9001-18 Authorize Purchase Agreement for Hilliard Square Theater

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;i 3.3 Deliveries by Purchaser. Al the Closing, Purchase C shall deliver the following; i (a) the Purchase Price; (b) a single counterpart of the closing statement provided by the Escrow Agent; and (c) any other documents, instruments and writings (either executed counterparts or otherwise) required or reasonably requested by Seller to be delivered by Purchaser pursuant to this Agreement for the due transfer of the Property to Purchaser, free and clear of all Liens, other than Permitted Exceptions, each in form and substance reasonably satisfactory to Purchaser. 3.4 Possession. Seller shall deliver possession of the Property, and Purchaser shall have the right to take possession of the Property, upon Closing. 3.5 Closing Costs. Purchaser shall pay for the prepqation of the Deed and other closing documents deemed necessary by Purchaser. Purchaser shall ;pay for any title insurance premiums (including any endorsements) and examination or•.s search fees necessary or in connection with the issuance of the Title Policy, any mortgage:q -stamp tax, transfer taxes and fees, the costs of a land survey. Other costs associated with; the Closing and transactions contemplated under this Agreement shall be allocated as provided elsewhere in this Agreement. ARTICLE 4 CLOSING CONDITIONS ; Purchaser's obligation to consummate the transactions contemplated by this Agreement is subject to the satisfaction at or prior to the Closing of each of the following conditions: (a) Seller shall have performed all agreements and covenants required by this Agreement to be performed by it prior to or at the Closing Date in all material respects. (b) All representations and warranties of Seller, contained in this Agreement shall be true and correct in all material respects. (c) No order or injunction of any court or administrative agency of competent jurisdiction nor any statute, rule, regulation or executive i prder promulgated by any Governmental Authority of competent jurisdiction shall be in effect as of the Closing which restrains or prohibits the transfer of the Property or the consumnation of any other transaction contemplated hereby. ; (d) Purchaser shall have received all of tlie;.documents required to be delivered by Seller under Section 3.2. r {e) Escrow'Agenf shall -have dclivcrcd the Title Policy to Purchaser (or a binding agreement to issue such Title Policy upon payment of the premium therefor). 4