Developer may (i) not to purchase the Parking Area; or (ii) seek specific performance of the City’s obligations hereunder. (c) Prior to the expiration of the Inspection Period, Developer may obtain a current survey (the “Title Objection DeadlineSurvey”) to review ), prepared by a registered land surveyor or engineer licensed in the condition State of title Florida showing the boundaries of the Parking Area, and the Permitted Encumbrances. location of any easements and other matters as reflected on Schedule B-II of the Title Commitment and certifying the number of acres (to the nearest one thousandth acre) of land contained in the New Park Land, all buildings, improvements and encroachments. (d) In the event Buyerthe Survey shows any encroachments, in its sole discretionstrips, finds gores, or any portion of the conditions land noncontiguous to any other portion of the Parking Area or any other matter materially affecting the intended use of the Parking Area or marketability of title or to the Permitted Encumbrances unacceptable to BuyerParking Area (any such matter is herein called a “Survey Objection” and treated as a title defect), Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrancesthen, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice Inspection Period, Developer may notify City of any Title Survey Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsand, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title prior to the PropertyFinal Closing Date, except as otherwise specifically provided in this ContractCity shall resolve such Survey Objections.

Evidence of Title. On the date of Closing, Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees shall cause to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable be delivered to Buyer, Buyer shall give written notice to Seller of the specific conditions of at Seller's sole cost and expense, a commitment for title and the Permitted Encumbrances, if any, which are unacceptable to Buyer insurance (the “"Title Objections”Commitment") prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made issued by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall Title Guaranty Company (hereinafter the "Title Company") committing it to issue a policy of owner's title insurance (the cost of which is to be returned to Buyerpaid by Seller), and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the insuring marketable title to the Acquired Factories (except the Acquired Factory located in the State of Texas as to which the policy shall insure indefeasible title) in the name of Buyer, free and clear of all liens and encumbrances, except only to the extent the same do not (in the reasonable judgment of Buyer) materially impair the usefulness of such property and containing affirmative coverage for appurtenant easements, if any, and zoning, access, contiguity, tax parcel and comprehensive endorsements, to the extent available in the jurisdictions in which the Acquired Factories are located ("Endorsements"). The Title Commitment shall state that the Title Company shall delete standard survey exceptions from the Title Commitment and the policy upon Title Company's receipt of satisfactory Updated Surveys of the Real Property, a Seller's affidavit and a Buyer's affidavit. On the date of Closing, Buyer shall advise Seller in writing of the title exceptions which are unacceptable, acknowledging that Buyer has not received an Updated Survey, nor has it received two (2) out or three (3) pages of the Survey for the Torrington Facility, and the parties shall mutually agree as to the resolution of such unacceptable exceptions. As of the Closing Date Seller has delivered to Buyer a existing, prior Survey of the Acquired Factories (the "Survey"). Seller shall use commercially reasonable efforts to cause to be delivered to Buyer no later than thirty (30) days after the Closing, at Seller's sole cost and expense, updated surveys of the Acquired Factories prepared by surveyors registered under the laws of the states where such Acquired Factories exist (collectively "Updated Survey"). Each Updated Survey shall be certified to Buyer and Title Company, and the certification language shall be reasonably acceptable to Buyer and shall set forth: the complete and correct legal description of the Acquired Factories as shown on the title commitment; the location of all improvements on the Acquired Factories; the location of any improvements encroaching onto the Acquired Factories from adjacent property or located on the Acquired Factories which encroach onto adjacent property; the location of all adjoining public streets, roads, highways adjoining the Acquired Factories; and interior parcel boundaries, if any. Within seven (7) days of Buyer's receipt of all Updated Surveys, Buyer shall make objections to items disclosed in the Title Commitment and Updated Survey which were not included in the Title Commitment or Surveys and which materially impair the usefulness of the Acquired Factories based on the Updated Survey, said objections to be made in writing or to be deemed to have been waived. Any such objections to updated title and Updated Survey so made must be cured by the Seller within thirty (30) days of Buyer's written notice to Seller. However, if the title objections cannot be cured within said thirty (30) day period, Buyer shall have the right to reconvey a specific parcel to Seller and receive a proportionate refund of the Purchase Price at a value to be mutually agreed upon by the parties or, if the parties are unable to reach agreement, a value to be determined by an independent appraiser mutually agreed upon by the parties. Seller shall cause to be delivered to Buyer no later than thirty (30) days after the Closing, at Seller's sole cost and expense, a policy of owner's title insurance issued by Title Company, insuring marketable title to the Acquired Factories (except the Acquired Factory located in the State of Texas as otherwise specifically provided to which the policy shall insure indefeasible title) in this Contractthe name of the Buyer free and clear of all liens and encumbrances identified by Buyer to Seller on the date of Closing as unacceptable and those items objected in writing to after receipt of the Updated Survey referenced above. The title policy shall delete the standard exceptions and shall include the Endorsements to the extent the Title Company is willing to delete such standard exceptions and include such Endorsements, with the expense of such exceptions and Endorsements to be borne equally by the Buyer and Seller.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible CITY may obtain after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: Effective Date (i) a leasehold title insurance policies, surveys, covenants commitment and deeds (ii) leasehold title insurance endorsements requested by CITY (collectively "Title Commitment") from a title insurance company licensed in the State of Nebraska for an ALTA leasehold title insurance policy issued by a title insurance company duly authorized to do business in Nebraska and any other documents or information related acceptable to CITY (the "Title Company") insuring leasehold title to the Property except for proprietary information such as test fits and appraisals obtained the improvements constructed thereon that are being conveyed pursuant to this Agreement, and showing a leasehold interest to the Property and the improvements constructed thereon free and clear of any liens or encumbrances held by Sellerany entity other than Seller ("Title Policy"). The Buyer shall have until the expiration A copy of the Study Period Title Commitment shall be delivered to Seller no later than one hundred twenty (120) days prior to Closing and shall include copies of the “Title Objection Deadline”) underlying exception documents which affect the Property. CITY agrees to review the condition Title Commitment and advise Seller whether the Title Commitment discloses exceptions to title, title matters or encroachments or discloses matters that render Seller's leasehold interest in the Property and title to the improvements constructed thereon unmarketable. CITY shall notify Seller of such title and defects within ninety (90) days prior to Closing. Seller shall have thirty (30) days after written notice of such defects from CITY to use the Permitted EncumbrancesSeller's best efforts to have the exceptions removed from the Title Commitment or to have the title insurer commit to insure against loss or damage that may be occasioned by such exceptions or defects. Provided, however, in the event that Seller shall be unable or unwilling to correct such title defects within the thirty (30) day period, CITY shall have the option, by written notice delivered to Seller to either (i) terminate this Purchase Agreement or (ii) take title to the leasehold interest in the Property subject to such exceptions or defects. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written CITY provides timely notice to Seller of terminate this Agreement, the specific conditions of title Agreement shall be deemed terminated, and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller parties shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no further obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day periodone another. In the event Buyer so terminates this ContractCITY elects to take title to such exceptions or defects, the ▇▇▇▇▇▇▇ Money Deposit said exceptions or defects shall be returned deemed to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this Contractbe "Permitted Exceptions."

Evidence of Title. Seller makes no representations or warranties regarding Within twenty (20) days of receipt of a Purchase Notice, Landlord shall deliver to Tenant a copy of Landlord's existing owner's title insurance policy and all endorsements thereto. Within thirty (30) days after the accuracy Purchase Notice, Tenant at Tenant's expense shall obtain a title insurance commitment (with legible copies of instruments listed as exceptions attached thereto) issued by a title insurer licensed in the state where the Premises is located agreeing to issue Tenant, upon recording of the legal description(s) attached hereto as Exhibit A. Seller agrees deed to use reasonable efforts to deliver to Buyer as soon as reasonably possible after Tenant, an owner’s policy of title insurance in the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession amount of the Real Estate Services division of Seller located in Winston-SalemPurchase Price, North Carolina, if any, including, but not limited to: insuring Tenant’s title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits Premises, subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms and appraisals obtained those to be discharged by SellerLandlord at or before closing. The Buyer Landlord shall convey marketable title subject only to liens. encumbrances, exceptions or qualifications provided in these Purchase Terms. Marketable title shall be determined according to applicable law. Tenant shall have until the expiration thirty (30) days from date of the Study Period (the “Title Objection Deadline”) to review the condition receiving evidence of title and to examine it. If title is found defective, Tenant shall within three (3) days thereafter, notify Landlord in writing specifying defect(s). If the Permitted Encumbrances. In the event Buyerdefect(s) render title unmarketable, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Landlord will have thirty (the “Title Objections”30) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after from receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about remove the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsdefects, Buyer shall have the option of Closingfailing which Tenant shall, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of after expiration of said ten the thirty (1030) business day period, deliver written notice to Landlord either: (1) extending the time for a reasonable period not to exceed one hundred twenty (120) days within which Landlord shall use diligent effort to remove the defects; or (2) terminating Tenant’s exercise of the Option to Purchase the Premises. In the event Buyer If Tenant fails to so terminates this Contractnotify Landlord, the ▇▇▇▇▇▇▇ Money Deposit Tenant shall be returned deemed to Buyerhave accepted the title as it then is. Landlord shall, and neither Buyer nor Seller if title is found unmarketable, use diligent effort to correct defect(s) in the title within the time provided therefor. If Landlord is unable to timely correct the defects. Tenant shall have any rights either waive the defects or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is terminate the express understanding and agreement exercise of the parties that Seller has not madeOption to Purchase, does not make, thereby releasing Tenant and hereby disclaims any and Landlord from all representations regarding the title to the Property, except as otherwise specifically provided in this Contractfurther obligation under these Purchase Terms.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible CITY may obtain after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: Effective Date (i) a leasehold title insurance policies, surveys, covenants commitment and deeds (ii) leasehold title insurance endorsements requested by CITY (collectively "Title Commitment") from a title company licensed in the State of Nebraska for an ALTA leasehold title insurance policy issued by a title insurance company duly authorized to do business in Nebraska and any other documents or information related acceptable to CITY (the "Title Company") insuring leasehold title to the Property except for proprietary information such as test fits and appraisals obtained the improvements constructed thereon that are being conveyed pursuant to this Agreement, and showing a leasehold interest to the Property and the improvements constructed thereon free and clear of any liens or encumbrances held by Sellerany entity other than Seller ("Title Policy"). The Buyer shall have until the expiration A copy of the Study Period Title Commitment shall be delivered to Seller no later than one hundred twenty (120) days prior to Closing and shall include copies of the “Title Objection Deadline”) underlying exception documents which affect the Property. CITY agrees to review the condition Title Commitment and advise Seller whether the Title Commitment discloses exceptions to title, title matters or encroachments or discloses matters that render Seller's leasehold interest in the Property and title to the improvements constructed thereon unmarketable. CITY shall notify Seller of such title and defects within ninety (90) days prior to Closing. Seller shall have thirty (30) days after written notice of such defects from CITY to use the Permitted EncumbrancesSeller's best efforts to have the exceptions removed from the Title Commitment or to have the title insurer commit to insure against loss or damage that may be occasioned by such exceptions or defects. Provided, however, in the event that Seller shall be unable or unwilling to correct such title defects within the thirty (30) day period, CITY shall have the option, by written notice delivered to Seller to either (i) terminate this Purchase Agreement or (ii) take title to the leasehold interest in the Property subject to such exceptions or defects. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written CITY provides timely notice to Seller of terminate this Agreement, the specific conditions of title Agreement shall be deemed terminated, and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller parties shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no further obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day periodone another. In the event Buyer so terminates this ContractCITY elects to take title to such exceptions or defects, the ▇▇▇▇▇▇▇ Money Deposit said exceptions or defects shall be returned deemed to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this Contractbe "Permitted Exceptions."

Evidence of Title. Seller makes no representations or warranties regarding Within twenty (20) days of receipt of a Purchase Notice, Landlord shall deliver to Tenant a copy of Landlord's existing owner's title insurance policy and all endorsements thereto. Within thirty (30) days after the accuracy Purchase Notice, Tenant at-Tenant's expense shall obtain a title insurance commitment (with legible copies of instruments listed as exceptions attached thereto) issued by a title insurer licensed in the state where the Premises is located agreeing to issue Tenant, upon recording of the legal description(s) attached hereto as Exhibit A. Seller agrees deed to use reasonable efforts to deliver to Buyer as soon as reasonably possible after Tenant, an owner's policy of title insurance in the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession amount of the Real Estate Services division of Seller located in Winston-SalemPurchase Price, North Carolina, if any, including, but not limited to: insuring Tenant's title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits Premises, subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms and appraisals obtained those to be discharged by SellerLandlord at or before closing. The Buyer Landlord shall convey marketable title subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms. Marketable title shall be determined according to applicable law. Tenant shall have until the expiration thirty (30) days from date of the Study Period (the “Title Objection Deadline”) to review the condition receiving evidence of title and to examine it. If title is found defective, Tenant shall within three (3) days thereafter, notify Landlord in writing specifying defect(s). If the Permitted Encumbrances. In the event Buyerdefect(s) render title unmarketable, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Landlord will have thirty (the “Title Objections”30) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after from receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about remove the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsdefects, Buyer shall have the option of Closingfailing which Tenant shall, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of after expiration of said ten the thirty (1030) business day period, deliver written notice to Landlord either: (1) extending the time for a reasonable period not to exceed one hundred twenty (120) days within which Landlord shall use diligent effort to remove the defects; or (2) terminating Tenant's exercise of the Option to Purchase the Premises. In the event Buyer If Tenant fails to so terminates this Contractnotify Landlord, the ▇▇▇▇▇▇▇ Money Deposit Tenant shall be returned deemed to Buyerhave accepted the title as it then is. Landlord shall, and neither Buyer nor Seller if title is found unmarketable, use diligent effort to correct defect(s) in the title within the time provided therefor. If Landlord is unable to timely correct the defects, Tenant shall have any rights either waive the defects or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is terminate the express understanding and agreement exercise of the parties that Seller has not madeOption to Purchase, does not make, thereby releasing Tenant and hereby disclaims any and Landlord from all representations regarding the title to the Property, except as otherwise specifically provided in this Contractfurther obligation under these Purchase Terms.

