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(a) The Deed,duly executed and acknowledged in recordable form. (b).An affidavit, certification or notice required by Section 1445 of the Internal Revenue Code, and the Regulations pursuant thereto,and as required by Section 18662 of the Califoitinia Revenue and Taxation Code and applicable regulations Pursuant thereto, in a form satisfactory to relieve Buyer of any potential transferee withholding liability under such.Sections. (c).Such authorizations,documents or agreements relating to Seller as shall be reasonably required by the Title Company in connection with this transaction. (d).Such other documents and funds as are required of Seller to close the We in accordance with the provisions of this Agreement. 6.4. Delivery by Buyer to Escrow Holder. Prior to the Closing Date, Buyer shall deliver to Escrow Holder the following: (a).The cash for the balance of the Purchase Price described in Section 2.2(a)of this Agreement. (b);Such authorizations,documents or agreements relating to Buyer as shall be reasonably required by the Title Company in connection with this transaction. (c).,Such other documents and funds as are required of Buyer to close the purchase in accordance with the provisions of this Agreement. 6.5. Close of Escrow. Provided that.(i) Escrow Holder has received the documents, instruments and funds described in Sections 6,3 and 6.4 hereof, (ii) Escrow Holder has not received written notice from(x) Buyer terminating the Agreement pursuant to Section 5.3, or(y) Buyer or Seller that any;of the representations and warranties made by either Buyer or Seller are untrue either as of the date of this Agreement or as of the Closing Date, and (iii)the Title Company is able to deliver to Buyer the policy of title insurance described in Section 4.2 hereof,then Escrow Holder is authorized and instructed at 8:00 a.m. on the Closing Date to: i 51S303/C/2 11