Common use of Completion of Closing Clause in Contracts

Completion of Closing. Closing shall be effected as follows: (a) At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) and 10.4(a) and (B) tender of delivery of each of the items specified in Sections 10.3(b) and 10.4(b) and provided Escrow Agent has not advised Buyer of any apparent obstacle to issuing the Title Policies as of Closing, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds and any other Transfer Instruments to be recorded in the appropriate place and delivering the rest of Sellers' Closing Documents to Buyer and Buyer's Closing Documents to Sellers. (b) Escrow Agent shall make the following disbursements from Escrow as soon as the Title Company has irrevocably committed to issue the Title Policies to Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to the Secured Lender the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a party. (2) Pay Closing costs specified in Section 10.4(b)(2). (3) Disburse all excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's check, for any amount exceeding $10,000, dispatched on the Closing Date by overnight courier service to the applicable Party at the address for notices to such Party hereunder.

Completion of Closing. Closing shall be effected as follows: (a) : 10.5.1 At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) and 10.4(a) and (B) tender of delivery of each of the items specified in Sections 10.3(b) 10.2 and 10.4(b) 10.3 (and provided Escrow Agent has not advised Buyer the Parties of any apparent obstacle to issuing the Title Policies Policy as of Closing), the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Deed (and any other Transfer Instruments to be recorded recorded) in the appropriate place and (unless a lawyers’ Closing) to complete Closing by disbursing funds in accordance with Sections 10.5.2.1 through 10.5.2.3 and, as appropriate, delivering the rest of Sellers' Seller’s Closing Documents to Buyer and Buyer's ’s Closing Documents to Sellers. (b) Escrow Agent shall make the following disbursements from Escrow Seller. 10.5.2 If a lawyers’ Closing, as soon as Escrow Agent confirms to the Parties that the Title Company has is irrevocably committed to issue the Title Policies Policy to Buyer, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent to disburse funds from Escrow as follows: 10.5.2.1 Disburse to Seller, in such respective amounts as Seller shall designate to Escrow Agent in writing before Closing, the sum of (A) the Purchase Price, minus (B) Seller’s share of Closing costs to be paid through Escrow, plus or minus (C) the net amount owing to Seller or Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to under Section 8, as shown by the Secured Lender Preliminary Statement. 10.5.2.2 Pay the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a party. (2) Pay Closing closing costs specified in Section 10.4(b)(2)10.4. 10.5. (3) Disburse all excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's check, for any amount exceeding $10,000, dispatched on the Closing Date by overnight courier service to the applicable Party at the address for notices to such Party hereunder.

Completion of Closing. Closing shall be effected as follows: (a) 10.5.1 At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) 10.2.1 and 10.4(a) and 10.3.1, (B) tender of delivery of each of the items specified in Sections 10.3(b) 10.2.2 and 10.4(b) 10.3.2, if applicable (and provided Escrow Agent has not advised Buyer the Parties of any apparent obstacle to issuing the Title Policies Policy as of Closing), the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Deed (and any other Transfer Instruments to be recorded recorded) in the appropriate place and (unless a lawyers’ Closing) to complete Closing by disbursing funds in accordance with Section 10.5.2 and, as appropriate, delivering the rest of Sellers' Seller’s Closing Documents Deliveries to Buyer and Buyer's ’s Closing Documents Deliveries to Sellers. (b) Seller; provided, however, that Escrow Agent shall make retain and disburse the following disbursements PIP Escrow in accordance with the provisions of Section 8.11. 10.5.2 As soon as the events described in Section 10.5.1 have occurred, Escrow Agent shall disburse funds from Escrow as soon follows: 10.5.2.1 Disburse to Seller, in such respective amounts as Seller shall designate to Escrow Agent in writing before Closing, the Title Company has irrevocably committed sum of (A) the Purchase Price, minus (B) Seller’s share of Closing costs to issue be paid through Escrow, plus or minus (C) the Title Policies net amount owing to Seller or Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to under Section 8, as shown by the Secured Lender the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a partyPreliminary Statement. (2) 10.5.2.2 Pay Closing the closing costs specified in Section 10.4(b)(2)10.4. (3) 10.5.2.3 Disburse all any excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's checkless, for any amount exceeding $10,000, dispatched sent on the Closing Date by messenger or overnight courier delivery service to the applicable Party at the address for notices to such Party hereunder. 10.5.3 So long as the Title Company is irrevocably committed to issue the Title Policy as of Closing, it shall not be a condition to disbursement of funds at Closing that the Deed or any other Transfer Instrument have first been recorded.

