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8 <br />appropriate documents are recorded, proceeds of sale are available for disbursement to Seller, <br />and all actions have been completed as necessary for the Title Company to deliver the Title Policy <br />to the Buyer in the normal course of the Title Company’s business. If closing does not occur on <br />or before 30 calendar days after the expiration of Feasibility Study Period or on or before any <br />later date mutually agreed to in writing by the Seller and Buyer’s Real Property Manager or <br />designee, Closing Agent shall immediately terminate the escrow, forward the Deposit to the party <br />entitled to receive it as provided in this Agreement and return all documents to the party that <br />deposited them. <br />(b) Seller’s Escrow Deposits. On or before the Closing Date, Seller shall deposit <br />into escrow the following: <br />i. the duly executed and acknowledged Deed; <br />ii. a duly executed and completed Real Estate Excise Tax affidavit in <br />the form required by law; <br />iii. a nonforeign affidavit pursuant to Section 1445 of the Internal <br />Revenue Code; <br />iv. a bill of sale and assignment of contracts, if requested by Buyer, <br />for tangible and intangible personal property in a form as <br />reasonably provided by Buyer; <br />v. an Assignment and Assumption of the Lease, the form of which is <br />attached hereto as Exhibit C. <br />vi. any other documents, instruments, records, correspondence and <br />agreements consistent with the terms of this Agreement as may <br />be required by Closing Agent or the Title Company to close this <br />transaction; <br />vii. Delivery of keys, if any. <br />(c) Buyer’s Escrow Deposits. On or before the Closing Date, Buyer shall <br />deposit into escrow the following: <br />i. cash or immediately available funds in an amount sufficient to pay <br />the Purchase Price, plus Buyer’s share of closing costs, with credit <br />for the Deposit and any other items of credit agreed to in writing <br />by Seller or as provided in this Agreement; <br />ii. a duly executed and completed Real Estate Excise Tax affidavit in <br />the form required by law; <br />iii. the Assignment and Assumption of the Lease <br />iv. a nonforeign affidavit pursuant to Section 1445 of the Internal <br />Revenue Code; and <br />v. any other documents, instruments, records, correspondence and <br />agreements consistent with the terms of this Agreement as may