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iMaMMIMIN ►OI <br />Premises issued by Escrow Holder with policy limits equal to the Purchase Price and <br />insuring title to the Premises in the condition set forth above and otherwise vested in <br />Lessee. Lessee shall have the right to request issuance of an ALTA extended coverage <br />owner's policy of title insurance and any endorsements it may require, but the Closing <br />shall not be delayed or conditioned on the issuance of same. Lessee shall obtain, at its <br />sole cost and expense, any survey required to obtain any such extended coverage Title <br />insurance, and the obtaining or failure to obtain any such survey shall not delay the <br />Closing. <br />69.13. Additional Closing Documents. As part of the Closing, the parties shall execute and <br />deliver the following additional documents to the Escrow Holder: <br />a) Lessor and Lessee shall execute and deliver an Assignment and Assumption of <br />Lease; <br />b) Lessor shall execute and deliver a Bill of Sale and General Assignment; <br />c) Lessor shall execute and deliver a Transferor's Certification of Non -Foreign <br />Status, together with a California Form 593-C, reflecting that no tax withholding <br />is required; and <br />d) Lessor and Lessee shall deliver such additional, customary escrow closing <br />documents and instruments as Escrow Holder shall reasonably require, including <br />appropriate evidence of authority and a customary owner's affidavit. <br />The Grant Deed and those documents specified in Paragraphs 69.13 (a), (b) and (c) shall <br />be prepared by Lessor and delivered to Lessee for review and approval not later than ten <br />(10) days prior to the Scheduled Closing Date. The exact form and content of such <br />documents shall be subject to good faith negotiation by Lessor and Lessee and the failure <br />of Lessor and Lessee to agree upon the form of such documents not later than 2 Business <br />Days prior to the Scheduled Closing Date shall constitute the failure of a condition of <br />closing, and either party shall then have the right to terminate the Purchase Option and <br />the sale of the Premises. <br />69.14. Proration and Credits. Pursuant to the terms of the Lease, all real property taxes and <br />assessments and utilities are to be paid by Lessee and as such no proration for the same <br />are to be made. <br />69.15. Closing Costs. Lessor shall pay for (a) all premiums for the ALTA standard coverage <br />portion of the Title Policy, (b) one-half ('/z) of all Escrow fees and costs, (c) all sales and <br />gross receipts taxes, (d) all documentary transfer and/or stamp taxes, if any, and (e) <br />Lessor's share of prorations, if any. Lessee shall pay for (i) all premiums for the ALTA <br />extended coverage portion of the Title Policy and any endorsements requested by Lessee, <br />(ii) all costs relating to the survey and all reports, studies, inspections, investigations and <br />all other costs and expenses incurred by Lessee in connection with its review of any <br />materials, documents, materials, the Premises and other such due diligence conducted by <br />Lessee, (iii) any document recording fees and charges, (iv) one-half ('/z) of all Escrow <br />fees and costs, and (v) Lessee's share of prorations, if any. Lessor and Lessee shall each <br />pay for all of its respective legal and professional fees and fees of other consultants <br />incurred by such respective party, and if Lessee shall finance any of the Purchase Price, <br />Lessee shall pay all costs and expenses incurred or arising in connection with such <br />65B-97 <br />