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DRAFT <br />escrow instructions and shall be subject to the usual conditions of acceptance of the Escrow Agent, insofar as <br />the same are not inconsistent with any of the terms hereof. <br />3.2 — Title /Survey. As soon as practicable after the Effective Date, Buyer shall obtain from the Title <br />Company a commitment (the "Commitment ") to issue an ALTA Owner's Policy of Title Insurance in an <br />amount equal to the appraised value of the Property (the "Title Policy "). Buyer shall have the right to order <br />and obtain, at its expense, a survey of the Property (the "Survey "). The Survey shall be certified to Seller, <br />Seller's counsel, Buyer and the Title Company. The Survey shall be in form and substance sufficient to delete <br />the standard survey exception from the Title Policy. On or before the Closing Date, Seller shall execute and <br />deliver to the Title Company an affidavit to delete the standard printed exception for mechanic's liens from <br />the Title Policy. It shall be a condition precedent to Buyer's obligation to purchase the Property that the Title <br />Company can and will, on the Closing Date, issue the Title Policy in accordance with the Commitment and <br />subject only to the Permitted Exceptions (as hereinafter defined). <br />SECTION d - CONVEYANCE. On the Closing Date, the Escrow Agent shall pay the Purchase Price to Seller <br />and Seller shall convey title to the Property by limited warranty deed (the "Deed "), free and clear of all liens <br />and encumbrances, except the following (collectively, the "Permitted Exceptions "): (i) all real estate taxes <br />and assessments, both general and special ( "Taxes "), if any, not yet due and payable; (ii) declarations, <br />conditions, covenants, restrictions, easements, rights of way and other similar matters of record; (iii) zoning <br />and building ordinances; (iv) those matters which would be disclosed by an accurate survey of the Property; <br />and (v) the restrictions set forth on attached Exhibit B. <br />SECTION 5 - PRORATION AND CLOSING COSTS. <br />5.1 - Costs to be Paid by Buyer. Buyer shall pay or be charged with the following costs and expenses <br />in connection with this transaction: <br />a) all state transfer taxes and conveyance fees, if anv, on the sale and transfer of the Property; and <br />b) the escrow fee and the reasonable closing fees charged by Title Company; <br />c) the cost of recording the Deed; <br />d) the cost of the title examination, the Commitment, and the premium for the Title Policy, <br />including the cost of any endorsements thereto; <br />e) the cost of the Survey, if obtained; and <br />I) all costs incurred by Buyer in connection with its due diligence or any other activities related <br />to this Agreement and /or the Property. <br />SECTION 6 - POSSESSION AND CLOSING. The transaction contemplated herein shall be closed at the <br />office of the Escrow Agent at such time and on such date as may be agreed upon by Buyer and Seller; <br />provided, however, that the closing shall occur on or before 3:00 PM (EST) on October 31, 2013. The time <br />and date of such closing is referred to herein as the "Closing Date" or the "Closing ". To effect the Closing, <br />Seller shall execute and deliver to the Escrow Agent (i) the Deed, (ii), a title affidavit reasonably required by <br />Title Company that will enable Buyer to obtain the Title Policy free of any general exception for either <br />