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A TRUE COPY CERTIFICATION ON LAST PAGE J.R. SMITH, CLERK any other person or party shall have any claim for specific performance, damages, or otherwise against the County; or (ii) waive the County's default and proceed to Closing. 5.2 In the event the City shall fail to perform any of its obligations hereunder, the County shall, at its sole option, be entitled to: (i) terminate this Agreement by written notice delivered to the City at or prior to the Closing Date and thereupon neither the County nor any other person or party shall have any claim for specific performance, damages or otherwise against the City; or (ii) obtain specific performance of the terms and conditions hereof; or (iii) waive the City's default and proceed to Closing: 6. Closing. 6.1 The closing of the transaction contemplated herein ("Closing" and "Closing Date") shall take place on or before April 15, 2019. The parties agree that the Closing shall be as follows: (a) The City shall execute and deliver to the County a warranty deed conveying marketable title to the Property, free and clear of all liens and encumbrances and in the condition required by paragraph 3. (b) If the City is obligated to discharge any encumbrances at or prior to Closing and fails to do so, County may use a portion of Purchase Price funds to satisfy the encumbrances. (c) The City and the County shall each deliver to the other such other documents or instruments as may reasonably be required to close this transaction. 6.2 Taxes. All taxes and special assessments, if any, which are a lien upon the property on or prior to the Closing Date (except current taxes which are not yet due and payable) shall be paid by the City. 7. Personal Property. 7.1 The City shall have removed all of its personal property, equipment and trash from the Property. The City shall deliver possession of the Property to County vacant and in the same or better condition that existed at the Effective Date hereof. 7.2 The City shall deliver at Closing all keys to locks and codes to access devices to County, if applicable. 8. Closing Costs; Expenses. County, or its agent, shall be responsible for preparation of all Closing documents. 8.1 County shall pay the following expenses at Closing: 8.1.1 The cost of recording the warranty deed and any release or satisfaction obtained by the City pursuant to this Agreement. 8.1.2 Documentary Stamps required to be affixed to the warranty deed. 4