Completion of Closing. Closing shall be effected as follows: (a) At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) and 10.4(a) and (B) tender of delivery of each of the items specified in Sections 10.3(b) and 10.4(b) and provided Escrow Agent has not advised Buyer of any apparent obstacle to issuing the Title Policies as of Closing, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds and any other Transfer Instruments to be recorded in the appropriate place and delivering the rest of Sellers' ’ Closing Documents to Buyer and Buyer's ’s Closing Documents to Sellers. (b) Escrow Agent shall make the following disbursements from Escrow as soon as the Title Company has irrevocably committed to issue the Title Policies to Buyer and/or Buyer's ’s nominees (as the case may be): (1) Disburse to the Secured Lender the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a party. (2) Pay Closing costs specified in Section 10.4(b)(2). (3) Disburse all excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's ’s check, for any amount exceeding $10,000, dispatched on the Closing Date by overnight courier service to the applicable Party at the address for notices to such Party hereunder.

Completion of Closing. Closing shall be effected as follows: (a) 10.5.1 At such time as the Transactors Representatives and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) 10.2 and 10.4(a) and 10.3, (B) tender of delivery of each of the items specified in Sections 10.3(b) and 10.4(b) 10.4 (and provided Escrow Agent has not advised Buyer the Parties of any apparent obstacle to issuing the Title Policies Policy as of Closing), the Parties through their respective Transactors Representatives or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Assignment of Ground Lease (and any other Transfer Instruments Closing Documents to be recorded recorded) in the appropriate place and to complete Closing by disbursing funds in accordance with Section 10.5.2 and, as appropriate, delivering the rest of Sellers' Seller’s Closing Documents to Buyer and Buyer's ’s Closing Documents to SellersSeller. (b) 10.5.2 As soon as Escrow Agent shall make confirms to the following disbursements from Escrow as soon as Parties that the Title Company has is irrevocably committed to issue the Title Policies Policy to Buyer and/or Buyer's nominees and the Representatives or Counsel have confirmed that all other conditions precedent to Closing have been satisfied, the Parties through their respective Representatives or Counsel shall instruct Escrow Agent to disburse funds from Escrow as follows: 10.5.2.1 Disburse to Seller, in such respective amounts as Seller shall designate to Escrow Agent in writing before Closing, the sum of (A) the Purchase Price, minus (B) Seller’s share of Closing costs to be paid through Escrow, minus or plus (C) the net amount owing to Seller or Buyer (as the case may be): (1) Disburse to under Section 8, as shown by the Secured Lender the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a partyPreliminary Statement. (2) 10.5.2.2 Pay Closing the closing costs specified in Section 10.4(b)(2)10.4. (3) 10.5.2.3 Disburse all any excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated . 10.5.3 So long as the Title Company is irrevocably committed to Escrow Agent issue the Title Policy as of Closing in the form agreed to by Buyer prior to the Business Day immediately following the Closing Effective Date, Escrow Agent may instead disburse by (A) its own check, for it shall not be a condition to disbursement of funds at Closing that any amount of $10,000 or less or (B) cashier's check, for any amount exceeding $10,000, dispatched on the Closing Date by overnight courier service to the applicable Party at the address for notices to such Party hereunderTransfer Instrument have first been recorded.