Evidence of Title. (A) Buyer may obtain a survey (“Survey”) of each Property within twenty (20) days following the Effective Date. Within fifteen (15) days following the Effective Date, Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees shall obtain and cause to use reasonable efforts to deliver be delivered to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: a title insurance policies, surveys, covenants and deeds and any other documents commitment issued by Chicago Title Insurance Company or information related to one of its affiliates through the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period Escrow Agent (the “Title Objection DeadlineCommitment”) ), pursuant to review which the condition title insurance company commits that at the Closing it will issue its owners policies of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer insurance (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about Policies”), insuring fee simple title to each Property to be in Buyer’s name in the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option total amount of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), free and clear of all liens, encumbrances, restrictions and conditions of title except the following (the “Permitted Exceptions”): (1) utility easements for utility service to the Property, (2) zoning ordinances, (3) legal highways, (4) real property taxes (and their lien, if any) which are not due as of Closing, (5) assessments which are not due as of Closing, (6) rights of way and easements which do not materially adversely affect title to or terminating all use or value of Buyer’s rights the Property, (7) any other restrictions, easements, encumbrances or other matters which do not materially adversely affect title to or use or value of the Property, and obligations under this Contract(8) those matters disclosed in the Survey which do not materially adversely affect title to or use or value of the Property. Any liens, encumbrances, restrictions and conditions of title or Survey, if applicable, other than the “Permitted Exceptions” are herein referred to as the “Non-Permitted Exceptions”. (B) Buyer shall notify Seller in writing of any Non-Permitted Exceptions to which election shall be made by Buyer by written notice to Seller given objects within five (5) days following Buyer’s receipt of the date of expiration of Commitment and Surveys, if applicable. If Buyer does not provide Seller with said ten notice within such five (105) business day period, Buyer shall be deemed to have accepted the state of title disclosed in the Commitment and shall have waived any right to object to any exceptions to Seller’s title or the Surveys. (C) Seller may, but shall not be obligated to, remove any Non-Permitted Exceptions so objected to by Buyer within five (5) days after receipt of Buyer’s written notice under Section 4(B). In the event Buyer so terminates this ContractSeller shall not be required to bring any action or proceeding or otherwise incur any expense in order to remove any such Non-Permitted Exception. If Seller is unable to remove any such Non-Permitted Exception within such five (5) day period, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, Buyer forthwith and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those shall automatically terminate, relieving the parties of any further obligations expressly surviving termination and/or liabilities hereunder, unless Buyer notifies Seller in writing within five (5) days after the expiration of this Contract. It such five (5) day period that Buyer is the express understanding and agreement willing to accept such title as Seller may be able to convey, without reduction of the parties that Purchase Price and without further obligation on the part of the Seller, or Buyer requests Seller has not madeto substitute a List B Property (defined below) for the Property with the Non-Permitted Exceptions, does not make, and hereby disclaims any and all representations regarding in which case the title to the Property, except as otherwise specifically provided in this Contractprovisions of Section 7(C) shall apply.

Evidence of Title. Seller makes no representations or warranties regarding At the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this ContractClosing, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits shall be marketable and appraisals obtained insurable at standard rates by Seller. The Buyer shall have until the expiration of Title Company pursuant to a full coverage owner’s title insurance policy on the Study Period most recent ALTA form then in effect issued by the Title Company (the “Title Objection DeadlinePolicy”) showing title to review the condition be free and clear of title all liens, security interests, security instruments, encumbrances, debts, easements, agreements, rights-of-way, restrictions and the Permitted Encumbrances. In the event Buyeradverse claims whatsoever, except for encumbrances as are acceptable to Purchaser in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer discretion (the “Permitted Exceptions”). Purchaser will, at Purchaser’s sole expense, obtain from the Title ObjectionsCompany, within 30 days of the Effective Date, a commitment for a fee owner’s title insurance policy (the “Commitment”). Purchaser shall notify City in writing (“Objection Notice”), not later than thirty (30) days of Purchaser’s receipt of the Commitment (the “Objection Period”), of any defects of title to the Property set forth in the Commitment not acceptable to Purchaser (“Property Defects”). If Purchaser fails to notify City in writing on or prior to the expiration last day of the Title Objection DeadlinePeriod, Purchaser waives its right to object and terminate this Agreement as result of Property Defects. Seller shall have ten (10) business days after City shall, upon receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsan Objection Notice, Buyer shall have the option of Closing, subject to such Title Objections of: (but without any reduction in the Purchase Price), i) remedying or terminating removing some or all of Buyerthe Property Defects prior to the Closing to Purchaser’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within satisfaction; or (ii) leaving some or all of the Property Defects as is. Within five (5) days following after the receipt of an Objection Notice, City shall give Purchaser written notice of its election of the foregoing options. If City cannot or does not remove such Property Defect(s) by the date of expiration of said ten the Closing (10“Uncured Defects”), Purchaser shall then have the right, at its option to either: (a) business day period. In the event Buyer so terminates terminate this ContractAgreement, whereupon the ▇▇▇▇▇▇▇ Money Deposit Money, if any, shall be returned immediately to BuyerPurchaser and each party shall be released from all further obligations and liability hereunder, and neither Buyer nor Seller shall have any rights or obligations under this Contract (except for those obligations provisions that expressly surviving survive the termination of this Contract. It is Agreement); or (b) proceed with the express understanding Closing, in which event Purchaser shall waive such Uncured Defects (and agreement such Uncured Defects shall be deemed Permitted Exceptions hereunder), provided, however, that Purchaser may require that any monetary liens be paid and discharged out of the parties proceeds of sale. City expressly advises Purchaser that Seller has not madethe Property is subject to certain Environmental Covenants of record and a Declaration of Restrictions recorded June 20, does not make, and hereby disclaims any and all representations regarding the title to the Property, except 2013 as otherwise specifically provided in this Contract2013-00043376 ▇▇▇▇▇▇▇▇▇▇ County Records.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible The Redeveloper shall obtain after the Seller’s execution Date of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: Agreement (i) a title insurance policiescommitment and (ii) title insurance endorsements requested by the Redeveloper (collectively “Title Commitment”) from Union Title Company, surveysLLC for an ALTA owner’s title insurance policy issued by Old Republic National Title Insurance Company, covenants or another title insurance company duly authorized to do business in Nebraska and deeds and any other documents or information related acceptable to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period Redeveloper (the “Title Objection DeadlineCompany”) insuring title to the Project Site and showing fee simple title in the City (“Title Policy”) and (ii) an ALTA Survey of the Project Site dated after the Date of this Agreement by the Engineer to be coordinated with the Title Commitment. A copy of the Title Commitment and ALTA Survey shall be delivered to the City Attorney’s Office no later than fifteen (15) days prior to Closing and shall include copies of the underlying exception documents which affect the Project Site. Redeveloper agrees to review the condition Title Commitment and ALTA Survey and advise the City whether the Title Commitment and ALTA Survey disclose exceptions to title, title matters or encroachments other than Permitted Exceptions or discloses matters that render title to the Project Site unmarketable. Redeveloper shall notify City of such title defects within fifteen (15) days prior to Closing. City shall have fifteen (15) days after written notice of such defects from Redeveloper to use the City’s best efforts to have the exceptions removed from the Title Commitment or to have the title insurer commit to insure against loss or damage that may be occasioned by such exceptions or defects. Provided, however, in the event that City shall be unable or unwilling to correct such title defects within the fifteen (15) day period, Redeveloper shall have the option, by written notice delivered to City and the Permitted EncumbrancesCity to either (i) terminate this Redevelopment Agreement or (ii) take title to the Project Site subject to such exceptions or defects. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written Redeveloper provides timely notice to Seller of terminate this Redevelopment Agreement, the specific conditions of title Redevelopment Agreement shall be deemed terminated, and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller parties shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no further obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day periodone another. In the event Buyer so terminates this ContractRedeveloper elects to take title to such exceptions or defects, the ▇▇▇▇▇▇▇ Money Deposit said exceptions or defects shall be returned deemed to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this Contractbe Permitted Exceptions.

Evidence of Title. Buyer shall select the title agent and Seller makes no representations or warranties regarding will pay for the accuracy of owner’s title policy search, examination, and related charges within thirty (30) days from the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this ContractEffective Date, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: and shall obtain a title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period commitment (the “"Title Objection Deadline”Commitment") to review the condition of issue an ALTA Owner's Title Insurance Policy - Form B from a title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable insurance company acceptable to Buyer (the “"Title Objections”Insurance Company") prior in the amount equal to the expiration Purchase Price of the property, naming Buyer as the proposed insured. The Title Objection DeadlineCommitment shall show good, marketable and insurable fee simple title to the Property to be vested in Buyer, liens, encumbrances, exceptions and qualifications which will not interfere with or impair the Property's use; exceptions permitted by the provisions of this Contract; and those exceptions which are capable of and are actually to be discharged by Seller at or before Closing (all other exceptions to title being deemed title defects for purposes of this contract). Legible and complete copies of all instruments listed as exceptions to title (commonly identified as Schedule B-II exceptions in the Title Commitment) shall be delivered with the Title Commitment. If title is found to be defective, Buyer shall, within ten (10) days from the date it receives the Title Commitment, notify Seller in writing to that effect specifying the defects. Seller shall have ten twenty (1020) business days after from the receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about notice specifying the Title Objections. If title defects to cure the defects and, if after said period Seller shall not have cured the defects, or if Seller shall not have progressed to a point where the defects are certain to be remedied prior to Closing, or where the removal of such defects is unwilling or unable not otherwise assured to remedy or satisfy Buyer with respect to such Title ObjectionsBuyer's satisfaction, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in i) accepting the Purchase Price), title "as is" or (ii) terminating all of Buyer’s rights the Contract after which Buyer and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or each be released from all further obligations under this Contract except for those obligations expressly surviving termination of to each other respecting matters arising from this Contract. It is Notwithstanding anything to the express understanding and agreement contrary contained herein, any assessments, special assessments, taxes, liens or other amounts related to stormwater fees accrued at time of Closing related to the parties that Seller has not madeProperty as depicted in Exhibit A, does not makeshall be Buyer’s responsibility at Closing, and hereby disclaims any and all representations regarding the title shall not be grounds for Buyer to the Property, except as otherwise specifically provided in terminate this Contract.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(sThe Redeveloper shall obtain (i) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all a title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period commitment (the “Title Objection DeadlineCommitment”) from Union Title for an ALTA owner’s title insurance policy issued by Old Republic National Title Insurance Company, or another title insurance company duly authorized to review the condition of title and the Permitted Encumbrances. In the event Buyer, do business in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable Nebraska acceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Redeveloper (the “Title ObjectionsCompany”) prior covering title to the expiration Project Site and showing fee simple title in the JPA and (ii) an ALTA Survey of the Project Site by the Engineer to be coordinated with the Title Commitment. A copy of the Title Objection DeadlineCommitment and ALTA Survey shall be delivered to the City Attorney’s Office no later than fifteen (15) days prior to Closing and shall include copies of the underlying exception documents which affect the Project Site. Seller Redeveloper agrees to review the Title Commitment and ALTA Survey and advise the JPA whether the Title Commitment and ALTA Survey discloses exceptions to title, title matters or encroachments other than Permitted Exceptions or discloses matters that render title to the Project Site unmarketable. Redeveloper shall notify JPA of such title defects within fifteen (15) days after receipt of the Title Commitment and Survey. JPA shall have ten (10) business days after receipt of written notice of any such defects from Redeveloper to have the exceptions removed from the Title Objections Commitment or to notify Buyer whether it will remedy (but Seller has no obligation have the title insurer commit to remedy) insure against loss or is damage that may be occasioned by such exceptions or defects. Provided, however, in the event that JPA shall be unable or unwilling to remedy Buyer’s concerns about correct such title defects within the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period, Redeveloper shall have the option, by written notice delivered to JPA and the City to either (i) terminate this Redevelopment Agreement or (ii) take title to the Project Site subject to such exceptions or defects. In the event Buyer so terminates Redeveloper provides timely notice to terminate this ContractRedevelopment Agreement, the ▇▇▇▇▇▇▇ Money Deposit Redevelopment Agreement shall be returned to Buyerdeemed terminated, and neither Buyer nor Seller the parties shall have any rights no further obligation to one another. In the event Redeveloper elects to take title to such exceptions or obligations under this Contract except defects, said exceptions or defects shall be deemed to be Permitted Exceptions. JPA will reimburse the Redeveloper for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement cost of the parties that Seller has not madeALTA Survey. Redeveloper and the JPA shall each pay one-half of the cost of the owner’s title insurance policy. Section 203. Property Taxes and Assessments. All real and personal property taxes and assessments, does not makeif any, for the year in which Closing occurs shall be prorated as of the Closing Date, and hereby disclaims any all prior years’ taxes, assessments, and all representations regarding interest, if any, shall either be exempt or paid in full by the title JPA at or prior to Closing. If no tax values have been established by the PropertyLancaster County Assessor for the Project Site created by the West Haymarket subdivision, except as otherwise specifically provided in this Contractthe tax proration shall be based on the Purchase Price for the Project Site and the most recent Lancaster County tax levy.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(sThe Redeveloper shall obtain (i) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all a title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period commitment (the “Title Objection DeadlineCommitment”) from Nebraska Title Company for an ALTA owner’s title insurance policy issued by a title insurance company duly authorized to review the condition of title and the Permitted Encumbrances. In the event Buyer, do business in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable Nebraska acceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Redeveloper (the “Title ObjectionsCompany”) prior covering title to the expiration City Property and showing fee simple title in the City and (ii) at the option of Redeveloper, an ALTA Survey of the City Property by the Engineer to be coordinated with the Title Commitment. A copy of the Title Objection DeadlineCommitment and ALTA Survey shall be delivered to the City Attorney’s Office no later than fifteen (15) days prior to Closing and shall include copies of the underlying exception documents which affect the City Property. Seller Redeveloper agrees to review the Title Commitment and ALTA Survey and advise the City whether the Title Commitment and ALTA Survey discloses exceptions to title, title matters or encroachments other than Permitted Exceptions or discloses matters that render title to the City Property unmarketable. Redeveloper shall notify City of such title defects within fifteen (15) days after receipt of the Title Commitment and Survey. City shall have ten (10) business days after receipt of written notice of any such defects from Redeveloper to have the exceptions removed from the Title Objections Commitment or to notify Buyer whether it will remedy (but Seller has no obligation have the title insurer commit to remedy) insure against loss or is damage that may be occasioned by such exceptions or defects. Provided, however, in the event that City shall be unable or unwilling to remedy Buyer’s concerns about correct such title defects within the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period, Redeveloper shall have the option, by written notice delivered to City to either (i) terminate this Redevelopment Agreement or (ii) take title to the City Property subject to such exceptions or defects. In the event Buyer so terminates Redeveloper provides timely notice to terminate this ContractRedevelopment Agreement, the ▇▇▇▇▇▇▇ Money Deposit Redevelopment Agreement shall be returned to Buyerdeemed terminated, and neither Buyer nor Seller the parties shall have any rights no further obligation to one another. In the event Redeveloper elects to take title to such exceptions or obligations under this Contract except defects, said exceptions or defects shall be deemed to be Permitted Exceptions. City will reimburse the Redeveloper for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement one-half of the parties that Seller has not made, does not make, cost of the ALTA Survey at closing on the City Property. Redeveloper and hereby disclaims any and all representations regarding the City shall each pay one-half of the cost of the owner’s title to the Property, except as otherwise specifically provided in this Contractinsurance policy.

