Contracts & Agreements_50-1994 - Laserfiche WebLink

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3. STOCK Seller shall, at least one (1) business day prior to the Close of Escrow, deliver to Escrow Holder the 34 shares of East Pioneer Mutual water stock along with any necessary executed documents by Seller for the conveyance of the Stock to Buyer at the Close of Escrow, 4. CONDITIONS OF PURCHASE Buyer's obligation to perform this Agreement and acquire the Property and Stock shall be subject to the satisfaction of the following conditions, which are for Buyer's benefit only. In the event any of the following contingencies are not satisfied within the specified time limit(s), Buyer may, at its sole option, either waive such conditions or terminate this Agreement. 4.1 Approval of Title, Promptly after execution of this Agreement by Seller and Buyer, Escrow Holder shall deliver to Buyer a current preliminary title report ("PTR") covering the Property from the Title Company. Buyer shall have fifteen (15) days after receipt of the PTR to approve or • disapprove the status of title to the Property as disclosed in the PTR. Any disapproval of status of title shall be within the reasonable discretion of Buyer and shall be limited to monetary encumbrances and covenants, conditions, restrictions, and easements of record which adversely affect the intended use of the Property. Any exception not disapproved in writing within the fifteen (15) day period shall be deemed approved by Buyer, and shall constitute a permitted exception hereunder. Any objection to a title exception shall be in writing, and Seller shall thereafter have seven (7) days within which to use reasonable efforts to cure or to provide assurance of the cure of the title defect and cause such item to be removed from the title policy to be issued at Close of Escrow. The term "reasonable efforts," as used in this Paragraph 4.1, shall not include any obligation of Seller to spend any money or to file a lawsuit or maintain any legal action to correct any exceptions within the seven (7) day period. Seller shall notify Buyer, in writing, of any disapproved title exceptions which Seller is unable to cause to be removed prior to or at Closing. Buyer shall then, within five (5) business days thereafter, elect by giving written notice to Seller and Escrow Holder (i) to terminate this Agreement, or (ii) to waive its disapproval of such exceptions, in which case such exceptions shall then be deemed to be permitted exceptions. Buyer's failure to give such notice shall be deemed an election to terminate this Agreement. In the event Buyer elects to terminate this Agreement, both Parties shall be, relieved from any furtherb liabilities and/or obligations under this Agreement. 4.2 Inspections. Buyer or Buyer's agent shall have the right to physically inspect and perform such tests, including an environmental investigation, and to perform such zoning and economic feasibility and suitability studies (hereinafter collectively "Inspections") on the Property as Buyer deems necessary. All Inspections shall be done at Buyer's sole cost and expense. Upon completion of such Inspections, the Property shall be returned to its original condition. Buyer shall have the right, in the exercise of its good faith discretion, to approve or disapprove of the condition of the Property as disclosed in such Inspections within thirty (30) days from the Effective Date of this Agreement. Any disapproval of the condition of the Property shall be in writing and given to MPI IOLE 2 •