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i 5.2 Buyer's Closing Documents, On the Closing Date, Buyer will execute and/or deliver to Seller(as applicable) the following (collectively, `Buyer's Closing Documents") all in form and content reasonably satisfactory to Seller: 5.2.1 Purchase Price, The Purchase Price, by wire transfer of U.S. federal funds, or by certified check to be received in Title Company's trust account on or before 12:00 noon Central on the Closing Date, 5.2,2 Assignment and Assumption of Leases and Guaranties.An Assignment and Assumption of Leases and Guaranties,by which Buyer assumes all obligations of Seller under the Leases and Guaranties that accrue after the Closing Date, 5.2.3 Assignment and Assumption of Surviving Contracts,Permits and Licenses,Warranties,and Intangible Property,An Assignment and Assumption of Surviving Contracts,Permits and Licenses,Warranties,and ` Intangible Property by which Buyer assumes all obligations of Seller under the Surviving Contracts,Permits and Licenses,Warranties,and Intangible Property that accrue after the Closing Date. 5.2,4 IRS Form,A Designation Agreement designating the Title Company as the"reporting person" for purposes of completing Internal Revenue Form 1099 and,if applicable,Internal Revenue Form 8594. 5.2.5 Title Documents. Such affidavits of purchaser, certificates of real estate value, or other documents as may be reasonably required by Title Company in order to record the Deed and issue the Title Policy required by this Agreement. 5.2.6 Option Agreement. A signed Option Agreement in the form attached hereto as Exhibit I for Seller to purchase from Buyer the property located at 2501 Fait-view Avenue North,Roseville,Minnesota, 5.2.7 Management Agreement, A signed Management Agreement by and between the Buyer and Gaughan Enterprises Inc., a Minnesota corporation, d/b/a Gaughan Companies in connection with the management of the building and all Tenant coimmon areas for a period of one year, the terms of which shall be included in the Management Agreement,a form of which is attached hereto as Exhibit J. 5.2.8 Termination of Lease. A signed Termination of Lease Agreement concerning the existing lease between Seller,as lessor,and Buyer,as lessee,for the space occupied by Buyer on the Property. 6. Prorations.Seller and Buyer agree to the following prorations and allocation of costs regarding this Agreement: 6,1 Title Insurance and Closing Fee,Seller will pay all costs of the Title Commitment and the fees charged by the Title Company for any escrow approved by Seller regarding Buyer's Title Objections. Buyer will pay the premium for the Title Policy and any endorsements required by Buyer and any additional premiums required for the issuance of any mortgagee's title policy required by Buyer. Seller and Buyer will each pay one-half(%2) of any reasonable and customary closing fee,escrow fee, or charge imposed by the Title Company. 6,2 Deed Tax. Seller will pay all state deed tax regarding the Deed to be delivered by Seller under this Agreement, Buyer will pay all mortgage registry tax for any mortgages placed on the Property by Buyer, Page 11 of 38