Evidence of Title. Seller makes no representations or warranties regarding At the accuracy of Closing, title to the legal description(sDeveloper Parcel shall be good and marketable and insurable at standard rates by the Title Company pursuant to a full coverage owner 's title insurance policy on the most recent ALTA form then in effect issued by the Title Company (the "Title Policy") attached hereto as Exhibit A. Seller agrees showing title to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies be free and clear of all title information acquired by Seller or its predecessor in titleliens and encumbrances except any existing special assessments, which is in possession easements, agreements, rights-of-way, a n d restriction of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related record as are acceptable to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, Developer in its sole discretiondiscretion (the "Permitted Exceptions''). Any existing special assessments ( for future installments) on the City Parcel shall be prorated between the Developer Parcel and City Parcel with each party being responsible for its share of annual installments. Developer will at Developer's sole expense, finds any obtain from the Title Company, within 30 days of the conditions Effective Date, a commitment for a fee owner's title insurance policy (the "Commitment"). Developer shall notify City in writing ("Objection Notice") , not later than thirty (30) days of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller Developer's receipt of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Commitment (the “Title Objections”) "Objection Period"), of any title matters regarding the Developer Parcel set forth in the Commitment not acceptable to Developer ("Developer Parcel Defects"). If Developer fails to notify City in writing on or prior to the expiration last day of the Title Objection DeadlinePeriod, which in any event shall not be more than 60 days from the Effective Date, Developer waives it right to object and terminate the Agreement as result of Developer Parcel Defects. Seller City shall, upon receipt of an Objection Notice, have the option of: (i) remedying or removing some or all of the Developer Parcel Defects prior to the Closing to Developer's satisfaction, provided that City shall have ten be required to remedy or remove all mortgages, liens and encumbrances that may be removed or discharged by the payment of money (10"Monetary Liens"); or (ii) leaving some or all of the Developer Parcel Defects as is. Within twenty (20) business days after the receipt of an Objection Notice, City shall give Developer written notice of any Title Objections its election of the foregoing options. If City fails to notify Buyer whether it will remedy (but Seller has no obligation give such notice, the City shall be deemed to remedy) or is unable or unwilling have agreed to remedy Buyer’s concerns about the Title Objectionsand/or remove all such Developer Parcel Defects. If Seller City gives notice within such 20 business day period that it is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsremove one or more of the Developer Parcel Defects, Buyer then Developer shall have the option for a 20 day period after receipt of Closing, subject City's notice to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by give its written notice to Seller given within five the City to either (5i) days following the date of expiration of said ten (10) business day period. In the terminate this Agreement , in which event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, Developer and neither Buyer nor Seller each of Developer and City shall have any rights or be released from their respective obligations under this Contract Agreement , or (ii) be deemed to have waived any Developer Parcel Defects that City is unwilling or unable to remedy or remove. If City cannot or does not remove such Developer Parcel Defect(s) that it has agreed or is deemed to have agreed to remedy and/or remove on or before the date of the Closing ("Uncured Defects"), City shall be in default. In the event of such default, in addition to remedies available to Developer as set forth in Section 14 hereof, Developer may proceed with the Closing, in which event Developer shall waive such Uncured Defects, except for those obligations expressly surviving termination of this Contract. It is the express understanding Monetary Liens (and agreement such Uncured Defects shall be deemed Permitted Exceptions hereunder), provided, however, that Developer may require that any Monetary Liens be paid and discharged out of the parties proceeds of sale. If City cures all Developer Parcel Defects prior to Closing Developer shall be deemed to have accepted title, except for any title defects that Seller has not mademight arise between the date of the Commitment and the Closing Date. If between the date of the Commitment and the Closing Date , does not make, and hereby disclaims any and all representations regarding the it is determined that title to the PropertyDeveloper Parcel is encumbered by any lien, except easement or other claim that was not present as otherwise specifically provided of the date of the commitment , then Developer shall have the same rights to give notice to City objecting to such title matters and the parties shall follow the procedure set forth in this Contractparagraph with respect to Developer Parcel Defects and Closing shall be delayed until the resolution of any such additional title matters pursuant to the foregoing. City expressly advises Developer that the Developer Parcel is subject to certain Environmental Covenants of record and a Declaration of Restrictions recorded June 20, 2013 as 2013-00043376 ▇▇▇▇▇▇▇▇▇▇ County Records with Developer having the opportunity to review same and, if it desires, provide an Objection Notice as set forth above. Developer understands that the Declaration of Restrictions cannot and will not be altered or amended by City. Any conveyance from the City to Developer of the Developer Parcel shall be subject to the use limitations contained in the Sale/Purchase Contract between the City and Meijer Stores Limited Partnership and the same shall not be considered a Developer Parcel Defect (the "Meijer Covenants").

Evidence of Title. Seller makes no representations or warranties regarding Within twenty (20) days from the accuracy date of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s 's execution of this ContractAgreement, copies Seller, at its own expense, shall obtain and deliver to Purchaser a commitment for an owner's policy of title insurance from a national title company acceptable to Purchaser to insure Purchaser as the holder of marketable fee simple title to the Real Estate, in an amount equal to the full amount of the Purchase Price together with a copy of all title information acquired recorded documents shown by Seller or its predecessor in title, which is in possession of such commitment as affecting the Real Estate Services division and which constitute (or will at Closing constitute) encumbrances against the Real Estate or exceptions to Seller's title (the "Title Commitment"). If the Title Commitment contains any liens and exceptions other than Permitted Encumbrances or Standard Policy Exceptions, Purchaser shall notify Seller of Seller located such exceptions in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration writing within ten (10) days of the Study Period (date on which Purchaser has received both the “Title Objection Deadline”) to review the condition of title Commitment and the Permitted Encumbrances. In the event BuyerSurvey, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt from the date of notice of any Title Objections such notification to notify Buyer whether it will remedy (but Seller has no obligation eliminate such exceptions or to remedy) or is unable or unwilling obtain an endorsement to remedy Buyer’s concerns about the Title ObjectionsCommitment removing them. If Seller is unwilling agrees to remove by payment, bonding or unable otherwise any lien or encumbrance against the Real Estate capable of removal by the payment of money or bonding, which liens and encumbrances will under no circumstance be Permitted Encumbrances. Seller agrees to remedy use its best efforts to eliminate liens, encumbrances or satisfy Buyer with exceptions other than Permitted Encumbrances. Purchaser may raise as additional objections any matters first shown by any endorsement of the Title Commitment and/or recertifications of Survey delivered. With respect to any such encumbrances or exceptions which Seller, using its best efforts, shall fail to eliminate within the aforesaid period, Purchaser may, at Purchaser's option (i) waive its objections to and accept title subject to such encumbrances or exceptions; or (ii) rescind this Agreement and this Agreement shall thereafter be of no further force or effect. The Title ObjectionsCommitment shall also commit the title company, Buyer at Seller's expense, to delete the preprinted Standard Policy Exceptions, except as they pertain to the leasehold interests included as Permitted Encumbrances, subject to delivery to the title company of such instruments, documents, indemnities and releases as the title company shall have reasonably require. Notwithstanding the option foregoing, Seller shall be required to obtain the deletion of the "standard" exceptions relating to a survey subject to Purchaser obtaining the required survey. The Title Commitment shall be endorsed by the title company as of the date of the closing. Concurrently with the Closing, Seller shall pay for and cause to be delivered to Purchaser a policy of title insurance to be issued pursuant to the Title Commitment, which policy shall be an ALTA Owner's Policy, Standard Form B, dated the day of Closing, subject to such Title Objections (but without any reduction in the full amount of the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the insuring marketable fee simple title to the PropertyReal Estate in Purchaser, except as otherwise specifically provided in this Contractsubject only to the Permitted Exceptions (the "Title Policy").

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible CITY may at its own cost obtain after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: Effective Date (i) a leasehold title insurance policies, surveys, covenants commitment and deeds (ii) leasehold title insurance endorsements requested by CITY (collectively "Title Commitment") from a title insurance company licensed in the State of Nebraska for an ALTA leasehold title insurance policy issued by a title insurance company duly authorized to do business in Nebraska and any other documents or information related acceptable to CITY (the "Title Company") insuring leasehold title to the Property except for proprietary information such as test fits and appraisals obtained the improvements constructed thereon that are being conveyed pursuant to this Agreement, and showing a leasehold interest to the Property and the improvements constructed thereon free and clear of any liens or encumbrances held by Sellerany entity other than Seller (“Title Policy”). The Buyer shall have until the expiration A copy of the Study Period Title Commitment shall be delivered to Seller no later than one hundred twenty (120) days prior to Closing and shall include copies of the “Title Objection Deadline”) underlying exception documents which affect the Property. CITY agrees to review the condition of Title Commitment and advise Seller whether the Title Commitment discloses exceptions to title, title matters or encroachments or discloses matters that render Seller's leasehold interest in the Property and title to the Permitted Encumbrancesimprovements constructed thereon unmarketable. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer CITY shall give written notice to notify Seller of the specific conditions of such title and the Permitted Encumbrances, if any, which are unacceptable to Buyer defects within ninety (the “Title Objections”90) days prior to the expiration of the Title Objection DeadlineClosing. Seller shall have ten thirty (1030) business days after receipt of written notice of any such defects from CITY to use the Seller's best efforts to have the exceptions removed from the Title Objections Commitment or to notify Buyer whether it will remedy (but have the title insurer commit to insure against loss or damage that may be occasioned by such exceptions or defects. Provided, however, in the event that Seller has no obligation to remedy) or is shall be unable or unwilling to remedy Buyer’s concerns about correct such title defects within the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsthirty (30) day period, Buyer CITY shall have the option of Closingoption, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice delivered to Seller given within five to either (5i) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates terminate this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this Contract.Purchase Agreement or

Evidence of Title. Seller makes no representations or warranties regarding Within twenty (20) days of receipt of a Purchase Notice, Landlord shall deliver to Tenant a copy of Landlord’s existing owner’s title insurance policy and all endorsements thereto. Within thirty (30) days after the accuracy Purchase Notice, Tenant at Tenant’s expense shall obtain a title insurance commitment (with legible copies of instruments listed as exceptions attached thereto) issued by a title insurer licensed in the state where the Premises is located agreeing to issue Tenant, upon recording of the legal description(s) attached hereto as Exhibit A. Seller agrees deed to use reasonable efforts to deliver to Buyer as soon as reasonably possible after Tenant, an owner’s policy of title insurance in the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession amount of the Real Estate Services division of Seller located in Winston-SalemPurchase Price, North Carolina, if any, including, but not limited to: insuring Tenant’s title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits Premises, subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms and appraisals obtained those to be discharged by SellerLandlord at or before closing. The Buyer Landlord shall convey marketable title subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms. Marketable title shall be determined according to applicable law. Tenant shall have until the expiration thirty (30) days from date of the Study Period (the “Title Objection Deadline”) to review the condition receiving evidence of title and to examine it. If title is found defective, Tenant shall within three (3) days thereafter, notify Landlord in writing specifying defect(s). If the Permitted Encumbrances. In the event Buyerdefect(s) render title unmarketable, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Landlord will have thirty (the “Title Objections”30) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after from receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about remove the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsdefects, Buyer shall have the option of Closingfailing which Tenant shall, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of after expiration of said ten the thirty (1030) business day period, deliver written notice to Landlord either: (1) extending the time for a reasonable period not to exceed one hundred twenty (120) days within which Landlord shall use diligent effort to remove the defects; or (2) terminating Tenant’s exercise of the Option to Purchase the Premises. In the event Buyer If Tenant fails to so terminates this Contractnotify Landlord, the ▇▇▇▇▇▇▇ Money Deposit Tenant shall be returned deemed to Buyerhave accepted the title as it then is. Landlord shall, and neither Buyer nor Seller if title is found unmarketable, use diligent effort to correct defect(s) in the title within the time provided therefor. If Landlord is unable to timely correct the defects, Tenant shall have any rights either waive the defects or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is terminate the express understanding and agreement exercise of the parties that Seller has not madeOption to Purchase, does not make, thereby releasing Tenant and hereby disclaims any and Landlord from all representations regarding the title to the Property, except as otherwise specifically provided in this Contractfurther obligation under these Purchase Terms.

