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(e) Other Prorations. In addition to the previously stated adjustments and prorations at Closing the parties shall also make such adjustments and prorations to the Purchase Price as are customary and usual in transactions similar to the transaction contemplated by this Agreement. (f) Reproration and Post -Closing Adjustments. In the event that any adjustments or prorations (other than real estate taxes) cannot be apportioned or adjusted at Closing by reason of the fact that final or liquidated amounts have not been ascertained, or are not available as of such date, the parties hereto agree to apportion or adjust such items on the basis of their best estimates of the amounts at Closing and to re -prorate any and all of such amounts promptly when the final or liquidated amounts are ascertained. In the event of any omission or mathematical error on the closing statement, or if the prorations, apportionments and computations shall prove to be incorrect for any reason, the same shall be promptly adjusted when determined and the appropriate party paid any monies owed. This provision shall survive the Closing. 3.4 Costs and Expenses. Buyer shall pay all escrow fees, all costs of recording, all documentary stamp, transfer and similar taxes, the title insurance premium for any title insurance policy and endorsements requested or required by Buyer, the costs of any survey or survey update obtained by Buyer, the cost of obtaining the Title Commitment, and the costs of all lien searches and other due diligence expenses in connection with the issuance of a title insurance policy. Attorneys' fees, consulting fees, and other due diligence expenses shall be borne by the party incurring such expense. The provisions of this Section shall survive the Closing. ARTICLE IV TITLE 4.1 Evidence of and Encumbrances upon Title. [X] Buyer [ ] Seller [check appropriate box] shall order a Title Commitment within five (5), Business Days of the Effective Date, and upon receipt thereof shall promptly deliver a copy of the Title Commitment to the other party. The Title Commitment shall be the basis upon which Buyer reviews the status of title to the Real Property. Buyer may deliver to Seller written' objections to exceptions contained in the Title Commitment on or before the fifth (5th) Business Day prior to the Feasibility Date; provided, however, the following shall be deemed "Acceptable Encumbrances" and Buyer shall not have the right to object to Acceptable Encumbrances: (a) Real property taxes and assessments for the year in which the sale and purchase shall be closed, which shall be prorated as provided for herein; (b) The standard printed exceptions contained in owner's title insurance policies; (c) Zoning and other regulatory laws and ordinances affecting the Property; (d) Conditions, easements and restrictions of record; (e) Any other matters of record that do not render title unmarketable; and MIAMI 2957652.8 79037/33274 8