Common use of Title and Survey Review Clause in Contracts

Title and Survey Review. (e) Prior to the execution and delivery hereof, Seller has caused the Title Company to furnish or otherwise make available to Purchaser (i) a preliminary title commitment for the Champions Village Real Property dated with an effective date of February 24, 2016 (the “Champions Village PTR”) and (ii) a preliminary title commitment for the Oak Park Real Property dated with an effective date of February 21, 2016 (the “Oak Park PTR” and together with the Champions Village PTR, the “PTRs”), and copies of all underlying title documents described in the PTRs. Purchaser shall have until June 14, 2016 (the “Title Notice Date”) to provide written notice (the “Title Notice”) to Seller and Title Company of any matters shown on the Oak Park PTR and/or the Updated Oak Park Survey which are not satisfactory to Purchaser. Purchaser shall have until July 5, 2016 (the “Champions Village Title Notice Date”) to provide written notice (the “Champions Village Title Notice”) to Seller and Title Company of any matters shown on the Champions Village PTR and/or the Updated Champions Village Survey which are not satisfactory to Purchaser. If Seller has not received such written notice from Purchaser by the Title Notice Date or the Champions Village Title Notice Date, as applicable, Purchaser shall be deemed to have unconditionally approved the specific exceptions to title expressly provided in the PTRs and all matters revealed in the Updated Surveys, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreement. Except as expressly provided herein, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations, or otherwise to cure or agree to cure any title objections. To the extent Purchaser timely delivers a Title Notice and a Champions Village Title Notice, then Seller shall deliver, no later than June 17, 2016 as to the Title Notice and no later than July 7, 2016 as to the Champions Village Title Notice, written notice to Purchaser and Title Company identifying which disapproved items, if any, Seller shall be obligated to cure by Closing (by either having the same removed as an exception in the applicable PTR or by otherwise obtaining affirmative insurance over the same as part of the final Title Policy, such affirmative insurance to be acceptable to Purchaser in its sole and absolute discretion) (“Seller’s Response”). If Seller does not deliver Seller’s Response prior to such date, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Purchaser. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Purchaser’s Title Notice or Purchaser’s Champions Village Title Notice, Purchaser shall have until June 21, 2016 as to the Title Notice and until the Contingency Date as to the Champions Village Title Notice to (i) deliver a written notice terminating this Agreement (“Termination Notice”) to Seller and Title Company terminating this Agreement as set forth in Section 5.4 above, or (ii) waive any such objection to the PTRs and the Updated Surveys (whereupon such objections shall be deemed Permitted Exceptions for all purposes hereof). If Seller and Title Company have not received a Termination Notice from Purchaser by June 21, 2016 as to the Title Notice and by the Contingency Date as to the Champions Village Title Notice, such failure to deliver same shall be deemed Purchaser’s waiver of all objections to the PTRs and the Updated Surveys that Seller did not agree to cure by Closing, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreement.

