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4. Closing. <br /> 4.1 Time for Closing. The sale shall be closed in the office of Rainier <br /> Title Company, 2722 Colby Ave, Suite #125, Everett, WA 98201 ("Closing Agent") on <br /> a business day selected by Buyer which shall be on or before January 31, 2008. At <br /> least one (1) business day prior to closing, Buyer and Seller shall deposit in escrow <br /> with Closing Agent all instruments, documents and monies necessary to complete the <br /> sale in accordance with this Agreement. As used herein, "closing" or "date of closing" <br /> means the date on which all appropriate documents are recorded and proceeds of sale <br /> are available for disbursement to Seller. <br /> 4.2 Closing Costs. On closing, Buyer shall pay real estate excise <br /> taxes, if any; sales tax, if any; and all of Closing Agent's escrow fee. Buyer shall also <br /> pay the cost of the premium for the title insurance policy and recording the deed. <br /> Seller to pay only prorated items as set forth in Section 4.3 below. Buyer and Seller <br /> shall prepare a real estate excise tax affidavit seeking a waiver of the real estate excise <br /> tax under RCW 82.45.010(3) and WAC 458-61-420(1)(c). <br /> 4.3 Prorations. All normal and customarily proratable items, including <br /> without limitation, real estate and personal property taxes; utility bills; service contracts; <br /> rents (including operating expense reimbursements) for the month of closing; and any <br /> contract payments (with respect to contracts Buyer elects to assume, if any), shall be <br /> prorated as of the date of closing, on the basis of a 365 day year, Seller being charged <br /> and credited for all of same up to the closing date and Buyer being charged and <br /> credited for all of same on and after such date. If the actual amounts to be prorated <br /> are not known as of the closing, the prorations shall be made on the basis of the best <br /> evidence then available, and thereafter, when actual figures are received, a cash <br /> settlement will be made between Seller and Buyer. All tenant deposits held by Seller <br /> shall be credited against the Purchase Price or paid to Buyer at closing. No prorations <br /> shall be made in relation to delinquent rents existing as of the closing (i.e., rents for <br /> months prior to the month of closing), but Buyer shall cooperate in good faith with <br /> Seller's attempts to collect the same after closing. Seller shall retain the rights to any <br /> delinquent rents existing as of closing and shall be entitled to pursue all available <br /> remedies for collection thereof other than locking out or evicting any tenant. With <br /> respect to rents (including operating expense reimbursements) for the month of closing <br /> collected by Buyer after closing, Buyer shall remit Seller's pro rata portion thereof to <br /> Seller promptly after collection by Buyer. <br /> 4.4 Possession. Buyer shall be entitled to possession on closing. <br /> 5. Conveyance of Title. At closing, Seller shall convey to Buyer fee simple title <br /> to the Real Property by executing and delivering to Buyer the following documents: <br /> 5.1 Deed. A statutory warranty deed in the form of the attached <br /> Exhibit B, executed and acknowledged by Seller, conveying good and marketable title <br /> to the Property to Buyer, free and clear of all defects, liens, easements, encroachments <br /> {Client Files\14653\S574091.DOC) <br />