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1. Incorporation of Recitals. The recitals of fact set forth above are true and correct <br />and are incorporated into this Agreement in their entirety by this reference. <br />2. Purchase and Sale: Purchase Price. <br />2.1 Purchase and Sale. Seller shall sell the Property to Buyer, and Buyer shall purchase <br />the Property from Seller, subject to the terms and conditions set forth in this Agreement. <br />2.2 Purchase Price. The purchase price of the Property shall be One Hundred Thirty <br />Thousand Dollars ($130,000.00 ). <br />3. Escrow. <br />3.1 Escrow Instructions. Within seven (7) days following the execution of this <br />Agreement by the Parties, Buyer will open an escrow ("Escrow") with Commonwealth Land Title <br />Company, 4100 Newport Place Drive, Suite 120, Newport Beach, CA 92660, Attn: Grace Kim ("Escrow <br />Holder") for the purchase and sale of the Property. The "Opening of Escrow" shall mean the date on <br />which a fully executed copy of this Agreement has been delivered to Escrow Holder. Escrow Holder shall <br />confirm the Opening of Escrow to the Parties in writing. This Agreement constitutes joint escrow <br />instructions to Escrow Holder. The Parties agree to execute such additional instructions consistent with <br />the provisions of this Agreement, which may be required by Escrow Holder. As between the Parties, Buyer <br />and Seller agree that, if there is any conflict between the terms of this Agreement and any Escrow <br />Instructions required by Escrow Holder, the terms of this Agreement shall control. Buyer and Seller shall <br />each furnish Escrow Holder with their respective Federal Tax Identification Numbers and such other <br />information as is reasonably required by Escrow Holder. <br />3.2 Payment of Purchase Price. The Purchase Price for the Property shall be payable at <br />Closing. If Seller has deposited into Escrow all documents and amounts required of Seller to close Escrow, <br />including without limitation, the "Grant Deed" (as defined in Section 3.10 below), and complied with all <br />of Seller's other obligations under this Agreement, then on or before the "Closing Date" (as defined <br />Section 3.3 below) so as not to delay the "Close of Escrow" (as defined Section 3.3 below), Buyer shall <br />deposit into Escrow the following in Acceptable Funds: (a) the Purchase Price and (b) the Escrow closing <br />costs pursuant to the preliminary Escrow Closing statement furnished by Escrow Holder as provided below. <br />3.3 Close of Escrow. Subject to Sections 3.3.1 and 3.3.2, Escrow for the sale of the <br />Property shall close on a date that is no later than thirty (30) days after the opening of Escrow ("Closing <br />Date"), subject to reasonable extension as necessary in order to satisfy the conditions precedent and other <br />requirements for the Close of Escrow. As used in this Agreement, "Close of Escrow" shall mean the date <br />on -which the "Grant Deed" conveying fee title to the Property to Buyer is recorded in the Orange County <br />Recorder's Office. <br />3.3.1 Conditions Precedent to Buyer Obligation to <br />Close. Buyer's obligation to close Escrow and purchase the Property is <br />expressly conditioned on the satisfaction of the conditions listed in this <br />Section 3.3.1. If any such condition is not satisfied or waived by Buyer at or <br />prior to the Close of Escrow, for any reason other than a default by Buyer, Buyer <br />may, in its sole discretion and without limiting any of Buyer's legal remedies or <br />-2- <br />