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9. DISTRICT'S CLOSING DOCUMENTS. On the Date of Closing, the District <br /> will execute and/or deliver to City the following (collectively, "District's Closing Documents"), <br /> all in form and content reasonably satisfactory to City: <br /> (a) Deed. A limited warranty deed conveying the District Exchange Parcel to the <br /> City, free of all encumbrances except the Permitted Encumbrances as hereinafter <br /> defined, and stating there are no wells on the District Exchange Parcel. <br /> (b) Title Commitment. A Title Commitment initialed by the Title Company <br /> obligating the Title Company to issue the Title Policy to the City, in the form <br /> required by this Agreement. <br /> (c) Seller's Affidavit. A Minnesota Uniform Conveyancing Blank Form No. 117-M <br /> Affidavit of Seller. <br /> (d) Non-Foreign Certificate. A non-foreign certificate, properly executed, containing <br /> such information as is required by Internal Revenue Code Section 1445(b)(2) and <br /> its regulations. <br /> (e) IRS Form. A Designation Agreement designating the Title Company as the <br /> "reporting person" for purposes of completing Internal Revenue Form 1099 and, <br /> if applicable, Internal Revenue Form 8594. <br /> (f) Title Documents. Such affidavits of the District, certificates of real estate value <br /> or other documents as may be reasonably required by Title Company (as <br /> hereinafter defined) in order to record the Deed and issue the Title Policy required <br /> by this Agreement. <br /> (g) Other Documents. All other documents reasonably determined by City and or the <br /> Title Company to be necessary to transfer the District Exchange Parcel to the City <br /> free and clear of all encumbrances. <br /> 10. PRORATIONS. The City and the District agree to the following prorations and <br /> allocations of costs regarding this Agreement: <br /> (a) Title Insurance and Closing Fee. The City and the District will each pay all costs <br /> of the Title Commitment and Title Insurance premium for a Title Policy for the <br /> respective properties they are purchasing and any additional premiums required <br /> for the issuance of any title policy that they may desire to obtain. The parties will <br /> each pay 1/2 of any reasonable and customary closing fee, escrow fee or charge <br /> imposed by the Title Company. Each party will pay the Title Company all fees <br /> due the Title Company for drafting any closing documents. <br /> 2oi97ovs 5 <br />