Common use of Title Commitment Clause in Contracts

Title Commitment. Seller shall, not later than ten (10) days before closing of this Contract, cause to be furnished to Buyer a current commitment to issue the Owner's Policy (the "Title Commitment"), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in the Title Commitment. Buyer shall have until ten (10) days after receipt of the Title Commitment, Exception Documents, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by Seller.

Title Commitment. Seller 3.5.1 Within five (5) days after the Effective Date, Closing Agent, at Purchaser’s sole cost and expense, shall order through the Closing Agent and a title company of its choice (the “Title Company”), a commitment for title insurance (the “Title Commitment”), setting forth the status of title to the Land and all exceptions which would appear in an Owner’s Policy of Title Insurance, specifying the Purchaser as the named insured and showing the Purchase Price as the policy amount. Purchaser shall, not no later than ten twenty (20ten (10) days before closing prior to the expiration of this Contract, cause the Due Diligence Period deliver to be furnished Seller in writing any objections to Buyer a current commitment to issue matters shown in the Owner's Policy Title Commitment (the "“Title Commitment"Objection Letter”), the cost of said commitment . Purchaser’s failure to timely object to any such title matters shall be paid by Buyer deemed to constitute Purchaser’s approval of same, and reimbursed by Seller at Closingsuch shall then become a Permitted Exception, issued through a title insurance company acceptable as the term is hereinafter defined. If Purchaser timely objects to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title any item set forth in the Title Commitment. Buyer , then Seller shall have the right, but not the obligation, to attempt to cure or cause to be cured before Closing such disapproved item. 3.5.2 Seller shall have until 5:00 p.m. on the date which is ten (1010five (5) days after receipt of the Title Commitment, Exception Documents, and the Survey Objection Letter (the "Review Period"“Title Cure Notice Date”) in which to notify Seller agree in writing of any to cure before Closing, or decline to cure, Purchaser’s objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions")matters in a manner acceptable to Purchaser. Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that If Seller elects not to cure one cure, or more of the matters objected fails to by Buyer. In the event timely respond to Purchaser’s objections, Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected not to cure, in which event Purchaser may, at any time before expiration of the Due Diligence Period, either: (i) terminate this Agreement by delivering to Seller and Closing Agent a written notice of termination, whereupon Title Company shall release and return the Deposit to Purchaser; or (ii) waive in writing its title objections and accept title subject objection to the matter reflected in disapproved items, which shall then become Permitted Exception. Purchaser’s failure to timely deliver to Seller and Closing Agent a written notice of termination or waiver of its objection to the Title Commitment disapproved items shall be deemed to constitute Purchaser’s waiver of its objection to said items and not cured by Sellersuch items shall become Permitted Exceptions.

Title Commitment. Seller During the Option Term and in any event before Buyer exercises the Option, Buyer shall, not later than ten at Buyer’s expense, obtain a title insurance commitment (10the “Title Commitment”) days before closing for an ALTA owner’s policy of this Contract, cause to be furnished title insurance on the Real Property in an amount acceptable to Buyer a current commitment to issue the Owner's Policy (the "“Title Commitment"), the cost of said commitment shall be paid Policy”) issued by Buyer and reimbursed by Seller at Closing, issued through a national title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "“Title Company"Insurer”), together with complete and legible copies of all documents recorded instruments which are the subject of the requirements and instruments, including plats and surveys (the "Exceptions Documents") creating proposed special exceptions to title listed in the Title CommitmentCommitment (the “Title Documents”). Buyer shall have until furnish Owner a copy of the Title Commitment, the Title Documents, and if obtained by ▇▇▇▇▇, the Survey. Within ten (10) days after ▇▇▇▇▇’s receipt of the Title Commitment, Title Documents, and if applicable, Survey, Buyer shall notify Owner in writing (“Buyer’s Objection Notice”) of any matters listed in the Title Commitment which are objectionable to Buyer (herein the “Title Objections,” which term shall not include the Permitted Title Exceptions). Within ten (10) days after receipt of the Title CommitmentBuyer’s Objection Notice, Exception Documents, and the Survey Owner shall notify Buyer in writing (the "Review Period"“Cure Notice”) in which Title Objections, if any, Owner elects to notify Seller in writing of any objections Buyer cure. If ▇▇▇▇▇ has to any matters shown or referred to in not received a Cure Notice within said 10-day period, the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period same shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the constitute Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects ’s election not to cure one or more any of the matters objected to by BuyerTitle Objections. In the event Seller elects Owner shall not be obligated to cure any of Buyer's title objections ’s Title Objections. Notwithstanding the foregoing and notifies if Buyer that exercises the same have been cured or provide evidence reasonably satisfactory Option, Owner agrees (a) to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance cooperate with this paragraph 8, the ▇▇▇▇▇▇▇ Money will ’s cure of any reasonable Title Objections that can be returned cured, (b) to Buyer satisfy any requirements contained in the Title Commitment relating to Owner’s authority to consummate the sale transaction, (c) to execute and deliver the parties shall be relieved of their respective rights and obligations set forth in this ContractClosing Documents it is required to execute. In the event Buyer If Owner does not terminate this Contract during said ten (10) day periodelect, Buyer shall be or is deemed to have elected not, to waive its title objections cure any Title Objections, Buyer’s only options shall be either (i) to terminate this Agreement and elect not to exercise the Option or if already exercises, rescind the exercise of the Option (which right is hereby granted) by giving written notice of such election (the “Termination Notice”) within twenty-five (25) days after Buyer’s receipt of the Title Commitment, Title Documents, and Survey, or (ii) to elect to preserve the Option in effect and if already exercised or thereafter exercised, accept title to the Real Property subject to the matter reflected in the any Title Commitment and Objections which Owner has elected not cured by Sellerto cure.

Title Commitment. Seller shall, not later than ten Within thirty (1030) days before closing of this Contractafter the Effective Date, cause Purchaser shall have the option to be furnished to Buyer obtain a current commitment to issue the Owner's Policy (the "“Title Commitment")”) for an Owner’s Policy of Title Insurance for the Property in the amount of the Purchase Price (“Title Policy”) issued by Kingdom Title Solutions, the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located Inc. (the "“Title Company"), together with complete and legible copies ”) setting forth the condition of all documents and instruments, including plats and surveys (title to the "Exceptions Documents") creating exceptions to title in the Title CommitmentProperty. Buyer Purchaser shall have until ten thirty (1030) days after receipt of the Title CommitmentCommitment being no later than January 7, Exception Documents, and the Survey 2022 (the "“Title Review Period"”) in which to notify Seller in writing review the condition of any objections Buyer has title to any matters shown or referred to the Property. If during the Title Review Period, in the Title Commitment. Any matters which are set forth Purchaser’s reasonable opinion there is an unresolved lien or encumbrance in the Title Commitment that may invalidate or impair the title, Purchaser shall provide written notice of its objections to Seller on or before the expiration of the Title Review Period. (a) Seller shall have no obligation to correct or cure such objections, but may at its sole option, elect to cure or correct such objections. If Seller elects to correct or cure the objections, Seller shall send written notice to Purchaser. Seller shall commence such cure with due diligence and shall have the right to which Buyer does extend the Closing Date for a reasonable period of time to complete such cure. Purchaser shall not object within terminate this Agreement while Seller is completing such cure. (b) If Seller elects not to correct or cure the Review Period objections, Seller shall be deemed to be permitted exceptions provide written notice to the status of Seller's title (the "Permitted Exceptions")Purchaser. Within fifteen three (153) days after receipt of Buyer's objectionsSeller’s notice, (the "Cure Period") Seller Purchaser shall either: have the right, upon written notice to Seller, to either (i) agree to waive any objections and proceed to closing without any cure all such matters objected to by Buyer of the objections and notify Buyer without any reduction in writing that the same have been curedPurchase Price; or (ii) provide such evidence as is reasonably satisfactory elect to Buyer terminate this Agreement in which event the parties shall have no further obligations hereunder, except Purchaser’s obligations to indemnify, defend and hold harmless shall survive the termination of this Agreement. (c) If Purchaser fails to send written notice of its objections or termination to Seller prior to the expiration of the Title Company that all such matters will be cured on Review Period, Purchaser shall waive any right to object to any matter or before the Closing in order that condition relating to the Title Company may, as Commitment or the condition of the Closing, issue the Owner's Policy subject only title to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections Property and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the Purchaser waives any right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by SellerAgreement.