Evidence of Title. Within fifteen (15) days from Effective Date, Seller makes no representations or warranties regarding shall deliver to Buyer, at Seller’s expense, a Title Insurance Commitment for an owner’s title insurance policy (the accuracy “Commitment”) issued by Escrow Agent in its capacity as title insurer (the “Title Company”) in the amount of the legal description(stotal base Purchase Price for all of the Lots comprising the Property evidencing that Seller is vested with fee simple marketable title to the Property, free and clear of all liens, encumbrances, exceptions or qualifications whatsoever save and except for: (a) attached hereto the “Permitted Exceptions” as Exhibit A. defined in Section 9 and (b) those exceptions to title which are to be discharged by Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after at or before the Seller’s execution of this Contract, Closing thereof. Legible and complete copies of all documents set forth on the Commitment shall be delivered to Buyer with the Commitment. The Commitment shall also evidence that upon the execution, delivery and recordation of the Deed (defined below) to be delivered pursuant to the provisions of this Contract and the satisfaction of all requirements specified in Schedule B, Section 1 of the Commitment, Buyer shall acquire fee simple title information acquired by Seller to the Property, subject only to the Permitted Exceptions, and shall agree to insure any easements benefitting the Property. If Buyer or its predecessor in titleattorneys shall determine the Commitment does not meet the requirements specified above, which is in possession of or that the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except or the applicable Lots is unsatisfactory for proprietary information such as test fits and appraisals obtained by Seller. The any reason, Buyer shall have until notify Seller of that fact in writing within thirty (30) days after Buyer’s receipt of the Commitment, but in no event following the expiration of the Study Inspection Period (the “Title Objection DeadlineDefect Notice”) ). The Title Defect Notice shall specify those liens, encumbrances, exceptions or qualifications to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable which are unsatisfactory to Buyer, any such liens, encumbrances, exceptions or qualifications being hereinafter referred to as the “Title Defects”. At least ten (10) days prior to each Closing of Lots at and after the Initial Closing, Seller will deliver an updated Commitment for the Lots being then purchased, together with copies of any additional matters identified therein, which updated Commitment shall be in the aggregate base Purchase Price (including the Escalator applicable thereto) of the Lots being purchased. Buyer may object to any matters not shown in prior Commitments issued to it for previous Closings, each of which shall be deemed a Title Defect for which Buyer has delivered a Title Defect Notice to Seller, unless otherwise waived in writing by Buyer. (a) Seller shall have thirty (30) days following its receipt of the Title Defect Notice during which to undertake a good faith, diligent, and continuous effort to cure, removes, or satisfies the Title Defects to the satisfaction of the Title Company and Buyer. The Title Company’s election to remove, provide affirmative insurance over, or insure over a Title Defect shall be deemed a satisfactory resolution for all purposes pursuant to the preceding sentence. Seller’s failure to timely deliver such written notice shall be deemed Seller’s election not to remove such Title Defect(s). If Seller elects not to remove any such Title Defect, then Buyer may terminate this Contract within five (5) days after Seller’s delivery (or deemed delivery) of its election not to remove any such Title Defect(s), in which case Escrow Agent shall immediately, without any further instructions, return the E▇▇▇▇▇▇ Money Deposit to Buyer and, except for any obligations that expressly survive termination of this Contract, neither party shall have any further obligation or liability hereunder. If Buyer fails to terminate this Contract pursuant to the preceding sentence, Buyer shall give written notice be deemed to have waived such Title Defect, and Seller shall thereafter have no obligation to cure or remove the same. If Seller removes the Title Defects within such thirty (30) day period (as the same may be extended below), the applicable Closing shall take place on the later of (i) the date specified in this Contract or (ii) ten (10) days after the earlier of (a) the end of said thirty (30) day cure period (or the end of the specific conditions extended cure period set forth below) or (b) Seller’s delivery to Buyer of written evidence of the removal of such Title Defects and an updated Commitment evidencing such removal, whichever is sooner. If the foregoing results in any delay of a scheduled Closing, then the Escalator shall a▇▇▇▇ (i.e., not accrue) during such period of delay. Notwithstanding the foregoing, Seller shall not be obligated to remove any Title Defect, except that, whether or not Buyer objects, Seller shall on or before each Closing: (a) satisfy and otherwise remove from title to the Property any mortgage, deed of trust, mechanics lien or other monetary liens, all to the extent claimed by or through Seller, affecting the Property other than the lien for any current and non-delinquent real property taxes and assessments (“Monetary Liens”); (b) terminate all leases, possessory agreements, licenses, and operating agreements that affect the Permitted EncumbrancesProperty and cause all parties-in-possession title exceptions shown on the Commitment, if any, to be deleted; (c) pay any taxes, assessments and homeowner association assessments for the current year (which are unacceptable shall be prorated in accordance herewith); (d) remove any encumbrances caused by or claimed by or through Seller after the Effective Date (collectively with the Monetary Liens, the “Seller Removal Items”); and (e) execute and deliver at Closing at affidavit sufficient to allow the Title Company to delete the mechanic’s liens, possession, and unrecorded matters exceptions, to insure the so-called “gap” between the effective date of the Commitment (or updated title commitment) and the recordation of the Deed (defined below) (if Buyer agrees to proceed with any Closing on a “gap” basis in its sole and absolute discretion). Additionally, Seller covenants for the benefit of Buyer that Seller shall not further encumber any Lots or grant any interest therein to any third parties after the effective date of the Commitment, and should Seller do so, Seller shall be required to remove any such matter prior to each Closing (failing which Seller shall be in default under this Contract, notwithstanding the provisions of the next paragraph). If Seller (a) is unable to remove the Title Defects within the thirty (30) day cure period allowed hereunder or (b) provides written notice to Buyer that, notwithstanding Seller’s good faith efforts (without the “obligation to incur material expense or institute litigation), Seller is unable to remove the Title Objections”) Defects at any time prior to the expiration of the Title Objection Deadline. Seller foregoing thirty (30) day cure period, Buyer shall have within ten (10) business days after of the expiration of the cure period or receipt of Seller’s notice as aforesaid, provide Seller with written notice (i) electing to terminate this Contract as to all Lots that have not then been acquired by Buyer, (ii) extending the date of any Closing for a reasonable period of time not to exceed thirty (30) days to allow Seller to continue to attempt to remove any such Title Objections to notify Buyer whether it will remedy Defect, (but iii) substituting the Lot or Lots affected by any such Title Defect with other Lots of a comparable nature (i.e. – Interior / Exterior / Water / Conservation / View / Size / Location / Topography / etc.), and deferring the purchase of such Lot or Lots that are the affected by the Title Defects until such time as Seller has no obligation removed the same, or (iv) electing to remedy) or is unable or unwilling to remedy Buyer’s concerns about waive the Title Objections. If Seller is unwilling or unable Defects and to remedy or satisfy Buyer with respect to accept the conveyance of such Title Objections, Buyer shall have the option of Closing, Lots subject to such the Title Objections (but Defects without any reduction in abatement of the Purchase Price), or terminating all in which event the applicable Closing shall take place on the later of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5i) days following the date of expiration of said specified in this Contract or (ii) ten (10) business days after the end of said initial thirty (30) day Title Defects cure period. In Notwithstanding the foregoing, in the event that a Title Defect that cannot be removed by Seller impacts more than ten percent (10%) of the Lots, Buyer so terminates shall make an election under item (i), (ii) or (iv), above. If Buyer makes the election under item (ii) and Seller does not remove the Title Defects within such additional period, then Buyer shall make an election under item (i), (ii) or (iv), above, within ten (10) days after the expiration of such cure period. The failure of the Buyer to provide timely notice pursuant to the preceding sentence shall be deemed an election to waive the Title Defects and proceed to Closing. If Buyer elects to terminate this ContractContract because of the existence of uncured Title Defects, the ▇E▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller party shall have any rights further rights, duties, obligations or obligations under liabilities, at law or in equity, arising out of or relating to this Contract except for those obligations expressly surviving that specifically survive termination of this ContractContract pursuant to other sections hereof. It is Notwithstanding the express understanding and agreement of the parties that foregoing, if Seller has not madefails to timely remove any Seller Removal Item, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided Seller shall be in default under this Contract.

Evidence of Title. Seller makes no representations or warranties regarding Within twenty (20) days of receipt of a Purchase Notice, Landlord shall deliver to Tenant a copy of Landlord's existing owner's title insurance policy and all endorsements thereto. Within thirty (30) days after the accuracy Purchase Notice, Tenant at Tenant's expense shall obtain a title insurance commitment (with legible copies of instruments listed as exceptions attached thereto) issued by a title insurer licensed in the state where the Premises is located agreeing to issue Tenant, upon recording of the legal description(s) attached hereto as Exhibit A. Seller agrees deed to use reasonable efforts to deliver to Buyer as soon as reasonably possible after Tenant, an owner's policy of title insurance in the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession amount of the Real Estate Services division of Seller located in Winston-SalemPurchase Price, North Carolina, if any, including, but not limited to: insuring Tenant's title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits Premises, subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms and appraisals obtained those to be discharged by SellerLandlord at or before closing. The Buyer Landlord shall convey marketable title subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms. Marketable title shall be determined according to applicable law. Tenant shall have until the expiration thirty (30) days from date of the Study Period (the “Title Objection Deadline”) to review the condition receiving evidence of title and to examine it. If title is found defective, Tenant shall within three (3) days thereafter, notify Landlord in writing specifying defect(s). If the Permitted Encumbrances. In the event Buyerdefect(s) render title unmarketable, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Landlord will have thirty (the “Title Objections”30) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after from receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about remove the Title Objectionsdefects. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title ObjectionsFalling which Tenant shall, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of after expiration of said ten the thirty (1030) business day period, deliver written notice to Landlord either: (1) extending the time for a reasonable period not to exceed one hundred twenty (120) days within which Landlord shall use diligent effort to remove the defects; or (2) terminating Tenant's exercise of the Option to Purchase the Premises. In the event Buyer If Tenant fails to so terminates this Contractnotify Landlord, the ▇▇▇▇▇▇▇ Money Deposit Tenant shall be returned deemed to Buyerhave accepted the title as it then is. Landlord shall, and neither Buyer nor Seller if title is found unmarketable, use diligent effort to correct defect(s) in the title within the time provided therefor. If Landlord is unable to timely correct the defects, Tenant shall have any rights either waive the defects or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is terminate the express understanding and agreement exercise of the parties that Seller has not madeOption to Purchase, does not make, thereby releasing Tenant and hereby disclaims any and Landlord from all representations regarding the title to the Property, except as otherwise specifically provided in this Contractfurther obligation under these Purchase Terms.

Evidence of Title. Seller makes no representations or warranties regarding Grantee, at Grantee's expense and within thirty (30) days from the accuracy Effective Date, shall obtain a title insurance commitment (the "Title Commitment") to issue an ALTA Owner's Title Insurance Policy - Form B from a title insurance company acceptable to Grantee (the "Title Insurance Company") in the amount equal to the appraisal of the legal description(s) attached hereto property, naming Grantee as Exhibit A. Seller agrees the proposed insured. The Title Commitment shall show good, marketable and insurable fee simple title to use reasonable efforts the Property to deliver to Buyer as soon as reasonably possible after be vested in Grantee, liens, encumbrances, exceptions and qualifications which will not interfere with or impair the Seller’s execution Property's use; exceptions permitted by the provisions of this Contract, ; and those exceptions which are capable of and are actually to be discharged by Grantor at or before Closing (all other exceptions to title being deemed title defects for purposes of this contract). Legible and complete copies of all instruments listed as exceptions to title information acquired by Seller or its predecessor (commonly identified as Schedule B-II exceptions in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection DeadlineCommitment) shall be delivered with the Title Commitment. Seller shall have If title is found to be defective, Grantee shall, within ten (10) business days after from the date it receives the Title Commitment, notify Grantor in writing to that effect specifying the defects. Grantor shall have twenty (20) days from the receipt of Grantee’s notice specifying the title defects to cure the defects and, if after said period Grantor shall not have cured the defects, or if Grantor shall not have progressed to a point where the defects are certain to be remedied prior to Closing, or where the removal of any Title Objections such defects is not otherwise assured to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title ObjectionsGrantee's satisfaction, Buyer Grantee shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5i) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding accepting the title "as is" or (ii) terminating the Contract after which Grantee and Grantor shall each be released from all further obligations to the Property, except as otherwise specifically provided in each other respecting matters arising from this Contract.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible CITY may at its own cost obtain after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: Effective Date (i) a leasehold title insurance policies, surveys, covenants commitment and deeds (ii) leasehold title insurance endorsements requested by CITY (collectively "Title Commitment") from a title insurance company licensed in the State of Nebraska for an ALTA leasehold title insurance policy issued by a title insurance company duly authorized to do business in Nebraska and any other documents or information related acceptable to CITY (the "Title Company") insuring leasehold title to the Property except for proprietary information such as test fits and appraisals obtained the improvements constructed thereon that are being conveyed pursuant to this Agreement, and showing a leasehold interest to the Property and the improvements constructed thereon free and clear of any liens or encumbrances held by Sellerany entity other than Seller ("Title Policy"). The Buyer shall have until the expiration A copy of the Study Period Title Commitment shall be delivered to Seller no later than one hundred twenty (120) days prior to Closing and shall include copies of the “Title Objection Deadline”) underlying exception documents which affect the Property. CITY agrees to review the condition of Title Commitment and advise Seller whether the Title Commitment discloses exceptions to title, title matters or encroachments or discloses matters that render Seller's leasehold interest in the Property and title to the Permitted Encumbrancesimprovements constructed thereon unmarketable. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer CITY shall give written notice to notify Seller of the specific conditions of such title and the Permitted Encumbrances, if any, which are unacceptable to Buyer defects within ninety (the “Title Objections”90) days prior to the expiration of the Title Objection DeadlineClosing. Seller shall have ten thirty (1030) business days after receipt of written notice of any such defects from CITY to use the Seller's best efforts to have the exceptions removed from the Title Objections Commitment or to notify Buyer whether it will remedy (but have the title insurer commit to insure against loss or damage that may be occasioned by such exceptions or defects. Provided, however, in the event that Seller has no obligation to remedy) or is shall be unable or unwilling to remedy Buyer’s concerns about correct such title defects within the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsthirty (30) day period, Buyer CITY shall have the option of Closingoption, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice delivered to Seller given within five (5) business days following after the date of expiration of said ten such 30-day period to either (10i) business day periodterminate this Purchase Agreement or (ii) take title to the leasehold interest in the Property subject to such exceptions or defects. In the event Buyer so terminates CITY provides timely notice to terminate this ContractAgreement, the ▇▇▇▇▇▇▇ Money Deposit Agreement shall be returned to Buyerdeemed terminated, and neither Buyer nor Seller the Parties shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contractno further obligation to one another. It is In the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the event CITY elects to take title to the Propertysuch exceptions or defects, except as otherwise specifically provided in this Contractsaid exceptions or defects shall be deemed to be "Permitted Exceptions."

Evidence of Title. Seller makes no representations or warranties regarding At the accuracy of Closing, title to the legal description(s) attached hereto as Exhibit A. Seller agrees Developer Parcel shall be marketable and insurable at standard rates by the Title Company pursuant to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Sellera full coverage owner’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to policy on the Property except for proprietary information such as test fits and appraisals obtained most recent ALTA form then in effect issued by Seller. The Buyer shall have until the expiration of the Study Period Title Company (the “Title Objection DeadlinePolicy”) showing title to review the condition be free and clear of title all liens except any existing special assessments, easements, agreements, rights-of-way, restrictions and the Permitted Encumbrances. In the event Buyer, adverse claims as are acceptable to Developer in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer discretion (the “Permitted Exceptions”). Any existing special assessments on the City Parcel shall be prorated between the Developer Parcel and any remaining portion of the City Parcel. Developer will, at Developer’s sole expense, obtain from the Title ObjectionsCompany, within 30 days of the Effective Date, a commitment for a fee owner’s title insurance policy (the “Commitment”). Developer shall notify City in writing (“Objection Notice”), not later than thirty (30) days of Developer’s receipt of the Commitment (the “Objection Period”), of any title matters regarding the Developer Parcel set forth in the Commitment not acceptable to Developer (“Developer Parcel Defects”). If Developer fails to notify City in writing on or prior to the expiration last day of the Title Objection DeadlinePeriod, Developer waives its right to object and terminate this Agreement as result of Developer Parcel Defects. Seller City shall, upon receipt of an Objection Notice, have the option of: (i) remedying or removing some or all of the Developer Parcel Defects prior to the Closing to Developer’s satisfaction, provided that City shall have ten be required to remedy or remove all mortgages, liens and encumbrances that may be removed or discharged by the payment of money (10"Monetary Liens"); or (ii) leaving some or all of the Developer Parcel Defects as is. Within twenty (20) business days after the receipt of an Objection Notice, City shall give Developer written notice of any Title Objections its election of the foregoing options. If City fails to notify Buyer whether it will remedy (but Seller has no obligation give such notice, the City shall be deemed to remedy) or is unable or unwilling have agreed to remedy Buyer’s concerns about the Title Objectionsand/or remove all such Developer Parcel Defects. If Seller City gives notice within such 20 business day period that it is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsremove one or more of the Developer Parcel Defects, Buyer then Developer shall have the option for a 20 day period after receipt of ClosingCity’s notice that it is unwilling or unable to remedy or remove one or more of the Developer parcel Defects to either (i) terminate this Agreement, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, Developer and neither Buyer nor Seller each of Developer and City shall have any rights or be released from their respective obligations under this Contract Agreement, or (ii) be deemed to have waived any Developer Parcel Defects that City is unwilling or unable to remedy or remove. If City cannot or does not remove such Developer Parcel Defect(s) that it has agreed or is deemed to have agreed to remedy and/or remove on or before the date of the Closing (“Uncured Defects”), City shall be in default. In the event of such default, in addition to remedies available to Developer as set forth in Section 14 hereof , Developer may proceed with the Closing, in which event Developer shall waive such Uncured Defects, except for those obligations expressly surviving termination of this Contract. It is the express understanding Monetary Liens (and agreement such Uncured Defects shall be deemed Permitted Exceptions hereunder), provided, however, that Developer may require that any Monetary Liens be paid and discharged out of the parties proceeds of sale. If City cures all Developer Parcel Defects prior to Closing Developer shall be deemed to have accepted title, except for any title defects that Seller has not mademight arise between the date of the Commitment and the Closing Date. If between the date of the Commitment and the Closing Date, does not make, and hereby disclaims any and all representations regarding the it is determined that title to the PropertyDeveloper Parcel is encumbered by any lien, except easement or other claim that was not present as otherwise specifically provided of the date of the Commitment, then Developer shall have the same rights to give notice to City objecting to such title matters and the parties shall follow the procedure set forth in this Contract.paragraph with respect to Developer Parcel Defects and Closing shall be delayed until the resolution of any such additional title matters pursuant to the foregoing. City expressly advises Developer that the Developer Parcel is subject to certain Environmental Covenants of record and a Declaration of Restrictions recorded June 20, 2013 as 2013-00043376 ▇▇▇▇▇▇▇▇▇▇ County Records. Any conveyance from the City to Developer of the Developer Parcel shall be subject to the use limitations contained in the Sale/Purchase Contract between the City and Meijer Stores Limited Partnership and the same shall not be considered a Developer Parcel Defect (the”Meijer Covenants”)