Title and Survey Review. (ed) Prior to the execution and delivery hereof, Seller Purchaser has caused the Title Company to furnish or otherwise make available to Purchaser (i) a preliminary title commitment for the Champions Village Real Property dated with an effective date of February 24April 2, 2016 2014 (the “Champions Village PTR”) and (ii) a preliminary title commitment for the Oak Park Real Property dated with an effective date of February 21, 2016 (the “Oak Park PTR” and together with the Champions Village PTR, the “PTRs”), and copies of all underlying title documents described in the PTRsPTR. Purchaser shall have until June 14July 28, 2016 2014 (the “Title Notice Date”) to provide written notice (the “Title Notice”) to Seller and Title Company of any matters shown on the Oak Park PTR and/or the Updated Oak Park Survey which are not satisfactory to Purchaser. Purchaser shall have until July 5, 2016 (the “Champions Village Title Notice Date”) to provide written notice (the “Champions Village Title Notice”) to Seller and Title Company of any matters shown on the Champions Village PTR and/or the Updated Champions Village Survey which are not satisfactory to Purchaser. If Seller has not received such written notice from Purchaser by the Title Notice Date or the Champions Village Title Notice Date, as applicable, Purchaser shall be deemed to have unconditionally approved of the specific exceptions condition of title to title expressly provided in the PTRs Property and all matters revealed in the Updated SurveysSurvey, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreementbelow. Except as expressly provided herein, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations, or otherwise to cure or agree to cure any title objections. To the extent Purchaser timely delivers a Title Notice and a Champions Village Title Notice, then Seller shall deliver, no later than June 17July 30, 2016 as to 2014 (the Title Notice and no later than July 7, 2016 as to the Champions Village Title Notice“Seller Response Deadline”), written notice to Purchaser and Title Company identifying which disapproved items, if any, Seller shall be obligated undertake to cure by Closing (by either having the same removed as an exception in the applicable PTR or by otherwise obtaining affirmative insurance over the same as part of the final Title Policy, such affirmative insurance to be acceptable to Purchaser in its sole and absolute discretion) (“Seller’s Response”). If Seller does not deliver Seller’s Response prior to such dateSeller Response Deadline, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Purchaser. If Seller elects, or is are deemed to have elected, not to remove or otherwise cure an exception disapproved in Purchaser’s Title Notice or Purchaser’s Champions Village Title Notice, Purchaser shall have until June 21, 2016 as to the Title Notice and until the Contingency Date as to the Champions Village Title Notice to (i) deliver a written notice terminating this Agreement (“Termination Notice”) to Seller and Title Company terminating this Agreement as set forth in Section 5.4 above, in which event Title Company is hereby authorized to refund the Xxxxxxx Money Deposit to Purchaser (less the Independent Consideration, which is to be paid to Seller) or (ii) waive any such objection to the PTRs PTR and the Updated Surveys Survey (whereupon such objections shall be deemed Permitted Exceptions for all purposes hereof). If Seller and Title Company have not received a Termination Notice written notice from Purchaser by June 21, 2016 as to the Title Notice and by the Contingency Date as to the Champions Village Title NoticeDate, such failure to deliver same shall be deemed Purchaser’s waiver of all such objections to the PTRs PTR and the Updated Surveys that Seller did Survey, other than Must-Cure Matters. Notwithstanding the foregoing, in no event may Purchaser object to the Mortgage Loan Documents, the Mortgage Loan Documents shall not agree to cure by Closingbe Must-Cure Matters, subject to Seller’s obligations set forth and the Mortgage Loan Documents shall in Section 6.2(c) below and as otherwise expressly provided in this Agreementall events be Permitted Exemptions.

Title and Survey Review. (ea) Prior to the execution and delivery hereofEffective Date, Seller has caused the Title Company to furnish or otherwise make available to Purchaser (i) a preliminary title commitment for the Champions Village Real Property dated with an effective date of February 24July 9, 2016 2018 (the “Champions Village PTR”) and (ii) a preliminary title commitment for the Oak Park Real Property dated with an effective date of February 21, 2016 (the “Oak Park PTR” and together with the Champions Village PTR, the “PTRs”), and copies of all underlying title documents described in the PTRsPTR. Purchaser shall have until June September 14, 2016 2018 (the “Title Notice Date”) to provide written notice (the “Title Notice”) to Seller and the Title Company of any matters shown on the Oak Park PTR and/or the Updated Oak Park Survey which are not satisfactory to Purchaser. Purchaser shall have until July 5, 