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7. Closing. <br /> 7.1 The closing of the transaction contemplated herein ("Closing" and "Closing Date") <br /> shall take place within 45 days following the Effective Date of this Agreement. The parties <br /> agree that the Closing shall be as follows: <br /> (a) The Seller shall execute and deliver to the County a warranty deed conveying <br /> marketable title to the Property, free and clear of all liens and encumbrances and in the <br /> condition required by paragraphs 3 and 4. <br /> (b) The Seller shall have removed all of its personal property and equipment from the <br /> Property and Seller shall deliver possession of the Property to County vacant and in the <br /> same or better condition that existed at the Effective Date hereof. <br /> (c) If Seller is obligated to discharge any encumbrances at or prior to Closing and fails <br /> to do so, County may use a portion of Purchase Price funds to satisfy the encumbrances. <br /> (d) If the Seller is a non-resident alien or foreign entity, Seller shall deliver to the <br /> County an affidavit, in a form acceptable to the County, certifying that the Seller and any <br /> interest holders are not subject to tax under the Foreign Investment and Real Property Tax <br /> Act of 1980. <br /> (e) The Seller and the County shall each deliver to the other such other documents or <br /> instruments as may reasonably be required to Close this transaction. <br /> 7.2 Taxes. All taxes and special assessments which are a lien upon the property on or <br /> prior to the Closing Date (except current taxes which are not yet due and payable)shall be <br /> paid by the Seller. <br /> 8. Closing Costs; Expenses. County or its Agent, shall be responsible for preparation <br /> of all Closing documents. <br /> 8.1 County shall pay the following expenses at Closing: <br /> 8.1.1 The cost of recording the warranty deed and any release or satisfaction <br /> obtained by Seller pursuant to this Agreement. <br /> 8.1.2 Documentary Stamps required to be affixed to the warranty deed. <br /> 8.1.3 All costs and premiums for the owner's marketability title insurance <br /> commitment and policy, if any. <br /> 8.2 Seller shall pay the following expenses at or prior to Closing: <br /> 130 <br />