Completion of Closing. Closing shall be effected as follows: (a) 10.5.1 At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) 10.2.1 and 10.4(a) and (B) tender of delivery of each of the items specified in Sections 10.3(b) and 10.4(b) and provided Escrow Agent has not advised Buyer of any apparent obstacle to issuing the Title Policies as of Closing10.3.1, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Deed (and any other Transfer Instruments to be recorded recorded) in the appropriate place and to complete Closing by disbursing funds in accordance with Section 10.5.2 and, as appropriate, delivering the rest of Sellers' Seller’s Closing Documents to Buyer and Buyer's ’s Closing Documents to SellersSeller. (b) 10.5.2 As soon as Escrow Agent shall make confirms to the following disbursements from Escrow as soon as Parties that the Title Company has is irrevocably committed to issue the Title Policies Policy to Buyer, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent to disburse funds from Escrow as follows: 10.5.2.1 Disburse to Seller, in such respective amounts as Seller shall designate to Escrow Agent in writing before Closing, the sum of (A) the Purchase Price, minus (B) Seller’s share of Closing costs to be paid through Escrow, plus or minus (C) the net amount owing to Seller or Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to under Section 8, as shown by the Secured Lender the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a partyPreliminary Statement. (2) 10.5.2.2 Pay Closing the closing costs specified in Section 10.4(b)(2)10.4. (3) 10.5.2.3 Disburse all any excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's checkless, for any amount exceeding $10,000, dispatched sent on the Closing Date by messenger or overnight courier delivery service to the applicable Party at the address for notices to such Party hereunder. 10.5.3 So long as the Title Company is irrevocably committed to issue the Title Policy as of Closing, it shall not be a condition to disbursement of funds at Closing that the Deed or any other Transfer Instrument have first been recorded.

Completion of Closing. Closing shall be effected as follows: (a) 10.5.1 At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) 10.2.1 and 10.4(a) and 10.3.1, (B) tender of delivery of each of the items specified in Sections 10.3(b) 10.2.2 and 10.4(b) 10.3.2, if applicable (and provided Escrow Agent has not advised Buyer the Parties of any apparent obstacle to issuing the Title Policies Policy as of Closing), and (C) satisfaction of all other conditions to and requirements for Closing, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Ground Lease Assignment (and any other Transfer Instruments to be recorded recorded) in the appropriate place and to complete Closing by disbursing funds in accordance with Section 10.5.2 and, as appropriate, delivering the rest of Sellers' Seller’s Closing Documents to Buyer and delivering to Seller those Buyer's ’s Closing Documents that are to Sellersbe delivered to Seller. (b) 10.5.2 The parties agree to a “New York-style” or “Gap” Closing and, Seller agrees to deliver to Escrow Agent prior to Closing such “gap” indemnity agreement as may be reasonably required by the Escrow Agent. Upon completion of Closing as set forth above, the Parties through their respective Transactors or Counsel shall make the following disbursements instruct Escrow Agent to disburse funds (including payment of Closing costs) from Escrow as soon as the Title Company has irrevocably committed in accordance with written escrow instructions provided by Buyer and Seller to issue the Title Policies Escrow Agent prior to Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to the Secured Lender the amount which shall satisfy Closing and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a party. (2) Pay Closing costs specified in Section 10.4(b)(2). (3) Disburse all any excess funds shall be disbursed as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has . 10.5.3 So long as the Title Company is irrevocably committed to issue the Title Policy as of Closing, it shall not be a condition to disbursement of funds at Closing that the Ground Lease Assignment or any other Transfer Instrument have first been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's check, for any amount exceeding $10,000, dispatched on the Closing Date by overnight courier service to the applicable Party at the address for notices to such Party hereunderrecorded.