2016 (the “Champions Village Title Notice Date”) to provide written notice (the “Champions Village Title Notice”) to Seller and Title Company of any matters shown on the Champions Village PTR and/or the Updated Champions Village Survey which are not satisfactory to Purchaser. If Seller has not received such written notice a Title Notice from Purchaser by the Title Notice Date or the Champions Village Title Notice Date, as applicable, Purchaser shall be deemed to have unconditionally approved of the specific exceptions condition of title to title expressly provided in the PTRs Property and all matters revealed in the Updated SurveysSurvey, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreementbelow. Except as expressly provided hereinin Section 6.2(c) of this Agreement, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations, or otherwise to cure or agree to cure any title objections. To the extent Purchaser timely delivers a Title Notice and a Champions Village Title Notice, then Seller shall deliver, no later than June September 17, 2016 as to the Title Notice and no later than July 7, 2016 as to the Champions Village Title Notice2018, written notice to Purchaser and the Title Company identifying which disapproved items, if any, Seller shall be obligated undertake to cure by Closing (by either having the same removed as an exception in the applicable PTR or by otherwise obtaining affirmative insurance over the same as part of the final Title Policy, such affirmative insurance to be Policy and in a manner reasonably acceptable to Purchaser in its sole and absolute discretionPurchaser) (“Seller’s Response”). If Seller does not deliver Seller’s Response prior to such date, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Purchaser. If Seller elects, or is Purchaser shall be deemed to have elected, not to remove or otherwise cure an exception disapproved in Purchaser’s Title Notice or Purchaser’s Champions Village Title Notice, Purchaser shall have until June 21, 2016 as waived all objections to the Title Notice and until the Contingency Date as to the Champions Village Title Notice to (i) deliver a written notice terminating this Agreement (“Termination Notice”) to Seller and Title Company terminating this Agreement as set forth in Section 5.4 above, or (ii) waive any such objection to the PTRs PTR and the Updated Surveys Survey (whereupon such objections shall be deemed Permitted Exceptions for all purposes hereof, except that in no event shall Purchaser ever be deemed to waive any Must-Cure Matters), except for any objections related to environmental Due Diligence Items and any items Seller has undertaken to cure pursuant to Seller’s Response (if any). If Seller and the Title Company have not received a an Environmental Termination Notice from Purchaser by June 21, 2016 as to the Title Notice and by the Contingency Date as to the Champions Village Title NoticeDate, such failure to deliver same Purchaser shall be deemed Purchaser’s waiver of to have waived all objections with respect to environmental Due Diligence Items to the PTRs PTR and the Updated Surveys Survey, except that Seller did not agree in no event shall Purchaser ever be deemed to cure by Closing, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreementwaive any Must-Cure Matters.

Title and Survey Review. CBOP hereby acknowledges that it has received and shall review title commitments (e“Title Commitments”) Prior issued by First American Title Insurance Company, whose address is 00 Xxxxx XxXxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000 (“Title Insurer”), as well as Duke’s existing surveys for the Projects (“Surveys”). Subject to Article 5(c), CBOP shall have until the execution and delivery hereof, Seller has caused the Title Company Inspection Date (as defined below) to furnish or otherwise make available to Purchaser (i) a preliminary examine title commitment and survey for the Champions Village Real Property dated with an effective date of February 24Projects, 2016 (the “Champions Village PTR”) and (ii) a preliminary to give written notice to Duke of any objections that CBOP may have to title commitment for the Oak Park Real Property dated with an effective date of February 21, 2016 (the “Oak Park PTR” and together with the Champions Village PTR, the “PTRs”), and copies of all underlying title documents described in the PTRs. Purchaser shall have until June 14, 2016 or survey (the “Title Notice Date”) to provide written notice (the “Title Objection Notice”) to Seller and Title Company of any matters shown on the Oak Park PTR and/or the Updated Oak Park Survey which are not satisfactory to Purchaser. Purchaser shall have until July 5, 2016 (the “Champions Village Title Notice Date”) to provide written notice (the “Champions Village Title Notice”) to Seller and Title Company of any matters shown on the Champions Village PTR and/or the Updated Champions Village Survey which are not satisfactory to Purchaser). If Seller has not received such written notice from Purchaser by CBOP shall fail to timely deliver the Title Notice Date or the Champions Village Title Notice DateObjection