Title Commitment. Seller shallhas contemporaneously or heretofore delivered to Purchaser the Title Commitment issued through the Title Company and setting forth the state of title to the Property, and all exceptions to coverage which would appear in the Title Policy, together with copies of all instruments identified in the Title Commitment as exceptions to title. Purchaser, at its sole cost and expense, may cause the Title Commitment to be updated before any scheduled Closing hereunder. If after receipt of the original or an updated Title Commitment, together with copies of the instruments referred to therein as exceptions, Purchaser determines that any matter disclosed by the original or an updated Title Commitment which has not later than previously been approved by Purchaser (or deemed approved by Purchaser failing to timely make objection thereto) is unacceptable to Purchaser in its reasonable business judgment, Purchaser shall so notify Seller in writing specifying such objectionable matters on or before five (5) days after the date Purchaser actually receives a copy of such original or updated Title Commitment, together with copies of the instruments referenced therein. Seller shall have a period of ten (10) days before closing following the receipt of such notice from Purchaser to cure such defect (provided that, subject to the provisions provided in this Contractparagraph, cause Seller shall not be obligated to be furnished to Buyer a current commitment to issue cure any such title defect, and, in the Owner's Policy (event the "Title Commitment")defect is cured, the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies date of all documents and instruments, including plats and surveys (the "Exceptions Documents"subsequent Closing(s) creating exceptions to title in the Title Commitment. Buyer shall have until ten (10) days after receipt of the Title Commitment, Exception Documents, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall Take Down Schedule will be deemed to be permitted exceptions extended for a period of time equal to the status period of Seller's title (the "Permitted Exceptions"time, if any, such original Closing was delayed). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: If (i) Seller is unable or unwilling to cure all such matters objected to by Buyer and notify Buyer in writing that defects within the same have been cured; ten (10)-day period or (ii) provide such evidence as Seller gives written notice to Purchaser that it is reasonably satisfactory unwilling or unable to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company cure Purchaser's objection, Purchaser may, as of the ClosingPurchaser's sole and exclusive remedies, issue the Owner's Policy subject only to the Permitted Exceptions; or either (iiia) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time within five (5) days after expiration of such ten (10)-day period or receipt of Seller's notice to Purchaser (as the Cure Period and prior case may be) as to the Closing. In the event Buyer terminates all Lots Purchaser has not acquired (in which case neither party shall have any further obligations hereunder except as otherwise provided herein), (b) maintain this Contract in accordance effect with this paragraph 8, the ▇▇▇▇▇▇▇ Money obligation to purchase all Lots at the subsequent Closing(s) subject to such defects not cured by Seller which will be returned to Buyer included in the definition of Permitted Exceptions and with a mutually acceptable reduction in the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate Lot Purchase Price or, (c) maintain this Contract during said ten in effect and remove any Lots with uncured and unacceptable defects. If Purchaser fails to notify Seller of such election within the prescribed five (10) day 5)-day period, Buyer Purchaser shall be deemed to have elected selected alternative (b) with the effect that Purchaser has waived its right to waive its title objections terminate this Contract. Notwithstanding any provision hereof to the contrary, Seller shall be responsible for (and accept title cure) all liens, security interests, or similar encumbrances securing indebtedness imposed on the Property by Seller (the "Monetary Liens"), all mechanics and materialmen's liens encumbering the Property due to Seller's acts or omissions (unless such matters result from the actions of (a) Purchaser, (b) Purchaser's employees, agents, or representatives or (c) Purchaser's contractors and/or subcontractors), all liens for taxes and other unpaid assessments which are due and payable as of the applicable Closing (subject to the matter reflected in applicable proration provision contained herein) and all other liens related to Seller's development of the Title Commitment Property (unless such matters result from an action of Purchaser) and cause all such Monetary Liens to be released or insured against as of the Closing of the particular Lots, and it shall not cured by Sellerbe necessary for Purchaser to make formal objection to the existence of any such liens.

Title Commitment. Purchaser shall obtain the Commitment, if any. Purchaser shall have until the expiration of December 19, 1997, to examine the conditions of the title and the Existing Real Property Conditions, and approve or disapprove the same. In the event the title to the Real Property, as shown on the Commitment, or any of the Existing Real Property Conditions, shall be disapproved in writing by Purchaser, Seller shall, not later than ten shall have a period of thirty (1030) days before closing from receipt of Purchaser's written notice of disapproval in which to cure any title defect or exception specified by Purchaser or not permitted under this Contract, cause to be furnished to Buyer a current commitment to issue the Owner's Policy Agreement (the "Title CommitmentObjections"), and Seller agrees to use reasonable efforts to do so; provided, however, in no event shall Seller's liability to cure such defects or exceptions, other than mortgages or deeds of trust granted by Seller, exceed FIFTEEN THOUSAND DOLLARS ($15,000.00) in the cost of said commitment aggregate. If Seller shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable unable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in cure the Title CommitmentObjections within the time period permitted above, Seller shall advise Purchaser in writing. Buyer shall have until ten (10) days after receipt of If Seller does not cure the Title CommitmentObjections to Purchaser's personal satisfaction within the permitted time, Exception DocumentsPurchaser may (i) terminate this Agreement upon written notice to Seller, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period parties hereto shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objectionsreleased from all obligations hereunder, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as waive in writing those Title Objections which Seller is reasonably satisfactory unable to Buyer cure after a good faith effort by Seller to cure same and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only proceed to close this Agreement pursuant to the Permitted Exceptions; provisions hereof, or (iii) notify Buyer extend the time for an amount of time Purchaser, in writing that its sole discretion, deems necessary for Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by SellerObjections.

Title Commitment. Seller shall, not Not later than ten seven (107) days before closing the end of this Contractthe Investigation Period, cause to be furnished to Buyer Purchaser shall provide Seller with a current commitment to issue the Owner's Policy (the "Title Commitment"), the cost written notice of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in any matters on the Title CommitmentCommitment to which Purchaser objects. Buyer shall have until ten Within seven (107) days after Seller’s receipt of notice of Purchaser’s objections, Seller shall provide written notice to Purchaser as to whether Seller will cure any such objections or refuse to cure the Title Commitmentobjections. Except as otherwise provided herein as to monetary liens, Exception Documentsin no event shall Seller be obligated to cure any objections. If Seller fails to deliver notice of its election to Purchaser, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects elected not to cure one or more of the matters objected to by Buyerobjections. In the event Seller elects elects, or is deemed to have elected, not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closingany objections, then Buyer Purchaser shall have the right to either waive the objection and proceed to Closing, in which event the exception shall be deemed a Permitted Exception, or terminate this Contract by giving Agreement, in which event the Deposit shall be immediately refunded to Purchaser and the parties shall have no further rights or objections hereunder. In the event Purchaser fails to deliver to Seller written notice of termination at any time its election within seven (7) days after expiration Seller’s notice of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8Seller’s election, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer then Purchaser shall be deemed to have elected to waive its title the objections and accept title subject proceed to Closing. All objections that are waived, or deemed to be waived by Purchaser shall become Permitted Exceptions. In the event Seller elects to cure any objections, Seller shall have until Closing to complete the cure of such objections to the matter reflected in the Title Commitment and not cured by Sellerreasonable satisfaction of Purchaser.

