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<br /> <br />including but not limited to attorneys' fees and costs, <br />incurred by Climax as a result of a breach by the Company of <br />any of the foregoing representations or warranties. <br />12. Delivery of Documents. Within 30 days after <br />execution of this Agreement Climax shall deliver to the <br />Company, at Climax's expense, the following documents: <br />(a) a title insurance commitment, issued by Land <br />Title Guarantee Company showing the status of title to and <br />committing to insure ownership in the Land, Reservoir and the <br />Canal Easement, in form and content satisfactory to the <br />Company, together with copies of all exceptions to title shown <br />therein. Such commitment shall name the Company as the <br />proposed insured, in the amount of $8,400,000 on a standard <br />owners' policy, ALTA Form B, 1981, with extended coverage and <br />endorsements for the deletion from Schedule B of standard title <br />policy exceptions 1 through 4 and for protection against damage <br />to improvements now or hereafter constructed on the Property <br />resulting from the rights of a proprietor of a vein or lode to <br />remove ore therefrom (the "Commitment"); <br />(b) a current improvement survey of the Land, <br />Reservoir and the Clinton Canal, dated not more than six months <br />prior to the effective date of this Agreement, which survey <br />shall be certified to the Company, the title company issuing <br />the Commitment, and any entity designated by the Company which <br />will be providing purchase money financing for the Property, by <br />a registered surveyor and in a form acceptable to the Company, <br />showing all existing easements and rights-of-way across and <br />improvements on the Land, Reservoir and Clinton Canal; and <br />(c) a certificate of taxes due covering the Land <br />and Reservoir, prepared by the treasurer of Summit County, <br />Colorado, and an estoppel certificate from the Colorado <br />Department of Revenue acknowledging that no personal property <br />taxes are owed on the Personalty. <br />13. Conditions Precedent. (a) Unless waived in <br />writing by the Company, the Company's obligations to consummate <br />the transactions contemplated herein shall be subject to <br />satisfaction of the conditions set forth below, and a material <br />breach of any of the following conditions, other than the <br />condition set forth in subparagraph (4), shall justify the <br />remedies set forth herein and in Section 15 below: <br />(1) All the representations and warranties • <br />of climax contained in Section 10 or anywhere else in this <br />Agreement shall be true and correct when made and as of the <br />date of the Closing;