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b. The Seller herein acknowledges dud It is the buzation of the Buyer to oompleft an <br /> IFU3 Section 1031 Tax-Defernel Exchange and flud the Buyebe rights under this Prichase <br /> Agmatmed shall be "pad to Commercial Partners Embange Company, LLC, for the <br /> purpose of completing such 0=haxpa,Howeverp s warmatka that may be expressed in this <br /> contract shall remain and be onAsmablo between the parties executing this claoument. <br /> 0. Seller agrees to cooperate with the Buyer and/or Its assigne In any mamer accomay <br /> to complate said exchange at no additional cost or liability to Seller. This Purchase <br /> Agreement is pad of an Iniagamid, latardepandea% mutual and rocipmosti plan Intended to <br /> offirreate an exchange by Buyer of like-kind real propardes pursuant to and in accordance <br /> with the proviskma of Section 1031 of the Internal Revenue Code. The Seller shall emewite <br /> ad provide to Buyer prior to closhuh an acknowled gataOtt,that Seller ban received written <br /> notion of the asapmeemet of ides Buyees rights under this Purchase Agreement to Commercial <br /> Peru=Exchange Company,LLC. <br /> d. In fim event the closing of the sale of the Exchange PRIMAY fift to Occur bY <br /> reason of(1) delimit by almor See Buyer or the Sella of the Exchange Property,, (2)the <br /> condemnation of one or both of the properties constituting the Exchange Property of (3) <br /> the toeminarlon of one or both of the purchase agreements providing bar such sale for W <br /> reasono the BuDn ahaU be entitled to ternthaft thin Purchase Agreenmad in which awe all <br /> Hamest Money paid by Buyer to Seller (indluft all aoutned fidavist:themon) " be <br /> promptly refanded to Buyer and neither party shall thereafter have any Awther liability, <br /> right or obligWon hereunder. <br /> goaffitmaLk ClQ M' , Thin Purchm Agreement and Bayeeis obWoun hereunder are <br /> orsididowd,for the sole bonefit of Dryer,upon the following#4 <br /> S0arLsyeg[ggd= All reprosentations aret warranties of Seller hereunder <br /> be true and correct as of the Closing Daft and Seller shall have p all of its <br /> covenants,duties and obligations under ft Purchase Agreement. <br /> b, QThe Title EvIderm shall have bow hired wwvtablc, or bean, made <br /> acceptable, in aseendream with the requiremmus of Pamgmph 3 above. At Closing, the <br /> Title Company sW have imued to Buyer an ALTA Owner's Title Insurance Polithe <br /> cy In <br /> full amount of the Purchaza Price, showing good and madustable fee simple tide to the <br /> Real Property vested in Biwar in ft ownfidon required homin. with extended coverage <br /> over all ganaval oxceptiona to this policy and with such other coverages and endexasweade <br /> (including without linmedon the endorsements specified in Paragraph 3ji, hereaf) as <br /> either Buyer or its l ) way resparal provided, however, that sold ONOW's Title <br /> Policy " not in atry way vidam the covirstars in the dead to be given by Seller to <br /> Buyer berounder, <br /> Ii <br /> 0. Condiflon a Pr <br /> L__qgM. Them slash be,as of rise Cloaffig Daft,no material adverse <br /> obange in the physical condhirm of der property. <br /> 4 <br />