Agreement Of Purchase And Sale (Page 13 of 30) in pdf

7.3.5

Additional Documents. Any additional documents that Title Company or the

Title Company may reasonably require for the proper consummation of the transaction contemplated by

this Agreement (provided, however, no such additional document shall expand any obligation, covenant,

representation or warranty of Seller or result in any new or additional obligation, covenant, representation

or warranty of Seller under this Agreement beyond those expressly set forth in this Agreement).

7.4

Purchaser’s Deliveries in Escrow. As of or prior to the Closing Date, Purchaser shall

deliver in escrow to Title Company the following:

7.4.1

Bill of Sale, Assignment and Assumption. The Assignment, executed and

acknowledged by Purchaser;

7.4.2

Additional Documents. Any additional documents that Seller, Title Company

or the Title Company may reasonably require for the proper consummation of the transaction

contemplated by this Agreement (provided, however, no such additional document shall expand any

obligation, covenant, representation or warranty of Purchaser or result in any new or additional

obligation, covenant, representation or warranty of Purchaser under this Agreement beyond those

expressly set forth in this Agreement).

7.5

Closing Statements. As of or prior to the Closing Date, Seller and Purchaser shall

deposit with Title Company executed closing statements consistent with this Agreement in the form

required by Title Company.

7.6

Purchase Price. At or before 1:00 p.m. local time on the Closing Date, Purchaser shall

deliver to Title Company the Purchase Price, less the Earnest Money that is applied to the Purchase Price,

plus or minus applicable prorations, in immediate, same-day U.S. federal funds wired for credit into Title

Company’s escrow account, which funds must be delivered in a manner to permit Title Company to

deliver good funds to Seller or its designee on the Closing Date (and, if requested by Seller, by wire

transfer); if Title Company is unable to deliver good funds to Seller or its designee on the Closing Date,

then the closing statements and related prorations will be revised as necessary.

7.7

Possession. Seller shall deliver possession of the Property to Purchaser at the Closing

subject only to the Permitted Exceptions.

7.8

Delivery of Books and Records. After the Closing, Seller shall leave at the Real

Property to the extent in Seller’s possession or control: maintenance records and warranties; plans and

specifications; licenses, permits and certificates of occupancy; copies or originals of all books and records

of account, contracts, unpaid bills and other papers or documents which pertain to the Property, keys, and

other items, if any, used in the operation of the Property.

ARTICLE 8 - Prorations, Deposits, Commissions

8.1

Prorations. At Closing, the following items shall be prorated as of the date of Closing

with all items of income and expense for the Property being borne by Purchaser from and after (but

including) the date of Closing: Fees and assessments; prepaid expenses and obligations under Service

Contracts; accrued operating expenses; real and personal ad valorem taxes (“Taxes”); and any

assessments by private covenant for the then-current calendar year of Closing. Specifically, the following

shall apply to such prorations:

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H-Earnest Money Contract

Agreement Of Purchase And Sale Page 13

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