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145 will not engage in any activity that could result in a mechanic's lien being filed against the Property without
<br />146 Seller's prior written consent. In the event this transaction does not close, (1) Buyer will repair all damages to the
<br />147 Property resulting from the Inspections and return the Property to the condition it was in prior to conduct of the
<br />148 Inspections, and (2) Buyer will, at Buyer's expense release to Seller all reports and other work generated as a
<br />149 result of the Inspections. Should Buyer deliver timely notice that the Property is not acceptable, Seller agrees that
<br />150 Buyer's deposit will be immediately returned to Buyer and the Contract terminated.
<br />151 (c) Walk-through Inspection: Buyer may, on the day prior to closing or any other time mutually agreeable to the
<br />152 parties, conduct a final "walk-through" inspection of the Property to determine compliance with this paragraph and
<br />153 to ensure that all Property is on the premises.
<br />154 8. OPERATION OF PROPERTY DURING CONTRACT PERIOD: Seller will continue to operate the Property and any
<br />155 business conducted on the Property in the manner operated prior to Contract and will take no action that would
<br />156 adversely impact the Property after closing, as to tenants, lenders or business, if any. Any changes, such as renting
<br />157 vacant space, that materially affect the Property or Buyer's intended use of the Property will be permitted X only with
<br />158 Buyer's consent ❑ without Buyer's consent.
<br />159 9. CLOSING PROCEDURE: Unless otherwise agreed or stated herein, closing procedure shall be in accordance with
<br />160 the norms where the Property is located.
<br />161 (a) Possession and Occupancy: Seller will deliver possession and occupancy of the Property to Buyer at
<br />162 closing. Seller will provide keys, remote controls, and any securitylaccess codes necessary to operate all locks,
<br />163 mailboxes, and security systems.
<br />164 (b) Costs: Buyer will pay Buyer's attorneys' fees, taxes and recording fees on notes, mortgages and financing
<br />165 statements and recording fees for the deed. Seller will pay Seller's attorneys' fees, taxes on the deed and
<br />166 recording fees for documents needed to cure title defects. If Seller is obligated to discharge any encumbrance at or
<br />167 prior to closing and fails to do so, Buyer may use purchase proceeds to satisfy the encumbrances.
<br />168 (c) Documents: Seller will provide the deed; bill of sale; mechanic's lien affidavit; originals of those assignable
<br />169 service and maintenance contracts that will be assumed by Buyer after the Closing Date and letters to each
<br />170 service contractor from Seller advising each of them of the sale of the Property and, if applicable, the transfer of its
<br />171 contract, and any assignable warranties or guarantees received or held by Seller from any manufacturer,
<br />172 contractor, subcontractor, or material supplier in connection with the Property; current copies of the condominium
<br />173 documents, if applicable; assignments of leases, updated rent roll; tenant and lender estoppels letters (if
<br />174 applicable); tenant subordination, non -disturbance and attornment agreements (SNDAs) required by the Buyer or
<br />175 Buyer's lender; assignments of permits and licenses; corrective instruments; and letters notifying tenants of the
<br />176 change in ownership/rental agent. If any tenant refuses to execute an estoppels letter. Seller, if requested by the
<br />177 Buyer in writing, will certify that information regarding the tenant's lease is correct. If Seller is an entity, Seller will
<br />178 deliver a resolution of its governing authority authorizing the sale and delivery of the deed and certification by the
<br />179 appropriate party certifying the resolution and setting forth facts showing the conveyance conforms to the
<br />180 requirements of local law. Seller will transfer security deposits to Buyer. Buyer will provide the closing statement,
<br />181 mortgages and notes, security agreements, and financing statements.
<br />182 (d) Taxes and Prorations: Real estate taxes, personal property taxes on any tangible personal property, bond
<br />183 payments assumed by Buyer, interest, rents (based on actual collected rents), association dues, insurance
<br />184 premiums acceptable to Buyer, and operating expenses will be prorated through the day before closing. If the
<br />185 amount of taxes for the current year cannot be ascertained, rates for the previous year will be used with due
<br />186 allowance being made for improvements and exemptions. Any tax proration based on an estimate will, at request
<br />187 of either party, be readjusted upon receipt of current year's tax bill: this provision will survive closing.
<br />188 (e) Special Assessment Liens: Certified, confirmed, and ratified special assessment liens as of the Closing Date
<br />189 will be paid by Seller. If a certified, confirmed, and ratified special assessment is payable in installments, Seller will
<br />190 pay all installments due and payable on or before the Closing Date, with any installment for any period P.xtending
<br />191 beyond the Closing Date prorated, and Buyer will assume all installments that become due and payable after the
<br />192 Closing Date. Buyer will be responsible for all assessments of any kind which become due and owing after Closing
<br />193 Date, unless an improvement is substantially completed as of Closing Date. If an improvement is substantially
<br />194 completed as of the Closing Date but has not resulted in a lien before closing, Seller will pay the amount of the last
<br />195 estimate of the assessment. This subsection applies to special assessment liens imposed by a public body and
<br />196 does not apply to condominium association special assessments.
<br />Buyer/r)_) and Seller ( ) acknowledge receipt of a copy of this page, which is Page 4 of 8 Pages.
<br />CC -6 W5 C2025 Florida Realtorss
<br />Sertal#:Ot6 5617551 ' Form
<br />simplicity
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