Title Commitment. (a) Seller shallhas delivered to Purchaser, not later than ten (10) days on or before closing the Effective Date of this Contract, cause to be furnished to Buyer a current an ALTA Form 1992 title commitment to issue the Owner's Policy (the "“Title Commitment"”) from the Escrow Agent setting forth the status of the title to the Land and the Improvements, pursuant to which the Escrow Agent agrees to insure title to the Land and the Improvements pursuant to an ALTA Owner’s Extended Coverage Policy in the full amount of the Purchase Price (the “Title Policy”), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and ii) legible copies of all documents and instruments, including plats and surveys referred to in the Title Commitment (the "Exceptions “Title Documents"”). (b) creating If any exceptions to title appear in the Title Commitment. Buyer shall have until , other than the standard printed exceptions, that are unacceptable to Purchaser, then Purchaser shall, within ten (10) days after receipt of the Title Commitment, Exception Documents, and the Survey Effective Date (the "“Title Review Period") in which to ”), notify Seller in writing of any objections Buyer has to any matters shown such fact. If, on or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title before five (the "Permitted Exceptions"). Within fifteen (155) days after receipt of Buyer's objections, such notice (the "“Title Cure Period"”) from Purchaser, Seller shall either: (i) fails to either cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not agree to cure one or more of the matters objected by Closing any such objection (without having any obligation to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closingdo so), then Buyer shall have the right to Purchaser may terminate this Contract by giving Seller delivering written notice of termination at any time to Seller and the Escrow Agent within five (5) days after expiration the end of the Title Cure Period Period, and prior upon such termination Purchaser, subject to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8provisions of Section 3.3 above, shall be entitled to a prompt return of the ▇▇▇▇▇▇▇ Money will be returned Deposit as Purchaser’s sole and exclusive remedy for Seller’s failure to Buyer eliminate or modify any title exceptions. Failure of Purchaser to notify Seller and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not Escrow Agent as aforesaid and/or to terminate this Contract during said ten (10) day period, Buyer as permitted under this Section 4.2 shall be deemed to approval by Purchaser of any unacceptable exceptions which have elected to waive its not been eliminated or modified, and Purchaser shall accept such title objections as Seller can deliver. For the purposes of this Contract, (i) the lien for general real estate taxes for the calendar year during which the Closing shall occur and accept title subject to the matter reflected in subsequent years, (ii) all easements, restrictions, other conditions or encumbrances which are shown on the Title Commitment and/or the Survey and which are not objected to by Purchaser and/or are not cured by SellerSeller as described above, (iii) the Declaration, and (iv) the Leases are hereinafter collectively referred to as the “Permitted Exceptions”.

Title Commitment. Seller shall, not later than 1. Within ten (10) days before closing of this Contractfollowing the Effective Date, Seller’s attorney shall cause First American Title Insurance Company (“Title Company”) to be furnished issue and deliver to Buyer a current an A.L.T.A. title commitment for an owner’s title insurance policy in the amount of the Purchase Price (“Title Commitment”), showing marketable fee simple title to issue the Owner's Policy Property vested in Seller. The Title Commitment shall be accompanied by one (1) copy of every exception to title set forth therein. All costs of the Title Commitment shall be borne by Seller. 2. Upon receipt of the Title Commitment, Buyer shall have ten (10) days within which to examine the Title Commitment and give written notice to Seller, within such 10-day period, specifying any exceptions that show in the Title Commitment that are not permitted exceptions (the "“Title Commitment"Defects”), . In the cost event a valid mortgage or lien appears of said commitment shall record it will be paid by Buyer and reimbursed discharged by Seller at Closing, issued through or prior to Closing or from the Closing proceeds and such encumbrance or lien will not be considered to be a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in the Title CommitmentDefect. Buyer Seller shall have until a period of ten (10) days after receipt of such written notice of Title objections within which Seller shall undertake reasonable efforts to cure or remove the Title CommitmentDefects of which notice in writing has been so given; provided, Exception Documentshowever, and that Seller shall not be required to maintain any lawsuit to cure or remove any of the Survey Title Defects or to expend costs in excess of FIVE THOUSAND DOLLARS (the "Review Period"$5,000.00) in which total related to notify such curative efforts (other than with respect to such liens described above). At the end of such 10-day period Seller shall provide Buyer with a written report setting forth the status of its efforts to cure or remove the Title Defects and its efforts undertaken in writing connection therewith. In the event Seller fails to cure or remove the Title Defects within such 10-day period, then Buyer may, at its option, elect prior to the end of any objections Buyer has the Inspection Period to any matters shown or referred (a) accept title subject to the uncured Title Defects raised by Buyer, without an adjustment in the Purchase Price, in which event the uncured Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period Defects shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objectionswaived for all purposes, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (iib) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of Agreement, whereupon the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will Deposit shall be returned to Buyer and the parties this Agreement shall be relieved of their respective rights no further force and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten effect (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by Sellerexcept for any indemnifications which survive hereunder).

Title Commitment. 3.5.1 Seller has, at Purchaser’s sole cost and expense, ordered from Title Company, a Commitment for Title Insurance (the “Title Commitment”), setting forth the status of title to the Land and all exceptions which would appear in an Owner’s Policy of Title Insurance, specifying the Purchaser as the named insured and showing the Purchase Price as the policy amount. Purchaser shall, not later than ten on or before 5:00 p.m., local Las Vegas time on the twentieth (1020th) days before closing of this Contractday after the Effective Date, cause deliver to be furnished Seller in writing any objections to Buyer a current commitment to issue the Owner's Policy (the "Title Commitment"), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title matters shown in the Title Commitment. Buyer Commitment (such matters being objected to by Purchaser being hereinafter referred to as “Title Objections”), Purchaser’s failure to timely object to any such matters shall have until ten (10) days after receipt be deemed to constitute Purchaser’s approval of the Title Commitment, Exception Documentssame, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has such shall then become “Permitted Exceptions”, If Purchaser timely objects to any matters shown or referred to in the Title Commitment. Any matters which are item set forth in the Title Commitment and Commitment, then Seller shall have the right, but not the obligation, to which Buyer does not object within the Review Period shall be deemed attempt to cure or cause to be permitted exceptions to cured before Closing such disapproved item. Notwithstanding the status foregoing, if the Title Commitment shows that any of Seller's title the following documents (creating the "Permitted Exceptions"). Within fifteen (15lien that was foreclosed) days after receipt of Buyer's objections, (encumber the "Cure Period") Seller shall eitherReal Property: (i) cure all such matters objected to by Buyer Deed of Trust recorded November 16, 2006, in Book 20061116 as Instrument No. 0003638 (as amended and/or assigned); and notify Buyer in writing that the same have been cured; or (ii) provide Assignment dated November 16, 2006 in Book 20061116 as Instrument No. 0003639 (as amended and/or assigned) (collectively, the “Loan Documents”), then Seller agrees to cause such evidence as is reasonably satisfactory Loan Documents to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, released as of the Closing, issue Closing Date. Seller shall have until 5:00 p.m. local Las Vegas time on the Owner's Policy subject only Cure Date to the Permitted Exceptions; or (iii) notify Buyer agree in writing that to cure before Closing such Title Objections. If Seller elects not to cure one cure, or more of the matters objected fails to by Buyer. In the event timely respond to Purchaser’s objections, Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected not to waive its title objections and accept title subject to the matter reflected in cure the Title Commitment and not cured by Seller.Objections, in which event Purchaser shall, on or before the expiration of Title/Survey Period, either (i)

Title Commitment. Seller shallBuyer shall be responsible for obtaining, not no later than ten (10) days before closing the end of this Contractthe Due Diligence Period, cause to be furnished to Buyer a current commitment from the Title Company to issue at Closing a policy of title insurance in a form acceptable to Buyer, which is not conditioned on the Owner's Policy performance by any party or third party of any actions other than the express obligations of the parties under this Agreement (the "Title “Commitment"”). Seller will provide, the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through an affidavit to the Title Company in the form attached hereto as Exhibit J. Buyer shall deliver the Commitment to Seller together with a letter from Buyer to Seller stating that the exceptions to title insurance company acceptable reflected in the Commitment are approved by Buyer. If Buyer does not provide Seller with the Commitment and such letter prior to Buyer the expiration of the Due Diligence Period, the title reflected in the Preliminary Title Report (or any updated title report) shall be deemed unacceptable and authorized to issue title insurance in Kansas located (disapproved, this Agreement shall terminate and the "Title Company")Deposit, together with complete all interest thereon, shall be returned to Buyer. Seller shall have no duty to cure, and legible copies of all documents and instrumentsBuyer shall not be entitled to any offset or credit against the Purchase Price due to, including plats and surveys (the "Exceptions Documents") creating exceptions to title any defect in the Title Commitment. Buyer shall have until ten (10) days after receipt title to the Property or any condition or aspect of the Title CommitmentProperty, Exception Documents, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does may object, except as may be agreed by Seller in writing, in its sole and absolute discretion; provided, however, that Seller shall remove, bond over, or obtain a title endorsement for any liens (“Seller Liens”) that affect the Property and that are not object within liens for taxes or assessments accruing on or after the Review Period Closing and that are not created by, or the result of actions of, Buyer, Molina or any of their respective affiliates, agents, employees or contractors. Any cure that Seller has so agreed to perform or is obligated to perform shall become a condition precedent to Closing in favor of Buyer and shall be deemed to be permitted exceptions to cured by the status Closing Date. For purposes of Seller's this Section 5.1, a “cure” of a title (exception means the "Permitted Exceptions"). Within fifteen (15) days after receipt elimination of Buyer's objectionssuch exception from title and shall not include the bonding of, (the "Cure Period") Seller shall either: (i) cure all or endorsement over unless such matters objected to bonding is in an amount and on terms required by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all for elimination of such matters will be cured on or before the Closing in order that exception from the Title Company may, Policy (as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iiidefined in Section 5.3) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to as reasonably determined by Buyer. In If such cure is not accomplished by the event Closing Date, Buyer, as its sole and exclusive remedy, may either terminate this Agreement, in which case the Deposit shall be returned to Buyer, or waive such objection and complete the Closing subject to such exception, provided that if Seller elects not refuses to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the remove a Seller Lien at Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration instruct the Title Company, as escrow agent, to apply a portion of the Cure Period and prior Purchase Price sufficient to the discharge such Seller Lien at Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by Seller.

