Real Estate Purchase And Sale Agreement (Non-Residential) (Page 6 of 9) in pdf

presently of record; and easements and encroachments not materially affecting the

value, or unduly interfering with Purchaser’s intended use of the Property, shall not

be deemed to render title unmarketable. Purchaser must provide Notice of any

matters claimed to materially affect the value, or unduly interfere with Purchaser’s

intended use of the Property within the earlier of ten (10) days from the date of title

company’s issuance of the title insurance commitment or Closing, or any objection

will be deemed waived. Encumbrances to be discharged by Seller, as noted in

subparagraph c., shall be paid by Seller on or before Closing.

b. Title Insurance. Seller authorizes Closing Agent, at Seller’s expense, to apply for a

standard form owner’s policy of title insurance, to be issued by the designated title

insurance company. The title policy shall contain no exceptions other than those

contained in said standard form and those consistent with this Agreement.

c. Failure of Title. If title is not marketable or not insurable, as required in this

Section, and despite Seller’s payment of monetary encumbrances (including, but not

limited to, assessments such as GFC’s, CFR;s, ULID’s, RID’s, etc.) and best efforts

to correct title defects prior to Closing, then Purchaser’s sole election shall be to

either waive such defects, or to terminate this Agreement and receive a refund of the

earnest money. Nothing in this provision shall diminish or affect any covenants or

warranties given in any deed or other conveyance at Closing.

9. Closing and Possession.

a. Closing and Possession. Upon demand, Purchaser and Seller will promptly deposit

with the Closing Agent all instruments and monies (in cash or by cashier’s check)

required to complete the transaction in accordance with this Agreement. Closing

shall occur on the closing date, or earlier by mutual agreement. In the event the

transaction cannot be closed by the specified date due to an occurrence, other than a

default, outside the control of Seller or Purchaser (e.g. loan preparation delay), the

parties hereby agree to extend the date of Closing for a period as necessary to remedy

the delaying occurrence. The date of Closing shall not, however, be extended

beyond the Termination Date, unless further extension is agreed to by all parties by

addendum. Closing is defined as the date when appropriate conveyance documents

have been recorded and Seller’s proceeds, if any, are available for disbursement.

Purchaser shall be entitled to Possession at 5:00 p.m. on the stated Possession date.

Possession shall be considered transferred when Purchaser has physical possession of

the Property.

b. Closing Costs and Prorates. Except as specified by applicable statute or regulation,

Closing Agent’s fees shall be shared equally between Purchaser and Seller. Seller

shall pay any real estate excise tax. Taxes for the current year, condominium and

homeowner’s association dues (unless otherwise provided by association rules), if

any, rent, interest, insurance, and water and other utility usage charges constituting

liens shall be prorated as of Closing. Purchaser agrees to pay for remaining fuel in

Real Estate Purchase and Sale Agreement

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Real Estate Purchase And Sale Agreement (Non-Residential) Page 6