Notice, as applicable, Purchaser CBOP shall be deemed to have unconditionally approved waived such right to object to any title exceptions or defects. If CBOP does timely deliver the specific exceptions Title Objection Notice to Duke, Duke shall elect, by written notice delivered to CBOP within five (5) business days following Duke’s receipt of the Title Objection Notice (the “Cure Response Period”) to either endeavor to cure or satisfy any particular objection(s) at or prior to Closing or not to so cure or satisfy any particular title expressly provided in objection(s) (the PTRs and all matters revealed in “Title Response Notice”). Notwithstanding anything to the Updated Surveys, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided contrary contained in this Agreement. Except as expressly provided herein, Seller Duke, in its sole discretion, shall have no obligation whatsoever the right to expend or agree adjourn the Closing for a period not to expend any fundsexceed sixty (60) days, in order to undertake or agree to undertake any obligations, or otherwise to cure or agree satisfy any particular objection(s) raised by CBOP in the Title Objection Notice, provided, however, that Duke shall notify CBOP, in writing, within three (3) days prior to cure any title objectionsthe scheduled Closing Date, of its election to so adjourn the Closing. To the extent Purchaser timely delivers a Duke shall fail to deliver the Title Response Notice and a Champions Village Title Noticeto CBOP within the time required therefor or shall elect not cure any particular title objection(s) by Closing, then Seller shall deliverCBOP may elect, no later than June 17, 2016 as to the Title Notice and no later than July 7, 2016 as to the Champions Village Title Notice, by written notice to Purchaser Duke given within the earlier of (x) five (5) business days after delivery of the Title Response Notice or (y) the expiration of the Cure Response Period, either to (a) partially terminate this Agreement, however, such partial termination shall only affect the Project or Projects applicable to such failure of delivery or election, and Title Company identifying this Agreement shall otherwise continue in full force and effect, in which disapproved itemscase the Total Project Xxxxxxx Money shall be returned to CBOP by Escrow Agent and the parties shall have no further rights or obligations hereunder with respect to the terminated Project, if anyexcept for those which expressly survive any such termination, Seller or (b) waive its objections hereunder and proceed with the transaction pursuant to the remaining terms and conditions of this Agreement, without any reduction in the Purchase Price. Duke shall not be required to cure any matter objected to by CBOP, except that Duke shall be obligated to cure cure, release of record or omit from the title commitment at or prior to Closing the following: (i) the lien of any mortgage, deed of trust or trust deed evidencing any indebtedness (other than a Loan) owed, or voluntarily assumed or taken subject to by Closing Duke, (by either having ii) tax liens for delinquent Taxes, (iii) mechanics liens for work or materials supplied to the same removed as Project and (iv) broker’s liens filed pursuant to an exception in the applicable PTR or by otherwise obtaining affirmative insurance over the same as part of the final Title Policy, such affirmative insurance to be acceptable to Purchaser in its sole agreement between Duke and absolute discretion) (“Seller’s Response”)a broker. If Seller does not deliver Seller’s Response prior CBOP fails to such dateso give Duke notice of its election within the timeframe required therefor, Seller CBOP shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Purchaserthe option contained in subpart (b) above. If Seller electsDuke does so reasonably cure or satisfy, or is deemed undertake to have electedreasonably cure or satisfy, not to remove or otherwise cure an exception disapproved in Purchaser’s Title Notice or Purchaser’s Champions Village Title Notice, Purchaser shall have until June 21, 2016 as to the Title Notice and until the Contingency Date as to the Champions Village Title Notice to (i) deliver a written notice terminating this Agreement (“Termination Notice”) to Seller and Title Company terminating this Agreement as set forth in Section 5.4 above, or (ii) waive any such objection to the PTRs satisfaction of CBOP, then this Agreement shall continue in full force and effect. CBOP shall have the Updated Surveys (whereupon such right at any time to waive any objections shall be deemed Permitted Exceptions for all purposes hereof). If Seller that it may have made and, thereby, to preserve this Agreement in full force and Title Company have not received a Termination Notice from Purchaser by June 21, 2016 as to the Title Notice and by the Contingency Date as to the Champions Village Title Notice, such failure to deliver same shall be deemed Purchaser’s waiver of all objections to the PTRs and the Updated Surveys that Seller did not agree to cure by Closing, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreementeffect.