Title Commitment. (a) Seller shall convey good and indefeasible title to the Property to Purchaser at Closing, subject only to the “Permitted Encumbrances” (as defined below). During the Inspection Period, Purchaser shall request and obtain from Title Company a commitment for a standard Owner's Policy of Title Insurance issued by Title Company (the “Title Commitment”), insuring good and indefeasible fee simple title to the Land, together with copies of all exceptions listed therein. Purchaser shall have until December 15, 2010 to deliver to Seller written notice of Purchaser’s objections to title (the “Title Objection Letter”). Seller shall have the right, but not the obligation, to cure Purchaser’s objections to title; subject, however, to Seller’s obligation (hereby confirmed) to remove all “Mortgages” and “Monetary Liens” (each as defined below) by Closing, as further described in Section 4.1.3(b) below, whether or not Purchaser objects thereto. Seller shall notify Purchaser in writing within five (5) days following Seller’s receipt of the Title Objection Letter concerning which title objections, if any, Seller has agreed to cure. In the event that Seller does not undertake to cure all of the objections in the Title Objection Letter to Purchaser’s reasonable satisfaction (or does not timely respond to the Title Objection Letter), then Purchaser shall have the right for five (5) days after receipt of Seller’s response to the Title Objection Letter (or five (5) days following the expiration of the period within which Seller was to so respond) to either (i) waive any such title objection in writing and proceed to Closing (in which event such waived title objection shall be deemed to be a “Permitted Encumbrance”, as defined below), or (ii) terminate this Agreement, in which event the ▇▇▇▇▇▇▇ Money shall be delivered to Purchaser upon written notice to Seller and Escrow Agent, and neither party shall have any further obligation hereunder except for the Surviving Obligations. All exceptions set forth in the Title Commitment which are not objected to by Purchaser (including matters initially objected to by Purchaser which objections are subsequently waived in writing) are herein collectively called the “Permitted Encumbrances”. (b) In the event that any update to the Title Commitment indicates the existence of any liens, encumbrances or other defects or exceptions (the “Unacceptable Encumbrances”) which are not shown in the initial Title Commitment and that are unacceptable to Purchaser, in its reasonable discretion, Purchaser shall within five (5) days after receipt of any such update to the Title Commitment notify Seller in writing of its objection to any such Unacceptable Encumbrance (the “Unacceptable Encumbrance Notice”). Notwithstanding anything to the contrary contained herein, Seller shall have no obligation to take any steps or bring any action or proceeding or otherwise to incur any expense whatsoever to eliminate or modify any of the Unacceptable Encumbrances; provided, however, that Seller shall, not later prior to Closing, eliminate by paying, bonding around or otherwise discharging (i) any Unacceptable Encumbrances that arise as a result of Seller’s intentional acts, (ii) any mortgages or deeds to secure debt that appear on the Title Commitment (the “Mortgages”), and (iii) all mechanics, judgment, tax and other monetary liens and encumbrances of liquidated amounts (excluding, however, current, non-delinquent taxes and assessments) affecting the Property which were voluntarily caused or created by, through or under Seller (collectively, the “Monetary Liens”). In the event Seller is unable, unwilling or for any reason fails to eliminate or modify all of the Unacceptable Encumbrances to the reasonable satisfaction of Purchaser (other than ten the Unacceptable Encumbrances, Mortgages and Monetary Liens required to be removed by Seller in accordance with the preceding sentence), Purchaser may terminate this Agreement by delivering notice thereof in writing to Seller by the earliest to occur of (10x) the Closing Date, (y) five (5) days before closing after Seller’s written notice to Purchaser of this ContractSeller’s intent to not cure one or more of such Unacceptable Encumbrances, cause to be furnished to Buyer a current commitment to issue the Owner's Policy or (the "Title Commitment"), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents"z) creating exceptions to title in the Title Commitment. Buyer shall have until ten (10) days after receipt of the Title CommitmentUnacceptable Encumbrance Notice, Exception Documents, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects does not timely respond thereto. Upon a termination of this Agreement pursuant to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closingimmediately preceding sentence, then Buyer shall have the right to terminate this Contract by giving Seller upon prior written notice of termination at any time after expiration of the Cure Period to Seller and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8Escrow Agent, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights delivered to Purchaser, and obligations set forth in this Contract. In neither party shall have any further obligation hereunder except for the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by SellerSurviving Obligations.

Title Commitment. Seller shall, not later than ten (10) days before closing of 3.3.1. Attached to this Contract, cause to be furnished to Buyer Agreement as Schedule 3.4 is a current commitment to issue the Owner's Policy from First American Title Insurance Company (the "“Title Company”), dated as of May 24, 2018, for title insurance (the “Title Commitment")”) setting forth the status of title to the Real Property as of such date and all exceptions which would appear in an owner's policy of title insurance, specifying the cost of said commitment shall be paid by Buyer Purchaser as the named insured and reimbursed by Seller showing the Purchase Price as the policy amount. Purchaser agrees that it is prepared to accept title at Closing, issued through a title insurance company acceptable Closing subject to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in the Title Commitment. Buyer shall have until ten (10) days after receipt of the Title Commitment, Exception Documents, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "all other Permitted Exceptions"), and it hereby waives any right to object thereto. 3.3.2. Within fifteen Purchaser shall have five (155) business days after receipt of Buyer's objectionsany updates to the Title Commitment (including receipt of any documents referenced in such update) to object in writing to any material matters disclosed therein which arose since the date of the original Title Commitment. If Purchaser so objects, (the "Cure Period") Seller shall either: have until 5:00 p.m. (iEastern) cure all on the tenth (l0th) business day after receiving notice of such matters objected objection to by Buyer and notify Buyer agree in writing that the same have been cured; or (ii) provide to cure before Closing such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that disapproved item. If Seller elects not to cure one cure, or more of the matters objected fails to by Buyer. In the event timely respond to Purchaser's objections, Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected not to cure, in which event Purchaser shall, on or before 5:00 p.m. (Eastern) on the fifteenth (15th) day after Seller's receipt of such objection, either (i) terminate this Agreement by delivering to Seller, a written notice of termination, or (ii) waive in writing its title objections and accept title subject objection to the matter reflected in items, which shall then become Permitted Exceptions. Purchaser's failure to timely deliver to Seller a written notice of termination or waiver of its objection to the Title Commitment items shall be deemed to constitute Purchaser's waiver of its objection to said items and not cured by Sellersuch items shall become Permitted Exceptions. If the foregoing periods extend beyond the scheduled Closing Date, the Closing Date shall be postponed until the third (3rd) business day after the completion of such periods. If Purchaser terminates this Agreement pursuant to this Section 3.3.2, the Seller shall promptly return the Deposit to Purchaser and the parties' rights and obligations hereunder shall terminate, except those that expressly survive termination.