Evidence of Title. A. Seller makes no representations or warranties regarding has, at Seller's expense, obtained and delivered to Purchaser a current preliminary title report (the accuracy "Preliminary Title Report") a copy of the legal description(s) which is attached hereto as Exhibit A. Seller agrees D. B. Purchaser shall cause to use reasonable efforts be prepared, at Purchaser's expense, a current, certified, on-the-ground, staked plat of survey of the Property (the "Survey"), prepared by a duly licensed California land surveyor, and otherwise acceptable to deliver Purchaser. Purchaser shall cause to Buyer as soon as reasonably possible after be prepared a UCC lien search acceptable to Purchaser (the Seller’s execution of this Contract, "UCC Searches"). Purchaser shall cause copies of all the Survey and UCC Searches, once prepared, to be promptly forwarded to Seller. C. During the Review Period, Purchaser shall review title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property as disclosed by the Preliminary Title Report, the Survey and UCC Searches. Purchaser shall advise Seller, the Title Company and the surveyor in writing of any matters set forth on those documents to which Purchaser objects. Seller will reasonably cooperate with Purchaser in curing Purchaser's objections, but Seller shall not be obligated to cure any such objections except liens and security interests created by Seller (including, without limitation, those disclosed by the UCC Searches), all of which liens and security interests Seller shall cause to be released at Closing; but the foregoing expressly excludes, and Seller shall not be obligated to remove, any liens and security interests for proprietary information such as test fits and appraisals obtained obligations of third parties to which Seller did not consent in writing ("Third Party Liens"). Seller also agrees to remove or cause to be removed any exceptions or encumbrances to title which are created by SellerSeller after the date of the Preliminary Title Report. The Buyer shall have until Prior to the expiration of the Study Period (Review Period, the “parties shall memorialize in writing those objections which Seller is obligated to cure as aforesaid, or has elected to cure at Closing, and together with the Title Objection Deadline”) Company cause a Pro Forma Title Policy to review be issued. The term "Permitted Exceptions" means all those exceptions shown on the condition of title Preliminary Title Report, the Survey and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any UCC Searches as of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller expiration of the specific conditions of title Review Period, other than those exceptions to which Purchaser has objected and the Permitted Encumbrances, if any, which are unacceptable Seller has elected to Buyer (the “Title Objections”) cure in writing prior to the expiration of the Title Objection DeadlineReview Period. Seller shall have ten (10) business days If after receipt the expiration of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Review Period the Title Objections. If Seller is unwilling Company revises the Preliminary Title Report to add or unable to remedy or satisfy Buyer with respect to such Title Objectionsmaterially modify exceptions, Buyer shall have then Purchaser may terminate this Agreement and receive a refund of the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇E▇▇▇▇▇▇ Money Deposit if provision for their removal or modification satisfactory to Purchaser is not made. Upon such termination, the E▇▇▇▇▇▇ Money shall be returned refunded to BuyerPurchaser, and neither Buyer nor Seller party shall have any rights or further obligations under this Contract hereunder, except for those the indemnity obligations expressly surviving termination of this Contractset forth in Sections 6 and 10(G) hereof, and the Confidentiality Agreement. It is the express understanding and agreement of the parties Purchaser shall have been deemed to have approved any title exception that Seller has is not madeobligated to remove and to which either Purchaser did not object as provided above, does or to which Purchaser did object, but with respect to which Purchaser did not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in terminate this ContractAgreement.

Evidence of Title. A. Within three (3) business days after the Effective Date, as evidence of title, Seller makes no representations or warranties regarding shall order a title commitment for a fee owner's policy of title insurance with respect to the accuracy Premises (the “Title Commitment”). The Title Commitment shall be issued by the Title Company and the Title Company shall deliver a copy of the legal description(s) attached hereto as Exhibit A. Title Commitment to Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contractand Purchaser, together with copies of all title information acquired by Seller or its predecessor in titlereferenced exception documents, which is in possession upon receipt thereof. Purchaser may, at the time of Closing, purchase extended coverage from the Title Company pursuant to said Title Commitment. B. Purchaser shall have the right to order a new survey of the Real Estate Services division Premises (the “Survey”), at Purchaser’s sole cost and expense and shall deliver copies of the Survey to Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related the Title Company upon receipt. C. Purchaser shall raise written objections to the Property except for proprietary information such as test fits Title Commitment and/or the Survey within five (5) business days following receipt of both the Title Commitment and appraisals obtained by Seller. The Buyer shall have until Survey (provided the expiration Survey is ordered within two (2) business days of the Study Period Effective Date) (the “Title Review Period”), as to any matter which renders the title to the Premises unmarketable (the “Title Objection DeadlineNotice”) to review the condition of title and the Permitted Encumbrances. In the event Buyer), in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior except for matters accepted according to the expiration terms of this Agreement. Seller shall have five (5) business days after its receipt of the Title Objection Deadline. Notice to notify Purchaser (“Seller’s Title Notice”) that Seller has decided to either: (i) remedy the title; or (ii) notify Purchaser that Seller is unable or unwilling to cure any such title defect, provided that if Seller fails to provide the Seller’s Title Notice, Seller shall be deemed to have ten (10) business days after receipt of elected not to cure or otherwise resolve Purchaser’s title objections. Purchaser’s failure to deliver any written notice of any shall be a conclusive presumption that Purchaser has approved the Title Objections Commitment and the Survey and this Agreement shall remain in full force and effect subject to notify Buyer whether it will remedy (but the terms and conditions set forth herein. If Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the title objections and Purchaser does not elect to waive such defects, then Purchaser may terminate this Agreement by providing written notice thereof to Seller by no later than the expiration of the Inspection Period, in which event the Deposit shall be refunded to Purchaser forthwith in full termination of this Agreement. All matters affecting title to the Premises, including those items identified in the Title Objections. If Commitment and/or the Survey not objected to by Purchaser within the time frame specified or which Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made deemed to be “Permitted Encumbrances”. Notwithstanding anything to the contrary stated herein, Seller must remove all monetary liens created by Buyer Seller which can be removed by written notice to Seller given within five the payment of money at Closing (5) days following excluding, for the date avoidance of expiration of said ten (10) business day period. In the event Buyer so terminates this Contractdoubt, the any monetary liens created by ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer▇▇▇, and neither Buyer nor Seller also excluding non-delinquent taxes and assessments). If Purchaser fails to terminate this Agreement as provided above, then Purchaser shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the take title to the PropertyPremises subject to the Permitted Encumbrances. After the Title Review Period, except Purchaser may, by delivery of written notice to Seller, object only to other matters of title that (i) first arise, first appear of record, or are first created after the effective date of the Title Commitment, and (ii) materially and adversely impact the value or use of the Premises, as otherwise specifically provided determined by Purchaser in this Contract.the exercise of its reasonable discretion (“Subsequent Objections”). If Purchaser delivers any Subsequent Objections to Seller, then Seller shall notify Purchaser in writing on or before the date that is two (2) business days after the date of delivery to Seller of the Subsequent Objections (or, if such Subsequent Objections are delivered within two (2) days of the Closing Date, on or before 10:00

Evidence of Title. Seller makes no representations or warranties regarding Within five (5) days of effective date, Buyer shall cause a Florida Licensed Title Insurance Company (the accuracy of the legal description(s"Title Company") attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer an ALTA Commitment for an owner's title insurance policy (hereinafter referred to as soon as reasonably possible after the Seller’s execution "Commitment") in the amount of this Contractthe Purchase Price, copies evidencing that Seller is vested with fee simple marketable title to the property, free and clear of all liens, encumbrances or exceptions whatsoever save and except those exceptions to title information acquired which are to be discharged by Seller at or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents before closing or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable otherwise acceptable to Buyer (the “Title Objections”) prior to "Permitted Exceptions"). If Buyer shall determine the expiration Commitment does not meet the requirements specified above, or that the title of the Title Objection Deadline. property is unmarketable for reasons other than the existence of exceptions which are to be discharged by Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) at or is unable or unwilling to remedy Buyer’s concerns about before the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title ObjectionsClosing hereof, Buyer shall have the option notify Seller of Closing, subject to such Title Objections (but without any reduction that fact in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given writing within five (5) days after Buyer's receipt of the Commitment. Such written notices shall specify those liens, encumbrances or exceptions to title which are not contemplated by this Contract to be discharged by Seller at or before closing, any such liens, encumbrances, exceptions or qualifications being hereinafter referred to as "Title Defects." If Buyer does not so object, all exceptions listed in the Commitment shall be deemed Permitted Exceptions. Seller shall have sixty (60) days following its receipt of written notice of the existence of Title Defects within which to undertake a good faith diligent and continuous effort and, in fact, cure or eliminate the Title Defects to the satisfaction of the Title Company or its Agent in such a manner as to permit the Title Company to endorse the Commitment so as to delete the Title Defects therefrom. If Seller shall in fact cure or eliminate the Title Defects, the Closing shall take place on the date of expiration specified in this Contract, or if such date has passed within thirty (30) days after the end of said sixty (60) day period. If Seller is unable to cure or eliminate the Title Defects within the time allowed, Buyer may elect to terminate this Contract within ten (10) business days following the expiration of the sixty (60) day curative period by giving written notice of termination to Seller, or, alternatively, Buyer may elect to close its purchase of the property and accept the conveyance of the property subject to the Title Defects, in which event the Closing shall take place on the date specified in this Contract, or in the event such date has passed, within thirty (30) days after the end of said sixty (60) day period. In If, by giving written notice to Seller within the event time allowed, Buyer so terminates elects to terminate this ContractContract because of the existence of uncured Title Defects, the ▇▇▇▇▇▇▇ Money Deposit Buyer shall be returned entitled to the return of the Deposit, if any, and, upon the disbursement thereof to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those and all rights and obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, hereunder shall terminate and hereby disclaims any be null and all representations regarding the title to the Property, except as otherwise specifically provided in this Contractvoid.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(sThe Redeveloper shall obtain (i) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all a title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period commitment (the “Title Objection DeadlineCommitment”) from Nebraska Title Company for an ALTA owner’s title insurance policy issued by a title insurance company duly authorized to review the condition of title and the Permitted Encumbrances. In the event Buyer, do business in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable Nebraska acceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Redeveloper (the “Title ObjectionsCompany”) prior covering title to the expiration Project Site and showing fee simple title in the JPA and (ii) an ALTA Survey of the Project Site by the Engineer to be coordinated with the Title Commitment. A copy of the Title Objection DeadlineCommitment and ALTA Survey shall be delivered to the City Attorney’s Office no later than fifteen (15) days after the date of this Redevelopment Agreement and shall include copies of the underlying exception documents which affect the Project Site. Seller Redeveloper agrees to review the Title Commitment and ALTA Survey and advise the JPA whether the Title Commitment and ALTA Survey discloses exceptions to title, title matters or encroachments other than Permitted Exceptions or discloses matters that render title to the Project Site unmarketable. Redeveloper shall notify JPA of such title defects within fifteen (15) days after receipt of the Title Commitment and Survey. JPA shall have ten (10) business days after receipt of written notice of any such defects from Redeveloper to have the exceptions removed from the Title Objections Commitment or to notify Buyer whether it will remedy (but Seller has no obligation have the title insurer commit to remedy) insure against loss or is damage that may be occasioned by such exceptions or defects. Provided, however, in the event that JPA shall be unable or unwilling to remedy Buyer’s concerns about correct such title defects within the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period, Redeveloper shall have the option, by written notice delivered to JPA and the City to either (i) terminate this Redevelopment Agreement or (ii) take title to the Project Site subject to such exceptions or defects. In the event Buyer so terminates Redeveloper provides timely notice to terminate this ContractRedevelopment Agreement, the ▇▇▇▇▇▇▇ Money Deposit Redevelopment Agreement shall be returned to Buyerdeemed terminated, and neither Buyer nor Seller the parties shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contractno further obligation to one another. It is In the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the event Redeveloper elects to take title to the Propertysuch exceptions or defects, except as otherwise specifically provided in this Contractsaid exceptions or defects shall be deemed to be Permitted Exceptions.

Evidence of Title. Seller makes no representations or warranties regarding (A) Buyer shall obtain a title insurance commitment (the accuracy “Commitment”) issued by the Escrow Agent, pursuant to which the title insurance company commits that at the Closing it will issue its owners policy of title insurance (“Buyer’s Policy”), insuring fee simple title to the Property to be in Buyer’s name in the total amount of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this ContractPurchase Price, copies free and clear of all liens, encumbrances, restrictions and conditions of title information acquired by Seller or its predecessor in titleexcept the following (the “Permitted Exceptions”): (1) utility easements for utility service to the Property, which is in possession of the Real Estate Services division of Seller located in Winston-Salem(2) zoning ordinances, North Carolina(3) legal highways, (4) real property taxes (and their lien, if any) which are not delinquent as of Closing, including(5) assessments which are not delinquent as of Closing, but (6) rights of way and easements which do not limited to: materially adversely affect title insurance policiesto or use of the Property, surveys(7) the standard preprinted exceptions contained in the Commitment and Buyer’s Policy, covenants (8) matters which an accurate survey of the Property would disclose, and deeds and (9) any other documents restrictions, easements, encumbrances or information related other matters which do not materially adversely affect title to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration or use of the Study Period (the “Title Objection Deadline”) to review the condition of title Property. Any liens, encumbrances, restrictions and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or other than the “Permitted Encumbrances unacceptable Exceptions” are herein referred to as the “Non-Permitted Exceptions”. (B) Buyer shall notify Seller in writing of any Non-Permitted Exceptions to which Buyer objects within fifteen (15) days following Buyer’s receipt of the Commitment. If Buyer does not provide Seller with said notice within such fifteen (15) day period, Buyer shall give written notice be deemed to Seller of have accepted the specific conditions state of title disclosed in the Commitment and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten waived any right to object to any exceptions to Seller’s title. (10C) business Seller may, but shall not be obligated to, remove any Non-Permitted Exceptions so objected to by Buyer within thirty (30) days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about written notice under Section 4(B). Seller shall not be required to bring any action or proceeding or otherwise incur any expense in order to remove any such Non-Permitted Exception; excepting the Title Objectionspayment of indebtedness evidenced by any deed of trust or mortgage but with respect to the lien of ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ encumbering the Property, Seller shall use its commercially reasonable efforts to have such lien released at Closing. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of obtain a lien release from ▇▇ ▇▇▇▇▇▇ Chase by Closing, subject to such Title Objections (but without any reduction in the Purchase Price), either Buyer or terminating all of Buyer’s rights and obligations under Seller may terminate this Contract, which election shall be made by Buyer Contract by written notice to the other, in which case Buyer shall be entitled to prompt return of the Deposit and Seller given shall be obligated to reimburse Buyer for all out-of-pocket costs incurred by Buyer related to this Contract. If Seller is unable to remove any other such Non-Permitted Exception within such thirty (30) day period, the Deposit shall be returned to Buyer forthwith and this Contract shall automatically terminate, relieving the parties of any further obligations and/or liabilities hereunder, unless Buyer notifies Seller in writing within five (5) days following after the date of expiration of said ten such thirty (1030) business day period. In the event period that Buyer so terminates this Contractis willing to accept such title as Seller may be able to convey, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement without reduction of the parties that Seller has not made, does not make, Purchase Price and hereby disclaims any and all representations regarding without further obligation on the title to part of the Property, except as otherwise specifically provided in this ContractSeller.

