Agenda - Economic Development Authority - 08/04/2016

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4. State deed tax. 5. The cost of providing Title Commitment as prescribed in Section 6 6. The cost of providing ALTA Survey as prescribed in Section 5. 7. The cost of real estate broker commission fees as prescribed in Section 15. ii. At Closing Buyer must pay the Purchase Price to Seller and the following costs and expenses: 1. Buyer's portion of prorated property taxes. 2. Buyer's own attorney's fees. 3. One-half the cost of any closing escrow fees. 4. Documentary and recording fees for the deed(s). 5. The cost of the owner's title insurance policy if Buyer elects to purchase an Owner's title insurance policy. e. Possession. Seller must deliver exclusive possession of the Property to Buyer at Closing. 15. REAL ESTATE BROKERS. Seller and Buyer represent and warrant to each other that they have dealt with no brokers, real estate agents, finders or the like in connection with this transaction, other than CBRE, Inc. ("Seller's Broker"), which represents Seller and CRE Partners, which represents Buyer("Buyer's Broker"). Seller shall pay Seller's Broker and Buyer's Broker each a commission payment of 3.5% of the Purchase Price.. Seller and Buyer agree to indemnify each other and to hold each other harmless against all claims, damages, costs or expenses of or for any broker's fees or commissions resulting for their actions or agreements regarding the execution or performance of this Agreement, other than the fees payable to Seller's Broker and Buyer's Broker who shall both be paid by Seller, and will pay all costs of defending any action or lawsuit brought to recover any such fees or commissions incurred by the other party, including reasonable attorney's fees. 16. ASSIGNMENT. This Agreement may not be assigned without the written consent of the non-assigning Party, except that Buyer may, without Seller's consent, assign its rights under this Agreement to a special purpose entity that is managed by Bond E. Oman in which he has not less than a 50% ownership interest. 17. THIRD PARTY BENEFICIARY. There are no third parry beneficiaries of this Agreement, intended or otherwise. 18. JOINT VENTURE. Seller and Buyer, by entering into this Agreement and completing the transactions described herein, shall not be considered joint venturers or partners. 19. CAPTIONS. The paragraph headings or captions appearing in this Agreement are for convenience only, are not a part of this Agreement, and are not to be considered in interpreting this Agreement.