Title Commitment. Seller shallshall convey good and marketable fee simple title to the Property to Purchaser at Closing, not later than subject only to the “Permitted Encumbrances” (defined below). Within ten (10) days before closing of this Contractfollowing the Effective Date, cause Seller shall obtain, at its sole cost and expense, and deliver to be furnished to Buyer Purchaser, a current title commitment to issue the Owner's Policy (the "“Title Commitment"), ”) for an ALTA Owner’s Policy of Title Insurance (the cost “Title Policy”) in the amount of said commitment shall be paid by Buyer and reimbursed by Seller at Closingthe Purchase Price, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (by the "Escrow Agent on behalf of the Title Company"), insuring good and marketable fee simple title to the Property, together with complete and legible (or the best available) copies of all documents exceptions listed therein. Purchaser shall have ten (10) days following its receipt of the Title Commitment, legible (or the best available) copies of all exceptions listed therein and instrumentsthe “Survey” (defined below), including plats and surveys to deliver to Seller written notice of Purchaser’s objections to title (the "Exceptions Documents"“Title Objection Letter”). Seller shall have the right, but not the obligation, to cure Purchaser’s objections to title; subject, however, to Seller’s obligation to remove all “Monetary Liens” (as defined below) creating exceptions by Closing. Seller shall notify Purchaser in writing within five (5) days following Seller’s receipt of the Title Objection Letter concerning which title objections, if any, Seller has agreed to title cure. In the event that Seller does not undertake to cure all of the objections in the Title Commitment. Buyer Objection Letter to Purchaser’s sole satisfaction (or does not timely respond to the Title Objection Letter), then Purchaser shall have until the right for five (5) days after receipt of Seller’s response to the Title Objection Letter (or five (5) days following the expiration of the period within which Seller was to so respond) to either (i) waive any such title objection in writing and proceed to Closing (in which event such waived title objection shall be deemed to be a Permitted Encumbrance, or (ii) terminate this Agreement upon written notice to Seller and receive an immediate refund of the ▇▇▇▇▇▇▇ Money, without the consent or joinder of Seller being required and notwithstanding any contrary instructions which might be provided by Seller, in which event neither party hereto shall have any further obligations under this Agreement except for the Surviving Obligations. All exceptions set forth in Schedule B of the Title Commitment which are not objected to by Purchaser (including matters initially objected to by Purchaser which objections are subsequently waived in writing), exclusive of preprinted exceptions, are herein collectively called the “Permitted Encumbrances”. In the event that any update to the Title Commitment or Survey, including any update to the Title Commitment or Survey following “Substantial Completion of the Work” and/or “Completion of the Work” (as defined in Section 5.7 below), indicates the existence of any liens, encumbrances or other defects or exceptions (the “Unacceptable Encumbrances”) which are not shown in the initial Title Commitment or Survey and that are unacceptable to Purchaser, in its sole discretion, Purchaser shall, within five (5) days after receipt of any such update to the Title Commitment or Survey, notify Seller in writing of its objection to any such Unacceptable Encumbrance (the “Unacceptable Encumbrance Notice”). Notwithstanding anything to the contrary contained herein, Seller shall have no obligation to take any steps or bring any action or proceeding or otherwise to incur any expense whatsoever to eliminate or modify any of the Unacceptable Encumbrances; provided, however, that Seller shall, prior to Closing, eliminate by paying, bonding around or otherwise discharging in a manner satisfactory to Purchaser (i) any Unacceptable Encumbrances that arise by, through or under Seller, (ii) any exceptions that arise in connection with construction of the Improvements, and (iii) any mortgages, deeds of trust, deeds to secure debt, mechanics’ liens or monetary judgments that appear on the Title Commitment (“Monetary Liens”). In the event Seller is unable, unwilling or for any reason fails to eliminate or modify all of the Unacceptable Encumbrances to the sole satisfaction of Purchaser (other than the Unacceptable Encumbrances and Monetary Liens required to be removed by Seller in accordance with the preceding sentence), Purchaser may terminate this Agreement by delivering notice thereof in writing to Seller by the earliest to occur of (i) the Closing Date, (ii) five (5) days after Seller’s written notice to Purchaser of Seller’s intent to not cure one or more of such Unacceptable Encumbrances, or (iii) ten (10) days after receipt of the Title CommitmentUnacceptable Encumbrance Notice, Exception Documents, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects does not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate timely respond thereto. Upon a termination of this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior Agreement pursuant to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8immediately preceding sentence, (a) the ▇▇▇▇▇▇▇ Money will shall be returned to Buyer Purchaser, without the consent or joinder of Seller being required and the parties notwithstanding any contrary instructions which might be provided by Seller, (b) Purchaser shall be relieved entitled to receive reimbursement from Seller for all out-of-pocket expenses incurred by Purchaser or any affiliate of their respective rights Purchaser in connection with this Agreement not to exceed $50,000.00, and (c) neither party shall have any further obligations set forth in this Contract. In hereunder other than the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by SellerSurviving Obligations.

Title Commitment. (a) Prior to the execution and delivery hereof, Purchaser has caused the Title Company to furnish to Purchaser a preliminary title report or title commitment dated March 7, 2006 (the “Commitment”), by the terms of which the Title Company agrees to issue to Purchaser at Closing an owner’s policy of title insurance (the “Title Policy”) in the amount of the Purchase Price on the ALTA Owner Policy of Title Insurance with extended coverage, Standard Form Rev. 10/17/92 (as amended to date), insuring Purchaser’s fee simple title to the Real Property to be good and indefeasible, subject to the terms of such policy and the exceptions described therein. The Commitment (including all endorsements) is attached to this Agreement as Exhibit L. As a condition to Purchaser’s obligation to close, the Title Company shall deliver the Title Policy to Purchaser at Closing effective as of the date and time of the recording of the Deed, in the amount of the Purchase Price insuring Purchaser as owner of fee simple title to the Real Property, and subject only to the Permitted Exceptions. Notwithstanding the foregoing, the Title Policy may be delivered after Closing if at the Closing the Title Company issues a currently effective, duly executed “marked up” Commitment and irrevocably commits in writing to issue the Title Policy in the form of the “marked up” Commitment promptly after the Closing Date. (b) Purchaser may, at or prior to Closing, notify Seller shallin writing (the “Gap Notice”) of any objections to title (i) raised by the Title Company between the Effective Date and the Closing, and (ii) not later disclosed by the Title Company or otherwise known to Purchaser prior to the Effective Date provided the Purchaser must deliver a notice of objections to Seller on or before the date that is five (5) days following Purchaser’s receipt of such supplement or update and Purchaser shall have the right to extend the Closing Date to the extent such receipt is within five (5) days of the original Closing Date. If Purchaser fails to deliver to Seller a notice of objections on or before such date, Purchaser will be deemed to have waived any objection to the new exceptions, and the new exceptions will be included as Permitted Exceptions subject to the provisions of Section 6.2(d). Seller will have not less than ten (10) days before closing from the receipt of this ContractPurchaser’s notice (and, cause if necessary, Seller may extend the Closing Date to be furnished to Buyer a current commitment to issue the Owner's Policy (the "Title Commitment"), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in the Title Commitment. Buyer shall have until provide for such ten (10) day period and for five (5) days after receipt of following such period for Purchaser’s response), within which t▇▇▇ ▇▇▇▇▇▇ may, but is under no obligation to remove the Title Commitmentobjectionable new exceptions except as provided for in Section 6.2(d) below. If, Exception Documentswithin the ten (10) day period, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within remove the Review Period shall be deemed objectionable new exceptions, then Purchaser may terminate this Agreement upon notice to be permitted exceptions to the status of Seller's title Seller no later than five (the "Permitted Exceptions"). Within fifteen (155) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after following expiration of the Cure Period and prior to the Closingten (10) day cure period. In the event Buyer If Purchaser terminates this Contract in accordance with this paragraph 8Agreement, the ▇E▇▇▇▇▇▇ Money Deposit will be promptly returned to Buyer Purchaser, and the parties shall be relieved of their respective rights and released from all further obligations under this Agreement. If Purchaser fails to terminate this Agreement in the manner set forth in this Contract. In above, the event Buyer does not terminate this Contract during said ten new exceptions (10except those Seller has removed or is obligated by Section 6.2(d) day period, Buyer shall below to remove) will be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by Sellerincluded as Permitted Exceptions.