Evidence of Title. Seller makes no representations or warranties regarding Within ten (10) days after the accuracy Effective Date, Purchaser shall procure the Commitment, at Seller’s expense. The Commitment shall be issued by the Title Company as agent for Commonwealth Land Title Insurance Company. Purchaser shall have thirty (30) days after the later of (i) receipt of the legal description(s) attached hereto as Exhibit A. Seller agrees Commitment to use reasonable efforts to deliver to Buyer as soon as reasonably possible after examine the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period Commitment (the “Title Objection DeadlineCommitment Review Period”) to review ). The Commitment Review Period shall not extend later than the condition Due Diligence Period set forth in paragraph 7 herein. If the status of title and the Permitted Encumbrances. In the event Buyer, (as set forth in its sole discretion, finds any Schedule B-2 of the conditions Commitment) is objectionable to Purchaser (in the exercise of title or the Permitted Encumbrances unacceptable to BuyerPurchaser’s reasonable judgment), Buyer shall give written notice to Seller of the specific conditions of title and the Permitted EncumbrancesPurchaser, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Commitment Review Period, shall provide written notice to Seller (with a copy to the Title Objection DeadlineCompany) setting forth Purchaser’s specific title objections (the “Objections”). Any matter which is disclosed in the Survey or in the Commitment, and to which Purchaser does not timely object, as well as real estate taxes for the year of Closing which are not yet due, shall be deemed a “Permitted Exception”. Seller shall have ten thirty (1030) business days after Seller’s receipt of notice the Objections within which to satisfy the Objections, and shall use good faith efforts to do so; provided, however, that Seller’s obligation to use good faith efforts hereunder shall not include the obligation to (i) pay money or provide any other consideration to a third party to which such third party is not entitled under the terms of existing written agreements between such third party and Seller, or (ii) violate the terms of any Title Objections other agreement to notify Buyer whether it will remedy (but which Seller has no obligation to remedy) or any affiliate of Seller is unable or unwilling to remedy Buyer’s concerns about the Title Objectionsa party. If Seller is unwilling or unable does not satisfy the Objections to remedy or satisfy Buyer with respect to such Title ObjectionsPurchaser’s reasonable satisfaction within said 30-day period, Buyer Purchaser shall have the option of Closing, subject to such Title Objections notify Seller within three (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (53) days following after the date of expiration of said ten 30-day period that Purchaser has elected to (10x) business accept title as it then is and proceeding to Closing, or (y) terminate this Agreement. If Purchaser fails to so notify Seller within said three (3) day period, Purchaser shall be deemed to have elected to terminate this Agreement. In If Purchaser elects to terminate or is deemed to have elected to terminate this Agreement, neither Seller nor Purchaser shall have any further obligations or liabilities under this Agreement and the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be immediately returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this ContractPurchaser.

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(sThe Grantor shall obtain a title commitment (“Title Commitment”) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Sellerfor an ALTA owner’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants policy (“Title Policy”) issued by a title insurance company duly authorized to do business in Nebraska and deeds and any other documents or information related acceptable to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period Grantee (the “Title Objection DeadlineCompany”) covering title to review the Grantor’s Exchange Property and showing the condition of title to the Grantor’s Exchange Property. Grantee agrees to review the Title Commitment and advise the Grantor whether the Title Commitment discloses exceptions to title other than Permitted Exceptions or discloses matters that render title to the Grantor’s Exchange Property unmarketable. Grantee shall notify Grantor of such title defects within thirty (30) days after receipt of the Title Commitment and the Permitted EncumbrancesGrantor shall have thirty (30) days after written notice of such defects from Grantee to have the exceptions removed from the Title Commitment or to have the title insurer commit, in writing that is acceptable to the Grantee, to insure against loss or damage that may be occasioned by such exceptions or defects. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer that Grantee shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is be unable or unwilling to remedy Buyer’s concerns about correct such title defects within the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsthirty (30) day period, Buyer Grantee shall have the option option, by written notice delivered to Grantor after expiration of Closingthe thirty (30) day period, to either terminate this Agreement or take title to the Grantor’s Exchange Property subject to such Title Objections (but without any reduction in the Purchase Price), exceptions or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day perioddefects. In the event Buyer so terminates Grantee provides timely notice to terminate this ContractAgreement, the ▇▇▇▇▇▇▇ Money Deposit Agreement shall be returned to Buyerdeemed terminated, and neither Buyer nor Seller the parties shall have any rights no further obligation to one another. In the event Grantee elects to take title to such exceptions or obligations under this Contract except for those obligations expressly surviving termination of this Contractdefects, said exceptions or defects shall be deemed to be Permitted Exceptions. It is the express understanding and agreement One-half of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding cost of the title to Grantee’s Title Policy for the Property, except as otherwise specifically provided in this ContractExchange Property shall be paid by each party at the Closing.

Evidence of Title. Seller makes no representations or warranties regarding Within twenty (20) days of receipt of a Purchase Notice, Landlord shall deliver to Tenant a copy of Landlord's existing owner's title insurance policy and all endorsements thereto. Within thirty (30) days after the accuracy Purchase Notice, Tenant at Tenant's expense shall obtain a title insurance commitment (with legible copies of instruments listed as exceptions attached thereto) issued by a title insurer licensed in the state where the Premises is located agreeing to issue Tenant, upon recording of the legal description(s) attached hereto as Exhibit A. Seller agrees deed to use reasonable efforts to deliver to Buyer as soon as reasonably possible after Tenant, an owner's policy of title insurance in the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession amount of the Real Estate Services division of Seller located in Winston-SalemPurchase Price, North Carolina, if any, including, but not limited to: insuring Tenant's title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits Premises, subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms and appraisals obtained those to be discharged by SellerLandlord at or before closing. The Buyer Landlord shall convey marketable title subject only to liens, encumbrances, exceptions or qualifications provided in these Purchase Terms. Marketable title shall be determined according to applicable law. Tenant shall have until the expiration thirty (30) days from date of the Study Period (the “Title Objection Deadline”) to review the condition receiving evidence of title and to examine it. If title is found defective, Tenant shall within three (3) days thereafter, notify Landlord in writing specifying defect(s). If the Permitted Encumbrances. In the event Buyerdefect(s) render title unmarketable, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer Landlord will have thirty (the “Title Objections”30) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after from receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about remove the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsdefects, Buyer shall have the option of Closingfailing which Tenant shall, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of after expiration of said ten the thirty (1030) business day period, deliver written notice to Landlord either: (1) extending the time for a reasonable period not to exceed one hundred twenty (120) days within which Landlord shall use diligent effort to remove the defects; or (2) terminating Tenant's exercise of the Option to Purchase the Premises. In the event Buyer If Tenant fails to so terminates this Contractnotify Landlord, the ▇▇▇▇▇▇▇ Money Deposit Tenant shall be returned deemed to Buyerhave accepted the title as it then is. Landlord shall, and neither Buyer nor Seller if title is found unmarketable, use diligent effort to correct defect(s) in the title within the time provided therefor. If Landlord is unable to timely correct the defects, Tenant shall have any rights either waive the defects or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is terminate the express understanding and agreement exercise of the parties that Seller has not madeOption to Purchase, does not make, thereby releasing Tenant and hereby disclaims any and Landlord from all representations regarding the title to the Property, except as otherwise specifically provided in this Contractfurther obligation under these Purchase Terms.

Evidence of Title. Seller makes no representations or warranties regarding At the accuracy of Closing, title to the legal description(s) attached hereto as Exhibit A. Seller agrees Developer Parcel shall be marketable and insurable at standard rates by the Title Company pursuant to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Sellera full coverage owner’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to policy on the Property except for proprietary information such as test fits and appraisals obtained most recent ALTA form then in effect issued by Seller. The Buyer shall have until the expiration of the Study Period Title Company (the “Title Objection DeadlinePolicy”) showing title to review the condition be free and clear of title all liens except any existing special assessments, easements, agreements, rights-of-way, restrictions and the Permitted Encumbrances. In the event Buyer, adverse claims as are acceptable to Developer in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer discretion (the “Permitted Exceptions”). Any existing special assessments on the City Parcel shall be prorated between the Developer Parcel and any remaining portion of the City Parcel. Developer will, at Developer’s sole expense, obtain from the Title ObjectionsCompany, within 30 days of the Effective Date, a commitment for a fee owner’s title insurance policy (the “Commitment”). Developer shall notify City in writing (“Objection Notice”), not later than thirty (30) days of Developer’s receipt of the Commitment (the “Objection Period”), of any title matters regarding the Developer Parcel set forth in the Commitment not acceptable to Developer (“Developer Parcel Defects”). If Developer fails to notify City in writing on or prior to the expiration last day of the Title Objection DeadlinePeriod, which in any event shall not be more than 60 days from the Effective Date, Developer waives its right to object and terminate this Agreement as result of Developer Parcel Defects. Seller City shall, upon receipt of an Objection Notice, have the option of: (i) remedying or removing some or all of the Developer Parcel Defects prior to the Closing to Developer’s satisfaction, provided that City shall have ten be required to remedy or remove all mortgages, liens and encumbrances that may be removed or discharged by the payment of money (10"Monetary Liens"); or (ii) leaving some or all of the Developer Parcel Defects as is. Within twenty (20) business days after the receipt of an Objection Notice, City shall give Developer written notice of any Title Objections its election of the foregoing options. If City fails to notify Buyer whether it will remedy (but Seller has no obligation give such notice, the City shall be deemed to remedy) or is unable or unwilling have agreed to remedy Buyer’s concerns about the Title Objectionsand/or remove all such Developer Parcel Defects. If Seller City gives notice within such 20 business day period that it is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsremove one or more of the Developer Parcel Defects, Buyer then Developer shall have the option for a 20 day period after receipt of Closing, subject City’s notice to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by give its written notice to Seller given within five the City to either (5i) days following the date of expiration of said ten (10) business day period. In the terminate this Agreement, in which event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, Developer and neither Buyer nor Seller each of Developer and City shall have any rights or be released from their respective obligations under this Contract Agreement, or (ii) be deemed to have waived any Developer Parcel Defects that City is unwilling or unable to remedy or remove. If City cannot or does not remove such Developer Parcel Defect(s) that it has agreed or is deemed to have agreed to remedy and/or remove on or before the date of the Closing (“Uncured Defects”), City shall be in default. In the event of such default, in addition to remedies available to Developer as set forth in Section 14 hereof , Developer may proceed with the Closing, in which event Developer shall waive such Uncured Defects, except for those obligations expressly surviving termination of this Contract. It is the express understanding Monetary Liens (and agreement such Uncured Defects shall be deemed Permitted Exceptions hereunder), provided, however, that Developer may require that any Monetary Liens be paid and discharged out of the parties proceeds of sale. If City cures all Developer Parcel Defects prior to Closing Developer shall be deemed to have accepted title, except for any title defects that Seller has not mademight arise between the date of the Commitment and the Closing Date. If between the date of the Commitment and the Closing Date, does not make, and hereby disclaims any and all representations regarding the it is determined that title to the PropertyDeveloper Parcel is encumbered by any lien, except easement or other claim that was not present as otherwise specifically provided of the date of the Commitment, then Developer shall have the same rights to give notice to City objecting to such title matters and the parties shall follow the procedure set forth in this Contract.paragraph with respect to Developer Parcel Defects and Closing shall be delayed until the resolution of any such additional title matters pursuant to the foregoing. City expressly advises Developer that the Developer Parcel is subject to certain Environmental Covenants of record and a Declaration of Restrictions recorded June 20, 2013 as 2013-00043376 ▇▇▇▇▇▇▇▇▇▇ County Records. Any conveyance from the City to Developer of the Developer Parcel shall be subject to the use limitations contained in the Sale/Purchase Contract between the City and Meijer Stores Limited Partnership and the same shall not be considered a Developer Parcel Defect (the”Meijer Covenants”)

Evidence of Title. Seller makes no representations or warranties regarding the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have Within ten (10) business days following the date of this Agreement, Seller shall deliver to Purchaser, at Seller's expense, a current commitment for ALTA extended coverage title insurance, Form B-1990 ("Commitment"), in the amount of Ten Thousand Dollars and NO/100 ($10,000.00) issued by Chicago Title Insurance Company ("Title Company"), covering the Seller's Tract and showing title in fee simple in Seller subject only to (a) the Permitted Exceptions; (b) liens or encumbrances of a definite and ascertainable amount ("Removable Exceptions"), which Removable Exceptions to title shall be removed at the Closing and (c) standard general exceptions 1 through 5, which Seller will caused to be waived or insured over within 10 business days after receipt Seller receives the survey to be provided by Purchaser pursuant to Section 11. Not less than five (5) business days prior to the Closing Date, as hereinafter defined, Seller shall furnish to Purchaser a current date down of notice the Commitment limited to the Premises, in the amount of the Purchase Price showing title in fee simple in Seller and subject only to the Permitted Exceptions and the Removable Exceptions, the latter of which shall be removed by Seller at the Closing. If the date down Commitment, or the survey to be provided pursuant to Section 11 hereof, indicates that title to all or any Title Objections part of the Premises is subject to notify Buyer whether it will remedy defects other than the Permitted Exceptions, then Seller shall have a reasonable period of time (but Seller has no obligation the "Cure Period"), not to exceed thirty (30) days after delivery to Purchaser of the Commitment date down, or the survey, as the case may be, during which to remedy, in a manner reasonably satisfactory to Purchaser, or remove such defect(s). In such event the Closing Date shall be extended for a period of thirty-five (35) or is unable or unwilling days to allow Seller to attempt to remedy Buyer’s concerns about the Title Objectionsdefects. Seller shall deliver to Purchaser not later than four (4) days following the expiration of the Cure Period, a further date down of the Commitment to verify the removal of such defects. If Seller is unwilling or unable to remedy or satisfy Buyer or, with respect to matters not resulting from Seller's acts or omissions, unwilling to remove such Title Objectionsdefects or remedy the same in a manner reasonably satisfactory to Purchaser within the Cure Period, Buyer Purchaser shall have the option of Closing(a) proceeding with this Agreement and adding such title defects to the Permitted Exceptions with the right to deduct from the Purchase Price defects, liens or encumbrances of an ascertainable amount, or (b) declaring this Agreement null and void in which event Seller shall instruct the Deposit Escrowee to immediately thereupon cause the refund of the Deposit to Purchaser, subject to such Title Objections (but without any reduction in Purchaser's compliance with the Purchase Price), or terminating all requirements of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice Section 27 with respect to Seller given within five (5) days following the date of expiration of said ten (10) business day periodmechanics' liens. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have at all times during this Agreement act in good faith and shall not negligently or willfully cause or allow any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the unpermitted exceptions to be brought against title to the PropertyPremises, except and the failure of Seller to comply with this provision shall constitute a material default by Seller under this Agreement. The Commitment shall be conclusive evidence of good title as otherwise specifically provided in this Contract.to all matters insured by the policy, subject to the Permitted Exceptions as therein stated. The Commitment fee, title examination fee, Owner's title policy and recording fees for any mortgage release deeds shall be paid by Seller. All loan policy premiums and recording fees for the deed of conveyance and any documents required for Purchaser's mortgage, if any, shall be paid by