Title and Survey Review. (ea) Prior to the execution and delivery hereof, Seller has caused the Title Company to furnish or otherwise make available to Purchaser (i) delivered a preliminary current title commitment for the Champions Village Real Property a ALTA Standard Form of Owner Policy of Title Insurance dated with an effective date of February 24October 23, 2016 2020 at 8:00 AM (the “Champions Village PTR”Order Number 141130967NBU) and (ii) a preliminary title commitment for the Oak Park Real Property dated with an effective date of February 21, 2016 (the “Oak Park PTR” and together with the Champions Village PTR, the “PTRs”), and copies of all underlying title documents described in the PTRs. Purchaser shall have until June 14, 2016 (the “Title Notice DateCommitment”) issued by Title Insurer covering title to provide written notice the Real Property. All exceptions and matters shown on the Title Commitment, all matters of public record, including those records on file at the Dowagiac Public Library, all matters disclosed on the Survey, and with any exceptions arising out of an act of Purchaser or its representatives, agents, employees or independent contractors are deemed “Permitted Title Exceptions.” On the Closing Date, Seller shall cause the Title Insurer to issue, at Purchaser’s sole cost and expense, a signed and dated markup of the Title Commitment that is legally binding upon the Title Insurer or a title policy in the amount of the Purchase Price insuring fee simple title to the Real Property in Purchaser as of the Closing Date, subject only to the Permitted Title Exceptions (the “Title NoticePolicy”) ). A failure by Purchaser to satisfy any conditions to, or undertake any action necessary for, the issuance of a requested endorsement shall not excuse Purchaser from its obligations hereunder. From the Effective Date through the Closing Date, Seller and shall not create any recorded encumbrances on the Real Property other than those listed in the Title Company of any matters Commitment or shown on the Oak Park PTR and/or the Updated Oak Park Survey which are or those that relate to real estate taxes not satisfactory to Purchaser. Purchaser shall have until July 5, 2016 (the “Champions Village Title Notice Date”) to provide written notice (the “Champions Village Title Notice”) to Seller and Title Company of any matters shown on the Champions Village PTR and/or the Updated Champions Village Survey which are not satisfactory to Purchaser. If Seller has not received such written notice from Purchaser yet due or payable or as required by the Title Notice Date United States Environmental Protection Agency or the Champions Village Title Notice DateMichigan Department of Environment, as applicableGreat Lakes and Energy, Purchaser shall without the express prior written consent of Purchaser, which consent may be deemed to have unconditionally approved the specific exceptions to title expressly provided granted or withheld in the PTRs and all matters revealed in the Updated Surveys, subject to SellerPurchaser’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreement. Except as expressly provided herein, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations, or otherwise to cure or agree to cure any title objections. To the extent Purchaser timely delivers a Title Notice and a Champions Village Title Notice, then Seller shall deliver, no later than June 17, 2016 as to the Title Notice and no later than July 7, 2016 as to the Champions Village Title Notice, written notice to Purchaser and Title Company identifying which disapproved items, if any, Seller shall be obligated to cure by Closing (by either having the same removed as an exception in the applicable PTR or by otherwise obtaining affirmative insurance over the same as part of the final Title Policy, such affirmative insurance to be acceptable to Purchaser in its sole and absolute discretion) (“; provided that, notwithstanding anything to the contrary herein, nothing in this Contract shall restrict Seller’s Response”). If Seller does not deliver right to continue operating the Real Property in the ordinary course consistently with Seller’s Response prior to such datepast practices and Seller may, Seller shall be deemed to have elected to not remove in its sole discretion, execute, modify, cancel, extend, renew or otherwise cure change any exceptions disapproved by Purchaser. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Purchaser’s Title Notice or Purchaser’s Champions Village Title Notice, Purchaser shall have until June 21, 2016 as contracts related to the Title Notice Property, including Service Contracts and until the Contingency Date Leases, so long as to the Champions Village Title Notice to (i) deliver a written notice terminating this Agreement (“Termination Notice”) to Seller and Title Company terminating this Agreement as set forth in Section 5.4 above, or (ii) waive any such objection to change is commercially reasonable under the PTRs and the Updated Surveys (whereupon such objections shall be deemed Permitted Exceptions for all purposes hereof). If Seller and Title Company have not received a Termination Notice from Purchaser by June 21, 2016 as to the Title Notice and by the Contingency Date as to the Champions Village Title Notice, such failure to deliver same shall be deemed Purchaser’s waiver of all objections to the PTRs and the Updated Surveys that Seller did not agree to cure by Closing, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreementcircumstances.