Title Commitment. Seller shall, not later than On or before ten (10) days before closing of this Contractafter the date hereof, cause Real Property Seller, at Real Property Seller's sole cost and expense, shall deliver to be furnished to Real Property Buyer a current commitment Commitment for Title Insurance or a Commitment to issue the Owner's Policy Insure (the "Title Commitment"), ) dated not earlier than the cost date of said commitment shall be paid by Buyer and reimbursed by Seller at Closingthis Agreement, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located by Republic Title (the "Title Company"), showing Real Property Seller's title to the Real Property to be good and indefeasible, together with complete true, correct and legible copies of all items and documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions referred to title in the Title Commitmenttherein. Real Property Buyer shall have until ten (10) days after receipt of the Title Commitment, Exception Documents, said items (and the Survey (hereinafter referred to) to examine the condition of title and approve or disapprove the same. Those items listed in the Commitment and not disapproved of by Real Property Buyer shall be referred to as the "Review Period") in which to notify Seller in writing Permitted Exceptions." In the event that Real Property Buyer disapproves of all or any objections Buyer has to any matters shown or item referred to in the Title Commitment, Real Property Seller shall have a period of ten (10) days within which it shall use its commercially reasonable efforts (including an obligation to spend up to $150,000.00 in such efforts to cure objections which can be cured by a liquidated sum of money) to cure or remove such exceptions. Any matters which are set forth In the event Real Property Seller fails to cure all of such items within such ten (10) day cure period, or in the Title Commitment and to which event that Real Property Seller notifies Real Property Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure PeriodNotice") of which items Real Property Seller shall either: will cure (ithe "Cure Items") cure all such matters objected and which items Real Property Seller will not be able to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company maycure, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Real Property Buyer shall have the right to terminate this Contract by giving Seller written notice right, exercisable within five (5) days after the earlier of termination at any time after (i) the expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇ Money will be returned to Buyer and the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day periodcure period or (ii) receipt of Real Property Seller's Cure Notice indicating that Real Property Seller will not cure all of Buyer's objections, to terminate this Agreement, whereupon Real Property Buyer shall be deemed entitled to a claim under Section 11.2 hereunder. If Real Property Buyer shall not so terminate, Real Property Seller shall cure all Cure Items and shall deliver the title in its existing condition with the Cure Items having been cured and Real Property Buyer shall, by acceptance of such title, waive any objections to such title which have elected not been cured except as to waive its title objections any uncured Cure Item and accept title subject to the matter reflected warranties contained in the Title Commitment and not cured by Sellerdocuments of conveyance.

Title Commitment. Seller shall, not later than ten (10a) Within thirty (30) days before closing of this Contractafter the Effective Date, cause to Purchaser will obtain, at Purchaser’s expense (which expense shall be furnished to Buyer a current commitment to issue the Owner's Policy (the "Title Commitment"commercially reasonable), the cost of said a preliminary title commitment shall be paid by Buyer (and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents or items referenced therein as exceptions) issued by an insurance company licensed in Georgia and instrumentsSouth Carolina (with respect to the Greenville Land) (referred to herein as the “Title Company”), including plats and surveys in respect of the Property (collectively, the “Title Commitment”). Purchaser shall, on or before the expiration of the Contingency Period (the "Exceptions Documents") creating exceptions to title in the Title Commitment. Buyer shall have until ten (10) days after receipt of the Title Commitment“Objection Period”), Exception Documents, and the Survey (the "Review Period") in which to notify Seller object in writing of any objections Buyer has to any matters shown or referred to in the Title CommitmentCommitment to which it wishes to object. Any Purchaser’s failure to timely object to any such matters which are shall be deemed to constitute Purchaser’s approval of same, and such shall then become Permitted Exceptions. If Purchaser timely objects to any item set forth in the Title Commitment, then Seller shall take reasonable good faith efforts to cure such objections, or agree and acknowledge in writing that such objections will be cured prior to or upon Closing. Seller shall have until 5:00 p.m. (Eastern Time) on the date which is five (5) days after the expiration of the Objection Period (the “Cure Date”) to cure such objections or agree and acknowledge in writing that such objections will be cured prior to or upon Closing. If Seller timely cures or commits in writing to cure such objections, then the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted approved, and all other exceptions therein shall then become Permitted Exceptions. If Seller does not timely cure such objections prior to the status of Seller's title (the "Permitted Exceptions"). Within fifteen (15) days after receipt of Buyer's objectionsCure Date, (the "Cure Period") Seller shall either: (i) cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured then Purchaser shall, on or before the Closing in order that the Title Company may, as expiration of the ClosingContingency Period, issue the Owner's Policy subject only to the Permitted Exceptions; or either (iiii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract Agreement by giving delivering to Seller a written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8termination, whereupon Escrow Agent shall disburse the ▇▇▇▇▇▇▇ Money to Purchaser, the Agreement will terminate and each party shall continue to be returned obligated under the Surviving Obligations, or (ii) waive its objection to Buyer the disapproved items that Seller has not cured or committed to cure, which shall then become Permitted Exceptions. Purchaser’s failure to timely deposit with Seller and the parties shall be relieved Escrow Agent a written notice of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer termination shall be deemed to constitute Purchaser’s waiver of its objection to said items and such items shall become Permitted Exceptions. (b) Purchaser shall have elected five (5) business days after receipt of any updates to waive its title objections and accept title subject to the matter reflected in the Title Commitment (including receipt of any documents referenced in such update) to object to any matters disclosed therein which were not disclosed in the original Title Commitment, and not cured by Sellerthe procedure for objecting to such matters and Purchaser’s right to terminate this Agreement, if applicable, shall be as set forth in Section 4.1(a) above except that the “Objection Period” shall mean the five (5) business day period referred to in this clause (b).

Title Commitment. Seller shall, not later than ten (10a) days before closing of this Contract, cause to be furnished to Buyer a current commitment to issue the Owner's Policy (the "Title Commitment"), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in the Title Commitment. Buyer shall have until Within ten (10) days after receipt the Opening of Escrow, Seller will cause Escrow Agent to deliver to Purchaser from Escrow Agent or its underwriter (“Title Company”) an owner's commitment for a standard owner's policy of title insurance for real property consisting of approximately 3.76 acres of land which includes the Property in the amount of the Purchase Price (“Title Commitment”). In addition and upon Purchaser’s request, Exception Documents, and the Survey Title Company will provide a legible (to the "Review Period"extent available) in which to notify Seller in writing copy of any objections Buyer has to any matters shown or all documents referred to in the Title Commitment, including, but not limited to, survey plats, reservations, restrictions and easements and a tax certificate covering the Property. Any matters which are set forth After the Lot Line Adjustment process shall have been completed, the legal description of the Property shall be based on the ROS. Within ten (10) days after Escrow Agent’s receipt of the ROS, Escrow Agent shall cause the Title Company to amend the Title Commitment to reflect a reduction of the size of the real property included in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status Property only. (b) Purchaser may object, in a writing delivered to Seller and Escrow Agent, to any matters shown on the Title Commitment within ten (10) days of Seller's title receipt of the Title Commitment and the documents referred to in the Title Commitment, or five (the "Permitted Exceptions"). Within fifteen (155) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected any amendment to by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such Commitment, but only as to new matters will be cured on or before which materially and adversely affect the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by BuyerProperty. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇If ▇▇▇▇▇▇ Money is willing to cause the cure or removal of any of the matters to which Purchaser objects, then Seller will be returned to Buyer and the parties shall be relieved so notify Purchaser in writing within five (5) days of their respective rights and obligations set forth in this ContractSeller's receipt of Purchaser's notice. In the event Buyer If Seller does not respond, or chooses not to cure or remedy Purchaser's objections, or if Seller is unable to remove any such matters, Purchaser may elect either: (i) to terminate this Contract during said Agreement by delivery of written notice to Seller within two (2) days after Purchaser's receipt of Seller's notice; or (ii) to waive such objection and to complete the transaction as otherwise contemplated by this Agreement, without any abatement of the Purchase Price or any deduction, offset, credit, lost profits or other damages. (c) If Seller elects to cure or remove any title or survey matters objected to by Purchaser, and Seller cannot thereafter cure or remove the same by the Closing, Seller will have the right, but not the obligation, to postpone the Closing for a period of up to ten (10) days to attempt to cure or remove such exceptions or defects, and if Seller has not cured or removed the same by the end of such ten (10) day period, Buyer shall this Agreement will be terminated, and the Parties will be released of all further obligations under this Agreement, except for those obligations which expressly survive termination hereof. (d) Purchaser expressly agrees that, except as expressly set forth to the contrary in this Agreement, in no event will Seller be required to (i) bring any action or proceeding, pay any monies, incur any expenses in respect to title to the Property, (ii) cure, remove or correct any exceptions thereto or defects therein, or (iii) clear the record of any taxes, liens or encumbrances. (e) If Purchaser elects to terminate this Agreement pursuant to this Section 5.1, upon ▇▇▇▇▇▇'s receipt of Purchaser's written notice of such election, this Agreement will terminate, and the Parties will be released of all further obligations under this Agreement, except for those obligations which expressly survive termination hereof. If Purchaser does not elect to terminate this Agreement pursuant to this Section 5.1, Purchaser will be deemed to have elected accepted, and to waive have waived any and all objection to all matters, exceptions and requirements set forth on any of the Title Commitment, and its acceptance of the status of title objections and accept title subject to the matter reflected in Property generally. At such time, all matters (including all exceptions, requirements and otherwise) then shown on the Title Commitment and not cured by SellerCommitment, or otherwise pertaining to title, including without limitation the existing easements, will be deemed, for purposes of this Agreement, to be “Permitted Exceptions”. Purchaser is deemed to have approved the Declaration Amendment as an encumbrance to the title of the Property as of the Closing.

