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Buyer shall pay the cost of the Title Policy, the Escrow Fees and all <br />documentary transfer fees and recording fees, as may be applicable, and all other costs <br />and expenses incurred related to the purchase of the Property by Buyer (collectively, <br />"Closing Costs"). Seller shall pay all other costs and expenses incurred by Seller <br />related to the sale of the Property. <br />2.5 Deposit of Funds and Documents <br />(a) Prior to Close of Escrow, Buyer shall deposit into Escrow <br />(i) the Escrow Deposit, (ii) all escrow and Closing Costs as described above; (iii) the <br />Closing Payment; and (iv) such other documentation as is necessary to close Escrow; <br />provided, however, that Buyer shall not be required to deposit the Closing Payment until <br />Buyer has been notified by Escrow Holder that (i) Seller has delivered to Escrow Holder <br />each of the documents and instruments to be delivered by Seller in connection with the <br />sale of the Property, (ii) Title Company is irrevocably and unconditionally committed to <br />issue and deliver the Title Policy, and (iii) the only impediment to Close of Escrow is <br />delivery of such amount by or on behalf of Buyer. <br />(b) Prior to the Close of Escrow, Seller shall deposit into Escrow <br />(i) the properly executed grant deed for conveyance of the Property to Buyer; and <br />(ii) such other documents and sums, if any, as are necessary to close Escrow in <br />conformance herewith. <br />2.6 Buyer's Conditions Precedent to Close of Escrow <br />The obligation of Buyer to purchase the Property as contemplated by this <br />Agreement and the Close of Escrow is subject to satisfaction of each of the following <br />conditions: <br />(a) All representations and warranties of Seller set forth in this <br />Agreement shall be true and correct as of the date of the Close of Escrow. <br />(b) Seller shall timely perform all obligations required by the <br />terms of this Agreement to be performed by it. <br />(c) The irrevocable and unconditional written agreement of Title <br />Company to record the grant deed at the Close of Escrow and to issue to Buyer the <br />Title Policy, effective as of the date and time the deed is recorded. <br />(d) Buyer shall have fifteen (15) calendar days from the opening <br />of escrow ("Due Diligence Period"), within which to perform and complete all of Buyer's <br />due diligence examinations, reviews and inspections of all matters pertaining to the <br />Property, including all leases and service contracts, all physical, environmental and <br />compliance matters and conditions respecting the Property, and satisfy its <br />contingencies ("Due Diligence Investigations"). During the term of this Agreement, <br />Seller shall provide Buyer with reasonable access to the Property, as further set forth <br />below. Within five (5) days following the Effective Date, Seller shall deliver to Buyer true <br />and complete copies of any environmental reports, title documents, encumbrances, <br />service contracts, leases, rental agreements, and any other agreements, documents, or <br />5207.01 -PSA -111218R <br />