Legal Title Instructions

LEGAL TITLE INSTRUCTIONS

This Legal Title Instructions (the "Instructions") is made and entered into as of by and between Seller Name: (the "Seller") and Buyer Name: (the "Buyer"), with Escrow/Title Agent: (the "Escrow Agent"), regarding the real property commonly known as: .

RECITALS

WHEREAS, Seller is the legal owner of the property described in the Legal Description below and desires to convey fee simple title to Buyer subject to the terms of a separate purchase agreement and these Instructions; and

WHEREAS, Buyer requires clear marketable title and evidence of title in the form of a title insurance commitment and related documents as a condition to closing; and

WHEREAS, the parties desire to set forth the instructions to Escrow Agent for the issuance of title, disposition of funds, payoff of encumbrances and recording of documents at closing.

NOW THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the parties agree as follows:

1. DEFINITIONS

For purposes of these Instructions, the following terms have the meanings set forth below: "Closing" means the consummation of the conveyance and exchange of funds; "Deed" means the conveyance instrument to be recorded; "Title Commitment" means the preliminary report or commitment to issue an owner's title insurance policy.

2. CLOSING DATE AND LOCATION

The Closing shall occur on or before at the offices of Escrow Agent unless otherwise mutually agreed in writing. Time is of the essence with respect to the Closing Date.

3. LEGAL DESCRIPTION

4. PURCHASE PRICE AND FUNDS

The total purchase price is $. At Closing Buyer shall deliver funds in cleared funds by wire transfer or cashier's check as set forth in Section 6.

5. VESTING; FORM OF DEED

Seller shall convey title to Buyer by general warranty deed (or other deed acceptable to Buyer) vesting title in the name of: . The deed shall contain the form of vesting and any tenancy details required by Buyer and shall be in recordable form at Closing.

6. TITLE INSURANCE, EXCEPTIONS AND SURVEY

Escrow Agent shall obtain a Title Commitment for an owner's policy in the amount of the purchase price, subject only to those exceptions approved in writing by Buyer. Seller shall cooperate to remove or satisfy liens and encumbrances described in the Title Commitment that are Seller's responsibility to cure prior to or at Closing.

7. PAYOFFS, LIENS AND PRORATIONS

Seller shall provide an itemized statement of all outstanding liens, assessments, homeowner association dues, and mortgages to be paid at Closing. All real property taxes, rents, utilities and assessments shall be prorated as of the Closing Date unless otherwise agreed in writing.

8. CLOSING FUNDS AND WIRE INSTRUCTIONS

All funds required for Closing shall be provided in immediately available funds. Buyer shall deliver wire instructions to Escrow Agent and confirm receipt directly with Escrow Agent by telephone prior to wiring. Escrow Agent shall have no liability for funds sent to account numbers inconsistent with the written wire instructions provided and confirmed under this paragraph.

Wire Confirmation Required: Buyer and Seller acknowledge that confirmation of wire instructions by telephone or a secondary method is required and that Escrow Agent shall not be liable for misdirected wires resulting from failure to confirm.

9. RECORDING AND DELIVERY

Escrow Agent shall record the deed and any other documents required to be recorded timely following receipt of closing funds. Recording fees, transfer taxes and any documentary stamps shall be paid as provided in the purchase agreement, except as otherwise agreed in writing by the parties.

10. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants to the other that such party has the full right, power and authority to enter into these Instructions and to perform its obligations hereunder. Seller represents that there are no undisclosed liens, leases, or easements other than those disclosed in the Title Commitment, and that no action is pending which would impair Seller's ability to convey marketable title.

11. INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other parties and Escrow Agent from and against any loss, cost or expense (including reasonable attorneys' fees) arising from any breach of the representations, warranties or obligations of the indemnifying party under these Instructions.

12. NOTICES

All notices required or permitted hereunder shall be in writing and delivered by personal delivery, nationally recognized overnight courier, or certified mail, return receipt requested, to the addresses set forth below or such other addresses as the parties may designate in writing.

13. AMENDMENTS; WAIVER

These Instructions may be amended or modified only by a written instrument signed by the parties. No waiver by any party of any breach or default shall be deemed a waiver of any other breach or default.

14. GOVERNING LAW

These Instructions shall be governed by and construed in accordance with the laws of the state in which the Property is located, without regard to its conflict of laws rules.

15. ENTIRE AGREEMENT

These Instructions, together with any documents expressly incorporated herein, constitute the entire agreement among the parties with respect to the subject matter hereof and supersede all prior agreements and understandings, whether written or oral.

16. SEVERABILITY

If any provision of these Instructions is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect and the invalid or unenforceable provision shall be reformed to the extent necessary to make it enforceable while preserving the parties' intent.

17. COUNTERPARTS

These Instructions may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by electronic means shall be effective as originals.

18. ADDITIONAL PROVISIONS

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