Title and Survey Review. (ea) Prior to the execution and delivery hereofEffective Date, Seller Purchaser has caused the Title Company to furnish or otherwise make available to Purchaser (i) a preliminary title commitment for the Champions Village Real Property dated with an effective date of February 24July 19, 2016 2018 (the “Champions Village PTR”) and (ii) a preliminary title commitment for the Oak Park Real Property dated with an effective date of February 21, 2016 (the “Oak Park PTR” and together with the Champions Village PTR, the “PTRs”), and copies of all underlying title documents described in the PTRsPTR. Purchaser shall have until June 14November 19, 2016 2018 (the “Title Notice Date”) to provide written notice (the “Title Notice”) to Seller and the Title Company of any matters shown on the Oak Park PTR and/or the Updated Oak Park Survey which are not satisfactory to Purchaser. Purchaser shall have until July 5, 2016 (the “Champions Village Title Notice Date”) to provide written notice (the “Champions Village Title Notice”) to Seller and Title Company of any matters shown on the Champions Village PTR and/or the Updated Champions Village Survey which are not satisfactory to Purchaser. If Seller has not received such written notice a Title Notice from Purchaser by the Title Notice Date or the Champions Village Title Notice Date, as applicable, Purchaser shall be deemed to have unconditionally approved of the specific exceptions condition of title to title expressly provided in the PTRs Property and all matters revealed in the Updated SurveysSurvey, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreementbelow. Except as expressly provided hereinin Section 6.2(c) of this Agreement, Seller shall have no obligation whatsoever to expend or agree to expend any funds, to undertake or agree to undertake any obligations, or otherwise to cure or agree to cure any title objections. To the extent Purchaser timely delivers a Title Notice and a Champions Village Title Notice, then Seller shall deliver, no later than June 17November 20, 2016 as to the Title Notice and no later than July 7, 2016 as to the Champions Village Title Notice2018, written notice to Purchaser and the Title Company identifying which disapproved items, if any, Seller shall be obligated undertake to cure by Closing (by either having the same removed as an exception in the applicable PTR or by otherwise obtaining affirmative insurance over the same as part of the final Title Policy, such affirmative insurance to be Policy and in a manner reasonably acceptable to Purchaser in its sole and absolute discretionPurchaser) (“Seller’s Response”). If Seller does not deliver Seller’s Response prior to such date, Seller shall be deemed to have elected to not remove or otherwise cure any exceptions disapproved by Purchaser. If Seller elects, or is deemed to have elected, not to remove or otherwise cure an exception disapproved in Purchaser’s Title Notice or Purchaser’s Champions Village Title Notice, Purchaser shall have until June 21, 2016 as to the Title Notice and until the Contingency Date as to the Champions Village Title Notice to (i) deliver a written notice terminating this Agreement (“Termination Notice”) to Seller and the Title Company terminating this Agreement as set forth in Section 5.4 aboveCompany, or (ii) waive any such objection to the PTRs PTR and the Updated Surveys Survey (whereupon such objections shall be deemed Permitted Exceptions for all purposes hereof, except that in no event shall Purchaser ever be deemed to waive any Must-Cure Matters). If Seller and the Title Company have not received a Termination Notice from Purchaser by June 21, 2016 as to the Title Notice and by the Contingency Date as to Date, or if Purchaser delivers an Approval Notice on or before the Champions Village Title NoticeContingency Date, such failure to deliver same Purchaser shall be deemed Purchaser’s waiver of to have waived all such objections to the PTRs PTR and the Updated Surveys Survey, except that Seller did not agree in no event shall Purchaser ever be deemed to cure by Closing, subject to Seller’s obligations set forth in Section 6.2(c) below and as otherwise expressly provided in this Agreementwaive any Must-Cure Matters.