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(d) Brokers. Pace Commercial LLC is representing the Purchaser in this transaction. Seller <br />and Purchaser represent to each other that neither party has engaged the services of a real estate <br />broker or agent other than Pace Commercial LLC. At closing, the Seller shall be responsible for a <br />5% commission based on the sales price to be paid to Face Commercial LLC. <br /> <br />(e) Payment of Purchase Price. At Closing, Purchaser shall pay to Seller against delivery of <br />the Deed the balance of the Purchase price in cash, by bank or Escrow Agent's fiduciary account <br />check or wired funds in consideration for the purchase and conveyance of the Property. <br /> <br />(f) Title. During the Inspection Period, Purchaser shall obtain a preliminary title commitment for <br />the Property (along with legible copies of all documents creating exceptions thereunder), and <br />Purchaser shall promptly examine the preliminary title commitment and documents relating thereto. <br />Within the Inspection Period, Purchaser shall advise Seller in writing of any defects in title to which <br />Purchaser objects; provided, however, that Purchaser shall have no obligation to object to effects <br />relating to deeds of trust, mechanics' liens judgments or any other defect which may be cured by the <br />application of money (collectively, "Lien Defects"). It is the intention of the parties that Lien Defects <br />shall automatically qualify as objections to title, and Purchaser shall be entitled to apply all or any <br />portion of the Purchase Price at Closing to cure Lien Defects. For any title defects to which <br />Purchaser objects that are not Lien Defects, and for any title defects which are not Lien Defects and <br />which arise after the date of Purchaser's title commitment, Seller shall cure such defects prior to <br />Closing. If Seller intends not to cure all or any particular title defects to which Purchaser has objected, <br />Seller shall notify Purchaser, in writing, of such intention prior to the end of the Inspection Period, and <br />Purchaser may thereafter elect either to (i) waive its objection to such title defects and proceed to <br />Closing with no reduction in the Purchase Price, or (ii) terminate this Agreement and receive a refund <br />of the Escrow Deposit. If Seller has not cured by Closing any title defects to which Purchaser has <br />objected, at its election Purchaser may either (i) postpone Closing until such title defects are cured; <br />(ii) close this Agreement with appropriate adjustments to the Purchase Price to remedy such defects; <br />or (iii) terminate Purchaser's obligations under this Agreement. Title Defect shall include restrictions, <br />easements, encumbrances or conditions that prohibit or impair, in Purchaser's opinion, the intended <br />use of the Property by Purchaser. <br /> <br />11. Warranties of Seller. Seller hereby represents and warrants to Purchaser that Seller has full power <br />and authority to enter into this Agreement, and that Seller has not granted to any other party an option, right <br />of first refusal, right of first offer, or any other right to acquire the Property or any interest therein. Breach of <br />these representations and warranties shall at the election of Purchaser void this Agreement and entitle <br />Purchaser to a return of the Escrow Deposit. <br /> <br />12. Environmental Representation and Indemnity. Seller represents and warrants to Purchaser that <br />Seller has not disposed of hazardous substances as defined by local, state or federal laws and regulations <br />on the Property nor, to the best of Seller's knowledge, has any other party previously disposed of such <br />substances on the Property. Seller further represents to Purchaser that to the best of Seller's knowledge no <br />industrial activities have occurred upon the Property, particularly including the storage, treatment or disposal <br />of hazardous substances, and Seller has furnished to Purchaser any and all reports, analyses, studies and <br />other documents obtained by or delivered to Seller which relate to the Property. <br /> <br /> <br />