Title Commitment. (a) Purchaser acknowledges Seller shall, not has provided to Purchaser a copy of the most recent existing owner’s title policy for Real Property in Seller’s possession (the “Existing Policy”). No later than ten (10) days before closing of this Contract, cause to be furnished to Buyer a current commitment to issue the Owner's Policy (the "Title Commitment"), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), together with complete and legible copies of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in the Title Commitment. Buyer shall have until date that is ten (10) days after receipt of the Title CommitmentEffective Date, Exception Documents, and the Survey Seller shall provide Purchaser a commitment for title insurance with all underlying recorded documents (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title “Commitment. Any matters which are set forth in the Title Commitment and to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"”). Within fifteen (15) days after receipt of Buyer's objections, (the "Cure Period") Seller shall either: (i) cure all such matters objected to issued by Buyer and notify Buyer in writing that the same have been cured; or (ii) provide such evidence as is reasonably satisfactory to Buyer and the Title Company that all such matters will be cured on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, the ▇▇▇▇▇▇▇▇ Money will be returned Title and Escrow, LLC as agent for First American Title Insurance Company (the “Title Company”) with respect to Buyer the Real Property. As used herein, the term “Title Objection Period” shall mean a period commencing on the date of this Agreement and ending on the parties date five (5) business days prior to the expiration of the Inspection Period. Any endorsements to the Commitment shall be relieved obtained at Purchaser’s sole cost and expense and Purchaser shall reimburse Seller for the cost of their respective rights and obligations set forth the Commitment at Closing or upon the earlier termination of this Agreement. Purchaser may object to any title or survey matter shown on the Existing Policy, the Existing Survey, the Commitment, and/or the Revised Survey. Other than Monetary Liens (defined below), any title or survey matter (as hereinafter defined) shown on the Existing Survey or Revised Survey or listed in this Contractthe Commitment or the Existing Policy which are not objected to by Purchaser by delivery of written notice to Seller within the Title Objection Period shall be conclusively deemed to be acceptable to Purchaser. In the event Buyer Purchaser timely objects to any title matter (a “Title Objection”), Purchaser shall provide a copy or copies of any and all documentation relating thereto, and specify in reasonable detail any action required to cure the same. Seller may, but notwithstanding anything in this Agreement to the contrary, shall not be obligated under any circumstances, to remove, or cause to be removed or insured over, at its expense, any Title Objection; provided, however, if Seller is able and willing to cure or remove such Title Objection (which removal shall be deemed to be effected by the issuance of title insurance eliminating or insuring over the effect of such Title Objection in a manner acceptable to Purchaser), Seller shall notify Purchaser in writing within five (5) business days after receipt of Purchaser’s Title Objections (“Seller’s Notice Period”) of such facts (said notice hereinafter called “Seller’s Title Notice”) and in which case the curing or removal of the Title Objection shall be completed on or before the Closing Date (as defined in Section 7.1). In the event Seller does not terminate this Contract during said ten deliver Seller’s Title Notice to Purchaser within Seller’s Notice Period, Purchaser shall be deemed to be notified that Seller is unable or unwilling to cure or remove the Title Objection. In the event Seller (10i) day perioddoes not deliver Seller’s Title Notice, Buyer or (ii) notifies Purchaser that Seller is unable or unwilling to cure or remove any Title Objection, Purchaser shall be deemed to have elected waived the Title Objection unless within five (5) business days following the expiration of Seller’s Notice Period, Purchaser delivers to waive its Seller written notice terminating this Agreement. As used in this Agreement, the term “Permitted Exceptions” shall mean (A) matters caused by the actions of Purchaser; (B) all matters either shown on the Revised Survey or listed in the Commitment as either exceptions or exclusions (other than Monetary Liens), to which Purchaser does not raise a Title Objection within the Title Objection Period or, having objected, Purchaser waives or is deemed to have waived in accordance with the provisions of this Section 5.1; (C) rights of Tenants in possession under unrecorded Leases affecting the Property, as tenants only without any rights to purchase the Property, and (D) ad valorem real estate taxes for the year of Closing and subsequent years and special district assessments and other special 1184306 v7 assessments, not yet due and payable. Notwithstanding the foregoing, Purchaser and Seller acknowledge that although Seller has no obligation to cure any title objections and accept title matters unless it is deemed to have agreed to (whether or not the same constitute a Title Objection), subject to Purchaser’s full performance hereunder, Seller does agree to deliver title to the matter reflected in Property at Closing free and clear of any and all monetary liens, liens of any security deeds, deeds of trust and/or mortgages created by, through, or under Seller or to which the Title Commitment and not cured by SellerProperty is subject (collectively, “Monetary Liens”).