Completion of Closing. Closing shall be effected as follows: (a) 10.6.1 At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) 10.3.1 and 10.4(a) 10.4.1 and (B) tender of delivery of each of the items specified in Sections 10.3(b) 10.3.2 and 10.4(b10.4.2 (unless delivered to Escrow Agent in an Escrow Closing pursuant to the preceding clause) and provided Escrow Agent has not advised Buyer of any apparent obstacle to issuing the Title Policies Policy as of Closing), the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Deed and any other Transfer Instruments to be recorded in the appropriate place and (if an Escrow Closing) delivering the rest of Sellers' Seller’s Closing Documents to Buyer and Buyer's ’s Closing Documents to SellersSeller. (b) 10.6.2 Escrow Agent shall make the following disbursements from Escrow as soon as the Title Company has irrevocably committed to issue the Title Policies Policy to Buyer and/or Buyer's ’s nominees (as the case may be): (1) 10.6.2.1 Disburse to Seller the Secured Lender sum of (A) the Purchase Price, minus (B) Seller’s share of Closing costs to be paid through Escrow, plus or minus (C) the net amount which shall satisfy and pay in full all Assumption Fees owing to Seller or Buyer (as the case may be) under all Secured Loans to which such Secured Lender is a partySection 8 (as shown by the Preliminary Statement). (2) 10.6.2.2 Pay Closing costs specified in Section 10.4(b)(2)10.5.> (3) 10.6.2.3 Disburse all excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's ’s check, for any amount exceeding $10,000, dispatched on the Closing Date by overnight courier service to the applicable Party at the address for notices to such Party hereunder. 10.6.3 Unless an Escrow Closing, concurrently with the Escrow Agent’s disbursement of funds from Escrow as provided in Section 10.6.2, the Parties through their respective Transactors and Counsel shall deliver to each other the items specified in Sections 10.3.2 and 10.4.2 and Closing shall be deemed completed. If an Escrow Closing, Escrow Agent shall make such deliveries, immediately after making such disbursements.

Completion of Closing. Closing shall be effected as follows: (a) At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) and 10.4(a) and (B) tender of delivery of each of the items specified in Sections 10.3(b) and 10.4(b) and provided Escrow Agent has not advised Buyer of any apparent obstacle to issuing the Title Policies as of Closing), the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds and any other Transfer Instruments to be recorded in the appropriate place and delivering the rest of Sellers' Seller's Closing Documents to Buyer and Buyer's Closing Documents to Sellers. (b) Escrow Agent shall make the following disbursements from Escrow as soon as the Title Company has irrevocably committed to issue the Title Policies to Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to the each Secured Lender the amount which shall satisfy and pay in full all Assumption Fees amounts outstanding as set forth in the pay off letters (including any Breakage Costs) under all Secured Loans to which such Secured Lender is a party. (2) Disburse to Sellers the (A) Purchase Price and the Termination Escrow, minus (B) amounts disbursed to each Secured Lender pursuant to Section 10.6(b)(1), minus (C) Sellers' share of Closing costs to be paid through Escrow, plus or minus (D) the net amount owing to Sellers or Buyer (as the case may be) under Section 7.2 (as shown by the Preliminary Statement). (3) Pay Closing costs specified in Section 10.4(b)(2)10.5. (34) Disburse all excess funds as directed by BuyerBuyer on the settlement statement. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following preceding the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's check, for any amount exceeding $10,000, dispatched on the Closing Date by overnight courier service to the applicable Party at the address for notices to such Party hereunder.

Completion of Closing. Closing shall be effected as follows: (a) 10.5.1 At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) 10.2.1 and 10.4(a) and 10.3.1, (B) tender of delivery of each of the items specified in Sections 10.3(b) 10.2.2 and 10.4(b) 10.3.2, if applicable (and provided Escrow Agent has not advised Buyer the Parties of any apparent obstacle to issuing the Title Policies Policy as of Closing), the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Deed (and any other Transfer Instruments to be recorded recorded) in the appropriate place and (unless a lawyers' Closing) to complete Closing by disbursing funds in accordance with Section 10.5.2 and, as appropriate, delivering the rest of Sellers' Seller's Closing Documents to Buyer and Buyer's Closing Documents to SellersSeller. (b) Escrow Agent shall make the following disbursements from Escrow 10.5.2 If a lawyers' Closing, as soon as Escrow Agent confirms to the Parties that the Title Company has is irrevocably committed to issue the Title Policies Policy to Buyer, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent to disburse funds from Escrow as follows: 10.5.2.1 Disburse to Seller, in such respective amounts as Seller shall designate to Escrow Agent in writing before Closing, the sum of (A) the Purchase Price, minus (B) Seller's share of Closing costs to be paid through Escrow, plus or minus (D) the net amount owing to Seller or Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to under Section 7.2.3, as shown by the Secured Lender the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a partyPreliminary Statement. (2) 10.5.2.2 Pay Closing the closing costs specified in Section 10.4(b)(2)10.4. (3) 10.5.2.3 Disburse all any excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's checkless, for any amount exceeding $10,000, dispatched sent on the Closing Date by messenger or overnight courier delivery service to the applicable Party at the address for notices to such Party hereunder. 10.5.3 If a lawyers' Closing, concurrently with the direction to Escrow Agent to disburse funds from Escrow as provided in Section 10.5.2, the Parties through their respective Transactors and Counsel shall deliver to each other the items specified in Sections 10.2.2 and 10.3.2 and Closing shall be deemed completed. 10.5.4 So long as the Title Company is irrevocably committed to issue the Title Policy as of Closing, it shall not be a condition to disbursement of funds at Closing that the Deed or any other Transfer Instrument have first been recorded.

