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I1. CLOSING OST$. DO LIM .NTS AND SERVECFC. Buyer and Sellcr shall WY, in Good Funds, their rupectivc ceasing costs end ell other items required to be paid at closing, except as otherwise provided herein. Buyer end Sellcr shall sign end complete all customary or requirtd d«uments at or before closing. Each parry shall bear its own fees Any local trurtsfer px shall be paid at closing equally by Buyer and Sellcr. Any sales and use lax that may accrue because o(this transaction shall be paid when due equally by Buycr and Sellcr 12. PROBATIONS. General sizes for the year of closing, hazed on the axes for the calendar year immediamly preceding closing, mots, water and ewer charges, and all Icax payments including without limitation thou leans listed on Exhibit'A" hereto shall bt prorated to dart of closing. I7. POSSFSg1ON. Possession of the Property shall be delivered to Buycr et closing subjat m the lean(s) or tenency(s) shown on Exhibit A hereto. If Seller, after closing, fails to deliver possession on the date hertin sped(red, Seller shall be subject to eviction and shall be additiomlly liable to Buyer for payment of 550.00 per day from the date of agreed posusston until possession is delivered. 1/. TIME OF F.¢SENCFIRFMEDIFS. Tvne is of the essence hereof If any note or check received az comers money hereunder or any other payment due hereunder is not paid, horrored or tendered when due, or if any other obligation hereunder is not performed or rvaivcd az heroin provided, then shall be the following remedics~ (e) I(B .v is 'n Default. I 'oi dated Damaees All payments and things of viltu received heeunder shall be forfeited by Buyer end repined on behalf of Seller and both parties shall theruker be released from all obligations hereunder. It is agreed that such payments end Otings oC value are liquidated damaga end (except az provided in subsection (c)) are Sellers sole and only remedy for Buyers failure w perform the obligations o(this contpct. Sella ezDtuslY warve5 the comedies o(spccific performance end additional damages. (b) ICS leer i~ in Ca ~lC Buyer may elect W neat this wnvact az cancelled, is which case ell paymenu and things of value received hereunder shall b< resumed and Buyer may rewvu such damages as troy be proper, or Buyer may elect to treat this contact as being in Cull fora and efCat and Buyer shall have the right to speciC~e performance or damages, or both. (e) Cone and Fx rte <. Anything m the wnuary herein notwithstanding, in the event of amy arbitration or liugatioo arising out of Otis wntract, the arbivator or coon shall award to the prevailing parry all rcasonnble cusp end expenses, including ettomey fees. (d) Notite oC Default end Ri¢ht tm Cure. Notwithstanding the remedies speed above, upon defaul4 notice end a Otraday right to cure shall be given to the defaulting pang by the tronde(aulting party, beCorc the applicable remedy shall be enforceable. Said three-day period shall begin the day eRer notice of default is received by the defaulting party. 15. •t TF~RNATIV .DIgP IT R CO . tTION:M -DIATION. Ifadispwe arias between the panics relating to this waverer, the patties agree to submit the dispute to mediation. The parties will jointly appoint an acceptable mediator and will share equally in the cost of such mediator. If mediation proves unsuccessful, the panics may then proceed with suet: other means of dispute resolution as they u choose. 16. CONDEMNATION. If any authority having the right oftminent domain shall commence negotiations with Seller or shall commence legal action against Seller for the damaging, taking, or acquiring of all or any pan of the Properly, either temporarily or permanently, in any condemnation pr«ading or by <zercin of the right of eminent domain, Seller shall immediately give notice of the same to Buyer. Upon the occurtence of any o(the foregoing events, Buyer shall have the righ4 at iu option, to terminate this contract by giving notice thecooCto Seller on err before the date fixed Cor unlement, in which event Buyer shall be released of all further obligations hereunder end Buyer's tamest money deposit shall be resumed. If Buyer does not so terminate this conuac4 the psuchau price for the Properly shall be reduced by the told of any awards, scnlement proceeds, or other proceeds received by Seller et or prior to closing with respect to any damaging, taking, or acquiring. At the time oCclosing, Sellcr shall assign to Buyer all rights of S<Iler in and to any awards, settlements proceeds, or other proceeds payable by reason of any such damaging, taking, or acquiring. In the event of any negotiations with any authority regarding the payment o(any awards or other sums or regarding any senlemcnt on account olany damaging, taking, or acquiring Ovough Condemnation or eminent domain, Sellcr will inform Buyer o(a11 negotiations of which Seller has notice end will permit Buyer to rake pan Therein. 17. ADDITIONAL PROVISIONS: (a) This contact is subject to approval by the United Spits Bankruptcy Court and is subject so the receipt by Seller of higher or boner olCcrs prior to the entry of an order by the Bankruptcy Court approving this sale. In the event n higher or better offer is coceived, en auction will be held pursuant to inswctions by Seller ss to the time, place, and manner of auction. If a higher or betttt offer is accepted as a result thereof, the comers money shall !x rcmmed to Buyer and this Converts shall tcrminasc. (b) Sellcr stpll apply to the Bartkmptcy Court (or its approval not later than December 10, 1994. In the event the Bartkmptcy Court has not approved this Convect by Febmary I5, 1995, this Contract shall be automatically terminated, and Buyer shall he entitled to a rcmm O(iia comers money. (c) The Properly shall be conveyed by Seller "az is" and without wartanties of any nature except tha[ Sellcr warrants that the total surface acrtage of the Property is within eighty (g0) acros of the amoum Hated in Paragaph 1 hereto.