Hairpin Ranch_Purchase and Sale Agreement_FINAL_1.16.20

Home Browse Search

close escrow as provided for below. The failure of either Seller or Buyer to be in position to close by the Closing Date shall constitute a default by such Party. 9.2. Procedure. Escrow Holder shall close escrow as follows: (a) Obtain the release of the Property from any liens described in the Commitment, or at minimum obtain subordination agreements from any lien -holders described in the Commitment so that such liens are contractually subordinated to the Conservation Easement, except for the Permitted Exceptions; (b) Pay applicable real estate transfer excise taxes record the Deed, and complete the prorations; (c) Issue and deliver the Title Policy to Buyer; (d) Deliver to Buyer any other documents deposited by Seller into escrow that are intended for Buyer; (e) Deliver to Seller the Purchase Price less Seller's closing costs and prorations; and (f) Forward to Buyer and Seller, in duplicate, a separate accounting of all funds received and disbursed for each Party and copies of all executed and recorded or filed documents deposited into escrow, with such recording and filing date endorsed thereon. 9.3. Incorporation of Escrow Instructions. This Agreement shall serve as escrow instructions, and an executed copy of this Agreement shall be deposited by Buyer with Escrow Holder following its execution. The parties may execute additional escrow instructions provided that such additional escrow instructions shall not change the terms of this Agreement. 9.4. Closing Costs and Property Expenses. (a) Closing Costs. Buyer and Seller shall each pay their own attorneys' fees. Buyer shall pay the cost of recording the Deed, escrow fees, real estate transfer excise taxes, compensatory tax (if applicable), and the title insurance premium charged by the Title Company for a standard owner's policy. If required by Buyer, Buyer shall pay the additional premium charged by the Title Company for extended coverage, any endorsements and the cost of the survey. (b) Property Expenses. There shall be no change in responsibility for expenses related to the Property as a result of Buyer's acquisition of the Conservation Easement. At all time before and after Closing, Seller shall continue to be responsible for timely payment of all expenses of the Property, including but not limited to, real property taxes, rents, utility charges, amounts payable under contracts, annual permits, and other expenses normal to ownership, use, operation and maintenance of the Property. Any special assessments against the Property shall also continue to be the responsibility of Seller. Page 8 of 20