Evidence of Title. Seller makes no representations or warranties regarding Prior to Closing, Redeveloper shall obtain a title commitment (the accuracy of the legal description(s"Title Commitment") attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: for an ALTA owner's title insurance policies, surveys, covenants and deeds and any other documents or information related policy issued by a title insurance company duly authorized to do business in Nebraska (the "Title Company") covering title to the Property except for proprietary information such as test fits City Parcels and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review showing the condition of title to the City Parcels. For purposes hereof, "Permitted Exceptions" shall mean (i) covenants, conditions and restrictions of record which shall be approved by Redeveloper if they do not interfere with Redeveloper's intended use of the City Parcels; (ii) taxes not yet due and payable; (iii) public utility easements of record which shall be approved by Redeveloper, and which do not interfere with Redeveloper's intended use of the City Parcels; (iv) title exceptions pertaining to liens or encumbrances of a definite or ascertainable amount which may be removed by the payment of money at the time of closing and which City is willing to and does so remove at closing; (v) title exceptions caused by the acts or omissions of Redeveloper; (vi) easements and use restrictions to be granted under this Redevelopment Agreement; and (vii) any other title exceptions shown on the Title Commitment and which are not properly and timely objected to by Redeveloper. The cost of the owner's title insurance policy shall be paid by the Redeveloper. If the Title Commitment shall disclose exceptions to title other than the Permitted EncumbrancesExceptions noted in subparagraphs (i) through (v) above, or disclose matters that render title to the City Parcels unmarketable, Redeveloper shall notify City of same within thirty (30) days after receipt of the Title Commitment, and City shall have fifteen (15) days after written notice of such defect from Redeveloper to have the exceptions removed from the Title Commitment or to have the title insurer commit to insure against loss or damage that may be occasioned by such exceptions or defects. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer that City shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is be unable or unwilling to remedy Buyer’s concerns about correct such title defects within the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objectionsfifteen (15) day period, Buyer Redeveloper shall have the option option, by written notice delivered to City after expiration of Closingthe fifteen (15) day period, to either terminate this Agreement or take title to the City Parcels subject to such Title Objections (but without any reduction in the Purchase Price), exceptions or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day perioddefects. In the event Buyer so terminates Redeveloper provides timely notice to terminate this ContractAgreement, the ▇▇▇▇▇▇▇ Money Deposit Agreement shall be returned to Buyerdeemed terminated, and neither Buyer nor Seller the parties shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contractno further obligation to one another. It is In the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the event Redeveloper elects to take title to the Propertysuch exceptions or defects, except as otherwise specifically provided in this Contractsaid exceptions or defects shall be deemed to be Permitted Exceptions.

Evidence of Title. Seller makes no representations or warranties regarding Prior to the accuracy of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this ContractAgreement, Seller delivered to Purchaser (a) a current commitment for a CLTA Form Owner’s Title Insurance Policy (the “Title Commitment”), in the amount of the Purchase Price, issued by Chicago Title Insurance Company (the “Title Insurer”), (b) available copies of all title information acquired by Seller or its predecessor exception documents referred to in titlethe Title Commitment, which is in possession and (c) any existing surveys of the Real Estate Services division Property and the Improvements in Seller’s possession (the “Survey”). Prior to the end of Seller located the Due Diligence Period, Purchaser shall cause the Title Insurer to update the Title Commitment to include any exceptions required by ALTA extended coverage or otherwise and to issue a pro forma title insurance policy in Winston-Salemthe form requested by Purchaser and that the Title Insurer reasonably expects to be able to issue to Purchaser as of the Closing (the “Pro Forma Policy”), North Carolinasubject only to those exceptions which are more fully described on attached Exhibit E, other exceptions accepted by Purchaser, and exceptions which become Permitted Exceptions pursuant to this Section 3 (collectively, the “Permitted Exceptions”). Purchaser shall deliver a copy of the Pro Forma Policy to Seller. In addition, Purchaser may, if anyit so elects and at its sole cost and expense, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents arrange for the preparation of a current survey (or information related an update of the existing Survey) with respect to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Updated Survey”). If the Title Objection Deadline”) to review Commitment (or update), Survey or Updated Survey for the condition of title and the Property discloses exceptions or matters other than those Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, Exceptions which are unacceptable to Buyer listed on Exhibit E, then on or before five (the “Title Objections”5) business days prior to the expiration of the Due Diligence Period (the “Title Review Period”), Purchaser shall notify Seller of any such exceptions or matters to which it objects (such notice, the “Title Objection DeadlineNotice”). Any such exceptions or matters not objected to by Purchaser as aforesaid shall become “Permitted Exceptions.” If Purchaser notifies Seller of any such exceptions or matters in the Title Objection Notice, Seller shall have ten until Closing (10but in any event at least fifteen (15) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about receives the Title Objections. If Seller is unwilling Objection Notice, with the Closing being adjourned if necessary, at Seller’s sole election, to accommodate said fifteen (15) day period) to cause the removal of such exceptions or unable to remedy matters (which removal may be by way of waiver or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, endorsement (subject to such Purchaser’s reasonable approval) by the Title Objections (but without any reduction in the Purchase PriceInsurer); provided, or terminating all of Buyer’s rights and obligations under this Contracthowever, which election that Seller shall be made by Buyer by written notice to Seller given notify Purchaser within five (5) business days following after its receipt of the date Title Objection Notice whether Seller intends to cause the removal of expiration of said ten such exceptions or matters at or prior to Closing (10) business day period. In the event Buyer so terminates this Contractsuch notice, the ▇“Cure Notice”). If Seller fails to cause the removal of any such exceptions or matters as aforesaid, or notifies Purchaser in the Cure Notice that Seller does not intend to cause the removal of such exceptions or matters, or fails to deliver a Cure Notice, Purchaser shall have the option, as its sole and exclusive remedy, to either (i) waive the unsatisfied objections and close, or (ii) terminate this Agreement and obtain a return of the E▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this ContractMoney. It is the express understanding and agreement of the parties that Seller has not made, If Purchaser does not makeelect to terminate this Agreement within two (2) business days after the expiration of such five (5) business day period, Purchaser shall consummate the Closing and hereby disclaims any and all representations regarding the accept title to the Property subject to all such exceptions and matters (in which event, all such exceptions and matters shall be deemed “Permitted Exceptions”). If after the expiration of the Title Review Period the Title Insurer or Seller delivers an updated Title Commitment to Purchaser which includes exceptions or matters (other than Permitted Exceptions) not previously included in the Title Commitment originally delivered to Purchaser, a new Title Review Period shall commence upon Purchaser’s receipt of such updated Title Commitment, and Purchaser shall again have the right to object to any such new exceptions or matters (other than Permitted Exceptions), pursuant to the terms and conditions of this Section 3; provided, however, Purchaser must notify Seller of each such objection within three (3) business days after receiving written notice from the Title Insurer of the existence of same. Notwithstanding anything to the contrary set forth herein, in no event shall Seller be required to remove any title exceptions or satisfy any requirements for issuance of Purchaser’s title policy except that Seller shall be required to remove at or prior to Closing any lien or encumbrance affecting title to the Property that (A) constitutes, secures or evidences an outstanding obligation of Seller under any mortgage, deed of trust or other lien encumbering title which secures a loan or other monetary obligation of Seller and which was voluntarily granted to the beneficiary thereof by Seller, (B) results from a judgment entered against Seller, delinquent federal or state tax obligation, mechanics’ or materialman’s lien or similar obligation of Seller (but not of any tenant of the Property), except or (C) arises after the end of the Due Diligence Period and can be fully and finally satisfied and discharged solely by the payment of a predetermined sum in an amount not to exceed $200,000 in the aggregate with all other liens and encumbrances caused to be removed by Seller and by the Related Seller under the Related Sale Agreement (as otherwise specifically provided such terms are defined in this ContractSection 8.7 below).

Evidence of Title. Seller makes no representations or warranties regarding the accuracy A. As evidence of the legal description(s) attached hereto as Exhibit A. Seller agrees to use reasonable efforts to deliver to Buyer Title, as soon as reasonably possible after the Seller’s execution date of this ContractAgreement, copies of all title information acquired by Seller or its predecessor in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related Purchaser agrees to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period obtain a Commitment (the “Title Objection DeadlineCommitment”) to review the condition for an A.L.T.A. fee owner’s policy of title and the Permitted Encumbrances. In the event Buyerinsurance to be issued to Purchaser at Closing (or as soon as possible thereafter), in its sole discretion, finds any the amount of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election Commitment shall be made issued by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this ContractFidelity National Title Insurance Company, the whose address is ▇▇▇ ▇▇▇▇▇▇▇▇ Money ▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attn: ▇▇▇▇ ▇▇▇▇▇▇▇ (“Title Company”), the same to bear a date later than the date hereof, wherein said Title Company shall agree to insure the title in the condition required hereunder. Purchaser shall be responsible for the cost of the Title Commitment. In addition, Seller shall provide Purchaser with copies of its existing survey of the Subject Premises (the “Existing Survey”). Purchaser shall, at the time of Closing, order a Policy of Title Insurance from the Title Company pursuant to the Title Commitment for delivery to Purchaser as soon thereafter as possible, which Title Policy shall be issued without standard exceptions; provided, however, that the survey exception shall only be deleted if Purchaser has obtained and provides a new survey to the Title Company meeting the Title Company’s requirements for removing the survey exception. At Closing, the cost for the standard Policy of Title Insurance to be issued in accordance with the terms of the Title Commitment shall be paid by Purchaser and any closing costs charged by the Title Company shall be paid by Purchaser. Purchaser shall be solely responsible for payment of the cost of obtaining extended coverage under the Title Insurance Policy and the cost of any and all endorsements requested from the Title Company and for any and all costs associated with title insurance requested from the Title Company for Purchaser’s lender. Purchaser shall also be solely responsible for any and all costs associated with obtaining any updates to the Existing Survey or obtaining a new survey of the Subject Premises (hereinafter, the “Updated Survey”). B. If objection to the title or survey matters is made, based upon a written statement provided by Purchaser’s counsel sent within twelve (12) days following Purchaser’s receipt of the last of the Title Commitment and the Existing Survey, Seller shall have fifteen (15) days from the date notified in writing of the particular defects claimed, either (1) to remedy the title, or (2) to refund the Deposit in full termination of this Agreement if unable or unwilling to remedy the title or obtain the affirmative title insurance; provided, that Purchaser may elect to waive such defects and proceed with the transaction subject thereto. If Seller remedies the title and survey objections within the time specified, Purchaser agrees to complete the sale within fifteen (15) days of written notification thereof but no sooner than the Closing Date hereinafter specified. If the Seller is unable or unwilling to remedy the title within the time specified, then the Deposit shall be returned refunded forthwith in full termination of this Agreement. If Seller notifies Purchaser that it is unable or unwilling to Buyerremedy a title or survey defect, then, Purchaser shall have five (5) business days after receipt of such notice to terminate this Agreement or to waive such defect(s) and neither Buyer nor proceed to closing and in the event that Purchaser fails to terminate this Agreement within such time period, then, such defect(s) shall be deemed waived by Purchaser. If objection to title is not made by Purchaser within the twelve (12) day period provided for herein, Purchaser shall be deemed to have waived any matter or alleged defect(s) appearing in the Title Commitment and/or the Existing Survey. C. Purchaser may, from time to time before the Closing Date, request that the Title Commitment be updated. In the event that such an update reveals any new matters affecting title to the Subject Premises which matters did not appear in the Title Commitment obtained under Section 4.A above, Purchaser shall have five (5) business days in which to object to such new matters and Seller shall have any rights the right to cure such new title objections as a condition to the Closing. In the event that such matters are not cured on or obligations under before ten (10) days prior to the Closing Date, Purchaser may, upon sending written notice to Seller not later than ten (10) days prior to the Closing Date and as Purchaser’s sole and exclusive remedies, elect to either (i) terminate this Contract except for those obligations expressly surviving Agreement and receive a full return of the Deposit, or (ii) waive the objection and proceed to Closing. In the event that Seller notifies Purchaser that it is unable or unwilling to cure such title objections, then, in such event, Purchaser shall have the right to terminate this Agreement within five (5) business days after receipt of such notice, in which event the Deposit shall be refunded to Purchaser in full termination of this Contract. It is Agreement, except with respect to those provisions which expressly survive the express understanding termination hereof and agreement in the event that Purchaser does not exercise its right to terminate the Agreement, its objections to such new matters shall be deemed waived and Purchaser shall be required to proceed to Closing. D. Provided that Purchaser has ordered the Updated Survey within two (2) business days following the Effective Date, then, in the event that Purchaser has not received such Updated Survey by the expiration date of the parties Inspection Period (as defined below), Purchaser shall have an additional period of twelve (12) days following the expiration date of the Inspection Period (the “Updated Survey Period”) to object to any new matters affecting the Subject Premises identified on the Updated Survey which did not appear on the Existing Survey delivered by Seller to Purchaser under Section 4.A above. Purchaser shall have the right at any time up to the expiration date of such twelve (12) day Updated Survey Period in which to object to such new matters and Seller shall have the right to cure such new objections as a condition to the Closing. In the event that such matters are not cured on or before ten (10) days prior to the Closing Date, Purchaser may, upon sending written notice to Seller sent not later than ten (10) days prior to the Closing Date, and as Purchaser’s sole and exclusive remedies, elect to either (i) terminate this Agreement and receive a full return of the Deposit, or (ii) waive the objection and proceed to Closing. In the event that Seller has not madenotifies Purchaser that it is unable or unwilling to cure such title objections, then, in such event, Purchaser shall have the right to terminate this Agreement within five (5) business days after receipt of such notice, in which event the Deposit shall be refunded to Purchaser in full termination of this Agreement, except with respect to those provisions which expressly survive the termination hereof and in the event that Purchaser does not makeexercise its right to terminate the Agreement, its objections to such new matters shall be deemed waived and hereby disclaims any and all representations regarding the title Purchaser shall be required to the Property, except as otherwise specifically provided in this Contractproceed to Closing.

