Kimberly Clark Worldwide Inc 12/28/2005

acknowledged by Seller, conveying to Purchaser title to the Property, subject to the Permitted Encumbrances. b. An Affidavit("Affidavit")that Seller is not a"foreign person"as defined in Section 1445 of the Internal Revenue Code of 1986, as amended. • c. Evidence reasonably satisfactory to Purchaser and the Title Company that Seller (and the person executing the closing documents on behalf of Seller) has full right, power, and authority to perform this Agreement and complete the Closing hereunder. d. The Phase I Environmental Assessment Report on the Property prepared by Delta Environmental Consultants, Inc. that complies with ASTM standards. An electronic copy may be provided as long as a hardbound copy is provided not later than ten days after Closing. e. An environmental MOU in form and substance identical to that attached hereto as Exhibit"G" executed by Seller. 2. Purchaser, at Purchaser's sole cost and expense,shall deliver or cause to be delivered to Title Company, as escrow agent, for the immediate disbursement and delivery by the Title Company as hereinafter set forth, the following: a. Immediately available funds in the form of a federal wire transfer, certified or cashier's check or such other means of funding acceptable to Title Company in an amount equal to the cash portion of the Purchase Price plus such additional funds as may be necessary to pay for the costs charged to Purchaser under Section 4D below. b. License agreements ("Licenses") granting to Seller certain rights to use various portions of the Property for certain terms, all as more particularly described on the attached Exhibit"C" attached hereto. c. The Note and Deed of Trust evidencing Purchaser's obligation to pay to Seller the deferred portion of the Purchase Price. d. Evidence reasonably satisfactory to Seller and the Title Company that Purchaser (and the person executing the closing documents on behalf of Purchaser) has the full right, power, and authority to perform this Agreement and the Closing hereunder. e. An environmental MOU in form and substance identical to that attached hereto as Exhibit"G" executed by Purchaser. 3. At Purchaser's sole cost and expense, Title Company shall issue to Purchaser an Owner Policy of Title Insurance (or a binding commitment to so issue with the actual title policy to be delivered within a reasonable period of time after the Closing)("Owner Policy") in the amount of the Purchase Price insuring that, after the completion of the Closing, Purchaser is the owner of indefeasible fee simple title to the Property,subject to the Permitted Encumbrances and all of the standard printed exclusions and exceptions included in a Washington Standard Form Owner Policy of Title Insurance; provided, however, if Purchaser so desires and if Purchaser has delivered a Survey acceptable to the Title Company for such purposes,then the survey exception as to areas and boundaries may,at the option and sole expense of Purchaser, be limited to"shortages in area". -3 -