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| . Buyer's i aportion of prorated property taxes. <br />2. Buyer's own ottorncy"sfees. <br />3. One-half the cost ofany closing fees. <br />4. Documentary and recording fees for the dccd(s). <br />5. The cost nfthe owner's title insurance policy, ifBuyer elects to <br />purchase anOwner's title insurance policy. <br />d. Possession. Seller must deliver possession of the Property to Buyer utClosing. <br />14' REAL ESTATE BROKERS, Seller and Buyer represent and warrant to each other that <br />they have dealt with no brokers, real estate agents, finders or the like in connection with <br />this transaction, other than C8|RE,Inc. r8c||cmBrokcrl Seller shall pay Seller's <br />Broker uorequired hy their agreement 3Y6V[final gross sale price. Seller and Buyer <br />agree to indemnify each other and to hold each other harmless against all claims, <br />damages, costs or expenses of or for any broker's fees or commissions resulting for their <br />actions oragreements regarding the execution orperformance nfthis Agreement, other <br />than the fees payable toSeller's Broker, and will pay all costs ofdefending any action or <br />lawsuit brought to recover any such fees or commissions incurred by the other party, <br />including reasonable uttnrney`ufees. <br />15.ASS8KJNMENT. This Agreement may not beassigned without the written consent o[ <br />the non -assigning Party. The Seller recognizes the Buyer intends to assign this <br />Agreement »nunaffiliated special purpose entity that will be registered officially with the <br />State of Minnesota. <br />10~ THIRD PARTY BENEFICIARY. There are nothird-party beucficimicmofthis <br />Agreement, intended or otherwise. <br />87.JOINT VENTURE. Seller and Buyer, b»entering into this Agreement and completing <br />the transactions described herein, shall not be considered joint ventures or partners. <br />10~CAPT8ONS. The paragraph headings orcaptions appearingiuthis Agreement are for <br />convenience only, are not a part of this Agreement, and are not to be considered in <br />interpreting this Agreement. <br />19. ENTIRE AGREEMENT /MODIFICATION. This written Agreement constitutes the <br />complete agreement between the parties and supersedes any prior oral or written <br />ugrccrncnis bctvvccn the parties regarding the Property. There are no verbal uQrcerncnio <br />that change this Agreement and no waiver or modification of any of its terms will be <br />effective unless inwriting executed bythe parties. <br />20. BINDING EFFECT. This Agreement binds and benefits the Parties and their <br />Page 8 of 12 <br />