Title Commitment. Seller shall, not later than ten (10) days before closing of this Contract, cause shall convey good and indefeasible title to be furnished the Property to Buyer a current commitment to issue the Owner's Policy (the "Title Commitment"), the cost of said commitment shall be paid by Buyer and reimbursed by Seller Purchaser at Closing, issued through subject only to the “Permitted Encumbrances” (defined below). Within three (3) business days following the Effective Date, Seller shall order a current title insurance company acceptable to Buyer commitment with an effective date after the Effective Date of this Agreement, in the amount of the Purchase Price with Purchaser as the proposed insured, and authorized to issue title insurance in Kansas located (the "Title Company")true, together with complete and legible copies of all documents and instruments, including plats and surveys of record referred to in the title commitment (the "Exceptions Documents"“Title Commitment”) creating exceptions for a Texas Owner’s Policy of Title Insurance issued by the Escrow Agent on behalf of the Title Company, in the amount of the Purchase Price, insuring good and indefeasible fee simple title to title in the Property subject only to the Permitted Encumbrances (the “Title Policy”). Purchaser shall have fifteen (15) days following its receipt of the last of the Title Commitment, copies of all documents of record listed therein and the “Survey” (defined below), to deliver to Seller written notice of Purchaser’s objections to survey, title and any uniform commercial code searches performed on the Seller (the “Title Objection Letter”). Buyer Seller shall have until the right, but not the obligation, to cure Purchaser’s objections to title; provided however, and notwithstanding anything to the contrary, whether or not Purchaser objects to any title or survey matters, Seller shall have the absolute obligation to remove all “Monetary Liens” (as defined below) prior to or at Closing. Seller shall notify Purchaser in writing within ten (10) days after following Seller’s receipt of the Title CommitmentObjection Letter concerning which title objections, Exception Documentsif any, and Seller has agreed to cure. In the Survey (event that Seller does not undertake to cure all of the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment. Any matters which are set forth in Objection Letter to Purchaser’s reasonable satisfaction (or does not respond to the Title Commitment and to which Buyer does not object Objection Letter within such ten (10) day period), then Purchaser shall have the Review Period shall be deemed to be permitted exceptions to the status of Seller's title (the "Permitted Exceptions"). Within right for fifteen (15) days after receipt of Buyer's objections, Seller’s response to the Title Objection Letter (or fifteen (15) days following the "Cure Period"expiration of the period within which Seller was to so respond) Seller shall either: to either (i) waive any such title objection in writing and proceed to Closing in accordance with the terms of this Agreement (in which event such waived title objection shall be deemed to be a “Permitted Encumbrance”, as defined below); provided, however that such election shall have no effect on Seller’s obligation to cure all such matters objected to by Buyer and notify Buyer in writing that the same have been cured; Monetary Liens, or (ii) provide terminate this Agreement upon written notice to Seller and receive a refund of the ▇▇▇▇▇▇▇ Money, in which event neither party hereto shall have any further rights or obligations under this Agreement except for the Surviving Obligations (in the event Purchaser fails to terminate this Agreement within said 15 day period, Purchaser shall be deemed to have waived any such evidence as is reasonably title objection in accordance with (i) of this sentence). Except for Monetary Liens, all exceptions set forth in Schedule B of the Title Commitment which are not objected to by Purchaser (including matters initially objected to by Purchaser which objections are subsequently waived in writing or deemed waived) are herein collectively called the “Permitted Encumbrances”. In the event that any update to the Title Commitment or Survey indicates the existence of any liens, encumbrances or other defects or exceptions (the “Unacceptable Encumbrances”) which were not shown in the initial Title Commitment or Survey or UCC searches and that are unacceptable to Purchaser in Purchaser’s sole and absolute discretion, Purchaser shall within fifteen (15) days after receipt of any such update to the Title Commitment or Survey or UCC searches notify Seller in writing of its objection to any such Unacceptable Encumbrance (the “Unacceptable Encumbrance Notice”). Except for Monetary Liens, Seller shall have no obligation to take any steps or bring any action or proceeding or otherwise to incur any expense whatsoever to eliminate or modify any of the Unacceptable Encumbrances; provided, however, and notwithstanding anything to the contrary, Seller shall, prior to Closing, eliminate by paying, bonding around or otherwise discharging in a manner satisfactory to Buyer Purchaser and the Title Company (i) any Unacceptable Encumbrances that arise by, through or under Seller, and (ii) any mortgages, deeds of trust, deeds to secure debt, tax liens, mechanics’ liens or judgments that appear on the Title Commitment (“Monetary Liens”). In the event Seller is unable, unwilling or for any reason fails to eliminate or modify all such matters will of the Unacceptable Encumbrances to the reasonable satisfaction of Purchaser (other than the Unacceptable Encumbrances and Monetary Liens required to be cured on or before removed by Seller in accordance with the preceding sentence), Purchaser may terminate this Agreement by delivering notice thereof in writing to Seller by the earliest to occur of (i) the Closing in order that the Title Company mayDate, as (ii) fifteen (15) days after Purchaser’s receipt of the Closing, issue the Owner's Policy subject only Seller’s written notice to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects Purchaser of Seller’s intent to not to cure one or more of such Unacceptable Encumbrances, or (iii) fifteen (15) days after the matters objected to by Buyer. In Unacceptable Encumbrance Notice, in the event Seller elects does not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate timely respond thereto. Upon a termination of this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior Agreement pursuant to the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8immediately preceding sentence, the ▇▇▇▇▇▇▇ Money will shall be returned to Buyer Purchaser, and neither party shall have any further rights or obligations hereunder other than the parties shall be relieved of their respective rights and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall be deemed to have elected to waive its title objections and accept title subject to the matter reflected in the Title Commitment and not cured by SellerSurviving Obligations.

Title Commitment. Seller shallA. Within three (3) business days of the Effective Date, not later than ten Purchaser shall order, at Purchaser’s expense, an Owner’s Commitment for Title Insurance (10the “Title Commitment”) days before closing of this Contract, cause to be furnished to Buyer a current commitment from the Title Company which Title Commitment shall bind the Title Company to issue at Closing an Owner’s Policy of Title Insurance on the Owner's Policy standard form of policy prescribed for use in the state where the Real Property is located in the full amount of the Purchase Price, except that the exception as to taxes shall be modified to refer to taxes for the year in which the Closing occurs (the "Title Commitment"“Owner Policy”), the cost of said commitment shall be paid by Buyer and reimbursed by Seller at Closing, issued through a title insurance company acceptable to Buyer and authorized to issue title insurance in Kansas located (the "Title Company"), ; together with complete and a legible copies copy of all documents and instruments, including plats and surveys (the "Exceptions Documents") creating exceptions to title in the Title Commitment. Buyer shall have until ten (10) days after receipt of the Title Commitment, Exception Documents, and the Survey (the "Review Period") in which to notify Seller in writing of any objections Buyer has to any matters shown or referred to in the Title Commitment, including but not limited to plats, reservations, restrictions, and easements (“Title Documents”). Not later than three (3) business days after the receipt thereof, Purchaser shall deliver (or cause the delivery by electronic means) a copy of the Title Commitment and Title Documents to Seller. B. Purchaser may evaluate the status of title as reflected in the Title Commitment, the Title Documents and the survey referenced on Exhibit “B” (the “Survey”) pursuant to Section 6 below. Any matters which are set forth new survey obtained by Purchaser or updates to the existing Survey shall be at Purchaser’s sole cost and expense. On or before the seventh (7th) day prior to the last day of the Review Period, Purchaser will deliver to Seller a listing of those exceptions in the Title Commitment and which are not acceptable to which Buyer does not object within the Review Period shall be deemed to be permitted exceptions to the status of Seller's title Purchaser (the "Permitted Exceptions"an “Objection Letter”). Within fifteen Although Seller may elect in its sole and absolute discretion to cure or attempt to cure any one or more of Purchaser’s objections specified in the Objection Letter, Purchaser acknowledges and agrees that Seller has no obligation to cure any such objections. If Purchaser timely provides an Objection Letter to Seller, Seller shall, within five (155) days after receipt of Buyer's such Objection Letter, notify Purchaser which objections, (the "Cure Period") if any, that Seller shall either: (i) has elected to cure all such matters objected or cause to by Buyer and notify Buyer in writing that the same have been cured; or (ii) be cured before Closing. Failure of Seller to timely provide such evidence as is reasonably satisfactory notice shall be deemed confirmation that Seller has elected not to Buyer and cure such objections. If Seller chooses not to cure any of the Title Company that all such matters will objections set forth in the Objection Letter then Purchaser shall have the option, to be cured exercised on or before the Closing in order that the Title Company may, as of the Closing, issue the Owner's Policy subject only to the Permitted Exceptions; or (iii) notify Buyer in writing that Seller elects not to cure one or more of the matters objected to by Buyer. In the event Seller elects not to cure Buyer's title objections and notifies Buyer that the same have been cured or provide evidence reasonably satisfactory to Buyer and the Title Company that Buyer's title objections will be cured on or before the Closing, then Buyer shall have the right to terminate this Contract by giving Seller written notice of termination at any time after expiration of the Cure Period and prior Review Period, of either (i) terminating this Agreement by giving a written termination notice to Seller, at which time the Closing. In the event Buyer terminates this Contract in accordance with this paragraph 8, Escrow Agent shall promptly return the ▇▇▇▇▇▇▇ Money will be returned to Buyer Purchaser and the parties shall be relieved of their respective have no further rights or obligations hereunder except as otherwise expressly provided herein, or (ii) waiving the uncured objections by proceeding to Closing and obligations set forth in this Contract. In the event Buyer does not terminate this Contract during said ten (10) day period, Buyer shall thereby be deemed to have elected to waive its approved Purchaser’s title objections and accept title subject to the matter reflected as shown in the Title Commitment Commitment, Title Documents and not cured the Survey, if any, and any such uncured objections shall become Permitted Encumbrances (as hereinafter defined) for all purposes hereunder. Failure by SellerPurchaser to respond to Seller by the expiration of the Review Period shall be deemed Purchaser’s election to waive the applicable objection(s), which shall become “Permitted Encumbrances”. Notwithstanding the foregoing, in no event shall a Seller Encumbrance (as hereinafter defined) constitute a Permitted Encumbrance and Purchaser shall have no obligation to object to any Seller Encumbrance. As used herein “Seller Encumbrance” means non-monetary liens and encumbrances voluntarily placed on record against the Property by Seller (and without the written consent of Purchaser which consent may be granted or withheld in Purchaser’s sole and absolute discretion) after the date hereof, any and all monetary liens and security interests voluntarily placed on record against the Property by Seller (and without the written consent of Purchaser which consent may be granted or withheld in Purchaser’s sole and absolute discretion), whether recorded or placed on record prior to or after the date hereof, and any mechanics’ liens recorded after the date hereof. Seller at its sole cost and expense shall and is hereby obligated to cause to be released at or prior to the Closing all Seller Encumbrances.