Agmt26 1900 Broadway Owner, LLC - Laserfiche WebLink

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City shall have no obligation to remove any title exceptions. If Buyer delivers any notice of objection to any matter contained in the Title Documents, the City Manager, on behalf of the City, shall, within five (5) business days after receipt of such objection, notify Buyer and Escrow Holder in writing, whether the City is willing or unwilling to remove or satisfy such matter objected to by Buyer on or before Closing. If the City indicates its unwillingness to remove any matter objected to by Buyer, or if the City fails to respond to Buyer's notice of objection (which shall be deemed as the City's unwillingness to remove any and all matters objected to by Buyer), Buyer shall, within five (5) business days after receipt of such written notice from the City, or the City's failure to respond, as applicable, notify the City and Escrow Holder in writing of Buyer's election either to (i) terminate this Agreement, at which time this Agreement shall terminate, the Deposit shall revert to Buyer, and the Parties shall have no further obligations or rights to one another under this Agreement, unless otherwise specifically stated, or (ii) proceed with this transaction and waive Buyer's objections. If, however, the City indicates its willingness to attempt to remove any matter objected to by Buyer, the City shall use commercially reasonable efforts to cause such matter to be removed on or before the Closing. If at or before the Closing such matter has not been removed by the City, Buyer may notify the City and Escrow Holder in writing of Buyer's election to either (i) terminate this Agreement, at which time this Agreement shall terminate, the Deposit (including any accrued interest thereon) shall revert to Buyer, and the Parties shall have no fiu-ther obligations or rights to one another under this Agreement, unless otherwise specifically stated, or (ii) proceed with this transaction and waive Buyer's objections. Should Escrow Holder issue any amendment to the Title Documents following the expiration of Buyer's Inspection Period ("Amended Title Documents"), and should such Amended Title Documents disclose any additional title matters or changes in the legal description or additional requirements of Buyer, Buyer shall be entitled to approve or object to any such matter by delivering written notice of such approval or objection to the City and Escrow Holder on or before the date that is three (3) business days after Escrow Holder has delivered to Buyer the Amended Title Documents, and the Parties shall follow the objection procedures outlined hereinabove in connection with any such objections by Buyer in connection with the Amended Title Documents. (ii) Conduct any and all non-destructive inspections, investigations, tests and studies with respect to the City Property as Buyer may elect to make or maintain. The cost of any such inspections, tests and/or studies shall be bome solely by Buyer. (iii) During the Inspection Period, Buyer and Buyer's employees, agents, contractors, subcontractors and consultants (collectively, "Buyer's Representatives") shalI have the right to enter upon the City Property, at 5 ATTY/AGR.2026.203/KILROY 1900 BROADWAY CITY PARCELS PURCHASE AND SALE AGREEMENT REV: 07-14-26 VR