Completion of Closing. Closing shall be effected as follows: (a) 10.5.1 At such time as the Transactors and Counsel have confirmed (A) the delivery to Escrow Agent of each of the items specified in Sections 10.3(a) and 10.4(a) and (B) tender of delivery of each of the items specified in Sections 10.3(b) 10.2 and 10.4(b) 10.3 (and provided Escrow Agent has not advised Buyer the Parties of any apparent obstacle to issuing the Title Policies Policy as of Closing), the Parties through their respective Transactors or Counsel shall instruct Escrow Agent or the Title Company to record the Deeds Deed (and any other Transfer Instruments to be recorded recorded) in the appropriate place and (unless a lawyers’ Closing) to complete Closing by disbursing funds in accordance with Sections 10.5.2.1 through 10.5.2.3 and, as appropriate, delivering the rest of Sellers' Seller’s Closing Documents to Buyer and Buyer's ’s Closing Documents to SellersSeller. (b) Escrow Agent shall make the following disbursements from Escrow 10.5.2 If a lawyers’ Closing, as soon as Escrow Agent confirms to the Parties that the Title Company has is irrevocably committed to issue the Title Policies Policy to Buyer, the Parties through their respective Transactors or Counsel shall instruct Escrow Agent to disburse funds from Escrow as follows: 10.5.2.1 Disburse to Seller, in such respective amounts as Seller shall designate to Escrow Agent in writing before Closing, the sum of (A) the Purchase Price, minus (B) Seller’s share of Closing costs to be paid through Escrow, plus or minus (C) the net amount owing to Seller or Buyer and/or Buyer's nominees (as the case may be): (1) Disburse to under Section 8, as shown by the Secured Lender the amount which shall satisfy and pay in full all Assumption Fees under all Secured Loans to which such Secured Lender is a partyPreliminary Statement. (2) 10.5.2.2 Pay Closing the closing costs specified in Section 10.4(b)(2)10.4. (3) 10.5.2.3 Disburse all any excess funds as directed by Buyer. Disbursements to a Party shall be made by wire transfer of current funds to an account at a commercial bank within the United States, as designated to Escrow Agent by such Party or its Counsel; but if no such account has been so designated to Escrow Agent by the Business Day immediately following the Closing Date, Escrow Agent may instead disburse by (A) its own check, for any amount of $10,000 or less or (B) cashier's checkless, for any amount exceeding $10,000, dispatched sent on the Closing Date by messenger or overnight courier delivery service to the applicable Party at the address for notices to such Party hereunder. 10.5.3 If a lawyers’ Closing, concurrently with the direction to Escrow Agent to disburse funds from Escrow as provided in Section 10.5.2, the Parties through their respective Transactors and Counsel shall deliver to each other the items specified in Sections 10.2 and 10.3 and Closing shall be deemed completed. 10.5.4 So long as the Title Company is irrevocably committed to issue the Title Policy as of Closing, it shall not be a condition to disbursement of funds at Closing that the Deed or any other Transfer Instrument have first been recorded.