Evidence of Title. (a) On or within thirty (30) days from the Effective Date, Seller makes no representations shall cause to be provided to Buyer one or warranties regarding more title insurance commitments issued by the accuracy Title Company agreeing to insure title to the Land and Improvements included within each Parcel of the legal description(s) attached hereto as Exhibit A. Seller agrees Property, in an amount equal to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this ContractKickout Value for each Parcel, together with copies of all items shown as exceptions to such title information acquired (collectively, the "Commitment" or "Commitments"). The Commitment shall be on the ALTA "marketability" form or equivalent forms, if available, or, if unavailable, other forms approved for use in the jurisdictions in which the respective Parcels are located, and shall be appropriate for the type of interest (i.e. fee simple or leasehold) owned by Seller with respect to the Land and Improvements within each Parcel. At the option of Seller, Seller may cause separate Commitments to be issued with respect to one or its predecessor in titlemore Parcels, with the amount of insurance being the Kickout Values allocated to the Parcels insured (as shown on Exhibit A). (b) As to each Commitment (or, at Buyer's option, as to each Parcel), Buyer may deliver to Seller Notice of all liens, encumbrances, title objections, financing statements, covenants or easements, to which Buyer objects (the "Title Objections"), on or before the date that is in possession the earlier to occur of (i) the last day of the Real Estate Services division Inspection Period or (ii) fifteen (15) days after Buyer receives the Commitment (the "Title Date"). To the extent Buyer fails to give written Notice of Title Objections on or before the Title Date as to any matters set forth in a Commitment, such matters shall be considered waived and accepted by Buyer and shall constitute Permitted Exceptions. (c) Seller located shall have ten (10) days after receipt of Buyer's Notice of Title Objections as to a Commitment, within which to give Notice to Buyer setting forth the Objections that Seller, in Winston-Salemits sole discretion, North Carolina, if any, includingelects to endeavor to cure. Such notice may be referred to as "Seller's Curative Notice." Seller may, but shall not limited be required to: title , cure or attempt to cure any or all Title Objections. Such cure may, at the option of Seller, be by means of affirmative insurance policiesor endorsement from the Title Company, surveysin form and substance reasonably satisfactory to Buyer, covenants insuring over and deeds and providing that any liens, encumbrances, covenants, easements or other documents matters which are not Permitted Exceptions shall not be collected out of, or information related to enforced against, Buyer or the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period Property. (the “Title Objection Deadline”d) to review the condition of title and the Permitted Encumbrances. In the event If Buyer, in its sole discretion, finds any is not satisfied with a Curative Notice provided by Seller, or if Seller does not timely deliver a Curative Notice, Buyer's sole right and remedy shall be to either: (i) terminate this Agreement, receive the return of the conditions Deposit and all accrued interest and this Agreement shall be null and void, each party having no further obligation to the other except for Buyer's obligations that survive the termination of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice this Agreement. This option may be exercised by Notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer provided no later than: (the “Title Objections”A) prior to the expiration of the Title Objection Deadline. Seller shall have ten (10) business days after receipt following the delivery of notice the Curative Notice to which Buyer objects, if a Curative Notice was provided, or (B) twenty (20) days following the date of any Buyer's Notice of Title Objections as to notify Buyer whether it will remedy (but Seller has a Parcel, if no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect Curative Notice was provided as to such Parcel. Such notice, if provided by Buyer, shall be referred to as the "Title ObjectionsTermination Notice". (ii) elect to exercise its Kickout Option as to the specific Parcels for which Buyer was not satisfied with a Curative Notice. The Kickout Option set forth in this subparagraph (ii) may be exercised only by written Notice to Seller, provided no later than the earlier to occur of: (A) the last day of the Inspection Period; or (B)(1) ten (10) days following the date of delivery of the Curative Notice to which Buyer shall have objects, if a Curative Notice was provided, or (2) twenty (20) days following the option date of ClosingBuyer's Notice of Title Objections as to a Parcel, if no Curative Notice was provided as to such Parcel. (iii) purchase the Property subject to such Title Objections (but which shall be deemed Permitted Exceptions), in which case this Agreement shall remain in full force and effect, subject to satisfaction of all of the other terms and conditions hereof, and the parties shall proceed to Closing without any reduction in the Purchase Price)Price or other obligation on the part of Seller by reason of such Title Objections. If Buyer fails to deliver a Title Termination Notice within the time required herein, or terminating all of Buyer’s rights and obligations under this Contract, which election Buyer shall be made deemed to have elected the option set forth in this subparagraph (iii). (iv) if (and only if) Seller, in its sole discretion, shall agree in writing, the parties may agree in writing to a delay of closing as to the Parcel subject to the outstanding Title Objections, in which event the Purchase Price for the Parcel shall nevertheless be paid into escrow with the Closing Agent, and shall be held in accordance with the terms of the written agreement between Buyer and Seller. (e) If Seller has notified Buyer in a Curative Notice that it will attempt to cure a Title Objection prior to Closing, and if Seller has not removed and cured that Title Objection on or prior to the Closing Date, Seller shall be entitled to extend the Closing Date for a reasonable period not to exceed thirty (30) days in order to allow Seller additional time to endeavor to cure such Title Objection. Seller may exercise such option by Buyer Notice to Buyer. (f) If, on or before the Closing Date (as it may be extended hereunder) Seller fails or is unable to cure a Title Objection that Seller has elected, in a Curative Notice, to endeavor to cure, Buyer's sole right and remedy shall be to either: (i) terminate this Agreement by written notice Notice to Seller, receive the return of the Deposit and all accrued interest, in which case this Agreement shall be null and void, each party having no further obligation to the other except for Buyer's obligations which survive the termination of this Agreement. Buyer may exercise this right and option only by delivering to Seller given within a Title Termination Notice on the earlier to occur of: (A) five (5) days following after the date upon which Seller delivers Notice that it will fail or be unable to cure an Objection notwithstanding Seller's Curative Notice, or (B) the Closing Date. (ii) elect to exercise its Kickout Option as to the specific Parcels as to which Seller failed to cure a Title Objection. The Kickout Option set forth in this subparagraph (ii) may be exercised only by written Notice to Seller, provided no later than: on the earlier to occur of: (A) five (5) days after the date upon which Seller delivers Notice that it will fail or be unable to cure an Objection notwithstanding Seller's Curative Notice, or (B) the Closing Date. (iii) purchase the Property subject to such Title Objections (which shall be deemed Permitted Exceptions), in which case this 10 Agreement shall remain in full force and effect, and the parties shall proceed to Closing hereunder without reduction in the Purchase Price or other obligation on the part of expiration Seller by reason of said such Title Objections. If Buyer fails to deliver a Termination Notice within the time herein provided, Buyer shall be deemed to have elected the option to close as set forth in this subparagraph (iii). (g) Notwithstanding any other provision of this Agreement to the contrary, in no event shall Seller have any affirmative curative obligation, or be obligated to incur any expense, liability or obligation, or to commence or continue any suit or other action to cure or remove any Title Objections, or any other encumbrance upon or defect in title to the Property. Seller shall have the affirmative obligation, however, to cure the following matters; (i) Seller shall be obligated to provide such satisfactions or other documentation sufficient to allow the Title Agent to remove from the Title Commitment and Title Policy all exceptions for mortgages or other liens securing debt placed on the Property by Seller or its lender; (ii) Seller shall be obligated to satisfy or discharge (including, without limitation, by indemnification or bonding over) any judgment, construction mechanic's or other monetary lien against Seller and encumbering the Property which may be satisfied or discharged by the payment of a liquidated sum not to exceed the Deposit in the aggregate for all such judgments, construction mechanic's and other monetary liens; and (iii) Seller shall be obligated to expend funds, but only if and to the extent described or provided in a Curative Notice, to endeavor to cure an Objection that Seller elects, in its sole discretion, to endeavor to cure. Notwithstanding anything herein to the contrary, as to matters described in this subparagraph (iii), Seller's curative obligations shall be limited and defined in accordance with the actions Seller specifically agrees to take in its Curative Notice. (h) Seller shall provide such notice as may be necessary under applicable Leases with respect to rights of first refusal or other purchase rights held by a Tenant under a Lease with respect to a Parcel. If a third party exercises a purchase right with respect to a Parcel, such Parcel shall be excluded from this Agreement, and such exclusion shall not be deemed an exercise of a Kickout Option. (i) At Closing, Seller shall cause to be provided, at Buyer's expense, an Owner's Title Insurance Policy or Policies reflecting the status of title shown in the Title Commitment with affirmative insurance or other coverage for the period from Closing, through the moment of recording the deeds delivered at Closing (if and to the extent such affirmative insurance can be provided by the Title Agent) and showing good and marketable title in Buyer after recording the deeds, subject to no title exceptions or defects other than those permitted by this Agreement or the Commitments. (j) If a Title Commitment for any Parcel is not provided to Buyer on or before March 12, 2007, Buyer shall be entitled to treat such failure as a Title Objection. Buyer shall have the right and option to delay the Closing for such Parcel for a period to allow Buyer to receive and review such Commitment. The parties shall otherwise have all rights and obligations with respect to such Parcel as elsewhere provided herein. If, on March 12, 2007, the Title Agent has failed to provide to Buyer Title Commitments for more than ten (10) Parcels, or for Parcels having a collective Kickout Value of Three Million Dollars ($3,000,000.00) or more, Buyer shall have the right to extend the Inspection Period until the day that is five (5) business day period. In days following delivery to Buyer of sufficient additional Commitments so that the event threshold described in this sentence is satisfied. (k) Notwithstanding anything herein to the contrary, Buyer so terminates this Contract, understands and agrees that the ▇▇▇▇▇▇▇ Money Deposit shall be returned Title Agent may provide the Title Commitments and copies of exception documents to Buyer, and neither Buyer nor by electronic mail delivery. (l) Seller shall have any rights continue to reasonably cooperate with Buyer (at no cost or obligations under this Contract except for those obligations expressly surviving termination expense to Seller) after the Closing Date to cure Title Objections of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this Contractrecord.

Evidence of Title. Seller makes no representations or warranties regarding City, at City’s expense and within thirty (30) days from the accuracy Effective Date for Phase I, and within 210 days of the legal description(sEffective Date for Phase II, shall obtain title insurance commitments (the "Title Commitment") attached hereto to issue ALTA Owner's Title Insurance Policies from Old Republic National Title Insurance Company or Chicago Title Insurance Company (the "Title Insurance Company") in the amount equal to the appraisal of the Phase I or Phase II Property, naming Developer as Exhibit A. Seller agrees the proposed insured. The Title Commitment shall show good, marketable and insurable fee simple title to use reasonable efforts the Property to deliver to Buyer as soon as reasonably possible after be vested in Developer, liens, encumbrances, exceptions and qualifications which will not interfere with or impair the Seller’s execution Property's use; exceptions permitted by the provisions of this Contract, ; and those exceptions which are capable of and are actually to be discharged by City at or before Closing (all other exceptions to title being deemed title defects for purposes of this contract). Legible and complete copies of all instruments listed as exceptions to title information acquired by Seller or its predecessor (commonly identified as Schedule B-II exceptions in title, which is in possession of the Real Estate Services division of Seller located in Winston-Salem, North Carolina, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds and any other documents or information related to the Property except for proprietary information such as test fits and appraisals obtained by Seller. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable to Buyer, Buyer shall give written notice to Seller of the specific conditions of title and the Permitted Encumbrances, if any, which are unacceptable to Buyer (the “Title Objections”) prior to the expiration of the Title Objection DeadlineCommitment) shall be delivered with the Title Commitment. Seller shall have If title is found to be defective, Developer shall, within ten (10) business days after from the date it receives the Title Commitment, notify City in writing to that effect specifying the defects. City shall have twenty (20) days from the receipt of Developer’s notice specifying the title defects to cure the defects and, if after said period City shall not have cured the defects, or if City shall not have progressed to a point where the defects are certain to be remedied prior to Closing, or where the removal of any Title Objections such defects is not otherwise assured to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title ObjectionsDeveloper's satisfaction, Buyer Developer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase Price), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5i) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding accepting the title "as is" or (ii) terminating the Contract after which Developer and City shall each be released from all further obligations to the Property, except as otherwise specifically provided in each other respecting matters arising from this Contract.

Evidence of Title. Seller makes no representations or warranties regarding a. Buyer will order, at Buyer’s sole cost and expense, a commitment from a title insurer reasonably acceptable to Buyer (“Title”) to issue an ALTA form 2006 Owner’s Policy of Title Insurance, in the accuracy amount of the legal description(s) attached hereto as Exhibit A. Seller agrees Purchase Price, insuring Buyer’s title to use reasonable efforts to deliver to Buyer as soon as reasonably possible after the Seller’s execution of this Contract, copies of all title information acquired by Seller or its predecessor in title, which is in possession of Property (the Real Estate Services division of Seller located in Winston-Salem, North Carolina“Title Commitment”). The Title Commitment must have an effective date no later than the Effective Date. The Title Commitment must include affirmative coverages for appurtenant easements, if any, including, but not limited to: title insurance policies, surveys, covenants and deeds zoning. The Title Commitment must obligate Title to delete standard exceptions from the Commitment and any other documents or information related to the policy upon Title’s receipt of a satisfactory survey of the Property except for proprietary information such as test fits and appraisals obtained a seller’s affidavit in the form described in Section 7(a)(iii). b. Buyer will order, at Buyer’s sole cost and expense, a survey of the Property prepared by Sellera surveyor registered under the laws of the state in which the Property is located. The Buyer shall have until the expiration of the Study Period (the “Title Objection Deadline”) to review the condition of title and the Permitted Encumbrances. In the event Buyer, in its sole discretion, finds any of the conditions of title or the Permitted Encumbrances unacceptable survey must be certified to Buyer, Buyer shall give written notice to Seller of the specific conditions of Buyer’s lender and Buyer’s title and the Permitted Encumbrancesinsurer, if any, and the certification language must be reasonably acceptable to Buyer. The survey must set forth the complete and correct legal description of the Property as shown on the Title Commitment; the location of all recorded easements which are, appurtenant to or burden the Property; the location of any unrecorded easements appurtenant to or burdening the Property which are unacceptable ascertainable by a reasonable inspection of the Property; the location of all improvements on the Property; the location of any improvements encroaching onto the Property from adjacent property; the location of any improvements located on the Property which encroach onto adjacent property; the location of all adjoining public streets, roads, highways and alleys; the location of all public access to Buyer the Property; the street address of all existing improvements, if known; interior parcel boundaries, if any; all applicable municipal setback lines; the location of on-site utilities and service lines for natural gas, electricity, water and sanitary and storm sewers; the square foot area of the Property, the square foot area of all easements burdening the Property and the square foot area of the Property less the square foot area of all easements burdening the Property; and a contour line denoting the present shore line and water elevation of any lake or stream constituting a boundary of or located within the boundaries of the Property (the “Title ObjectionsSurvey”) prior to ). (collectively the expiration “Evidence of the Title Objection Deadline. Seller shall have ten (10) business days after receipt of notice of any Title Objections to notify Buyer whether it will remedy (but Seller has no obligation to remedy) or is unable or unwilling to remedy Buyer’s concerns about the Title Objections. If Seller is unwilling or unable to remedy or satisfy Buyer with respect to such Title Objections, Buyer shall have the option of Closing, subject to such Title Objections (but without any reduction in the Purchase PriceTitle”), or terminating all of Buyer’s rights and obligations under this Contract, which election shall be made by Buyer by written notice to Seller given within five (5) days following the date of expiration of said ten (10) business day period. In the event Buyer so terminates this Contract, the ▇▇▇▇▇▇▇ Money Deposit shall be returned to Buyer, and neither Buyer nor Seller shall have any rights or obligations under this Contract except for those obligations expressly surviving termination of this Contract. It is the express understanding and agreement of the parties that Seller has not made, does not make, and hereby disclaims any and all representations regarding the title to the Property, except as otherwise specifically provided in this Contract.