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2.3 Condition of Title to Property <br />Seller shall cause the conveyance of title to the Property to Buyer as <br />evidenced by an ALTA Owner's Policy of Title Insurance covering the Property and any <br />easements appurtenant thereto ("Title Policy") issued by Commonwealth Land Title <br />Company ("Title Company") in an amount equal to the Purchase Price. During the Due <br />Diligence Period, Buyer shall have the right to obtain and examine: (i) an ALTA title <br />commitment (the "Title Commitment") binding the Title Company to issue the Title <br />Policy to Buyer; and (ii) an ALTA/ACSM survey of the Property. The Title Policy shall <br />show as exceptions with respect to the Property only matters approved in writing by <br />Buyer, which approval shall be delivered in writing by Buyer to Seller prior to the <br />expiration of the Due Diligence Period. Buyer shall in addition have approved in writing <br />the legal description of the Property to be set forth in the Title Policy prior to the <br />expiration of the Due Diligence Period. At the Close of Escrow, Seller shall cause all <br />standard title exceptions typically appearing on an ALTA title insurance policy, including <br />the gap exception, the exception relating to parties in possession, the survey exception, <br />and all exceptions related to mechanics liens to be deleted from the Title Commitment. <br />2.4 Escrow and Closing Costs <br />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 (ii) such <br />other documents and sums, if any, as are necessary to close Escrow in conformance <br />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 />City of Santa Ana RFP 19-026 <br />Attachment 4 <br />