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6. 2. Items to be Executed and Delivered by Seller at Closing. <br /> 6.2 . 1 . Seller. At the Closing, Seller shall execute (where appropriate) and deliver or <br /> cause to be delivered to Purchaser or the Title Company, the following items : <br /> 6. 2. 1 .(a) A special warranty deed in substantially the form attached hereto as <br /> Exhibit "C", subject only to the Permitted Title Exceptions ; <br /> 6. 2. 1 . (b) A certificate, in the form, or substantially the form, attached as <br /> Exhibit "D", in compliance with Section 1445 of the Internal Revenue Code of 1986, as amended, and <br /> regulations promulgated thereunder (the "Code"), stating under penalty of perjury the Seller's United <br /> States identification number and that Seller is not a "foreign person" as that term is defined in Section <br /> 1445 ; <br /> 6.2. 1 . (c) A seller' s affidavit, in the form, or substantially the form, attached as <br /> Exhibit "E"; <br /> 6. 2. 1 . (d) Four (4) duplicate originals of the closing statement itemizing all <br /> credits between Seller and Purchaser and all closing costs to be disbursed through the escrow account of <br /> the closing agent in connection with the Closing, and setting forth all special stipulations with respect to <br /> the Closing as may be mutually acceptable to Seller and Purchaser, including authorization of and <br /> direction to the closing agent to disburse funds in accordance with said closing statement ; and <br /> 6 .2. 1 . (e) The "marked-up" title commitment referenced in Section 5 .5 (Title <br /> Policy). <br /> 6. 3 . Items to be Executed and Delivered by Purchaser at Closing. <br /> 6. 3 . 1 . At the Closing, Purchaser shall execute (where appropriate) and deliver or cause <br /> to be delivered to Seller or the Title Company, the following items : <br /> 6.3 . 1 .(a) The Purchase Price, subject to all prorations and adjustments as set <br /> forth in this Agreement; <br /> 6.3 . 1 . (b) Four (4) duplicate originals of the closing statement itemizing all <br /> credits between Seller and Purchaser and all closing costs to be disbursed through the escrow account of <br /> the closing agent in connection with the Closing, and setting forth all special stipulations with respect to <br /> the Closing as may be mutually acceptable to Seller and Purchaser, including authorization of and <br /> direction to the closing agent to disburse funds in accordance with said closing statement; and <br /> 6. 3 . 1_ (c ) Appropriate evidence of authorization reasonably satisfactory to the <br /> Title Company regarding the consummation of the transaction contemplated by this Agreement <br /> (including, without limitation, the approval contemplated under Article 4 [Approval By Board of <br /> Commissioners] ) and any other items reasonably requested by the Title Company as administrative <br /> requirements for issuing the Title Policy and consummating the Closing. <br /> 6 .4. Payment of Purchase Price. <br /> Purchaser agrees to deliver the Purchase Price in immediately available United States money by <br /> way of wire transfer to an account or accounts designated by Seller, along with every other document or <br /> item required pursuant to Section 6. 3 (Items to be Executed and Delivered by Purchaser at Closing) above <br /> to be delivered by Purchaser to Seller, at Closing no later than 12:00 noon Eastern Time on the Closing <br /> Date. If Seller shall have failed to receive written confirmation of receipt of a federal wire transfer of <br /> January 8, 2W8 4 <br />