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DRAFT 8/20/08 <br />a: A duly executed Certificate of Acceptance, as required by California <br />Government Code Section 27281; <br />b. A Grant Deed, duly executed and acknowledged, conveying to <br />Property Owner good and marketable fee simple title to the Office <br />Condominium, subject only to such title exceptions as Property Owner <br />shall reasonably approve. Alternatively, if Property Owner will be <br />receiving a cash payment pursuant to Section 2, Agency shall deposit <br />such sum into escrow. <br />c. Such additional duly executed instruments and documents as the <br />Escrow Agent may reasonably require to consummate the transaction <br />contemplated hereby. <br />2. Prior to the Closing Date, Agency shall deposit into escrow all sums <br />payable by Agency pursuant to Section 2 of this Agreement and Section 13.10 of <br />the Lease. <br />Section 8. Close of Escrow. The Parties intend to close escrow within sixty (60) days <br />following the Effective Date of this Agreement, unless the Parties agree to an extension of such <br />date. The Escrow Agent shall close escrow by: <br />A. Causing the Grant Deed for the Property (and if applicable the Grant Deed for the <br />Office Condominium) to be recorded in the official records of Alameda County, <br />California; <br />B. Issuing the Title Policy and delivering same to Agency; <br />C. Issuing a title policy to Property Owner for the Office Condominium pursuant to <br />Property Owner's separate instructions. <br />D. Distributing the monies constituting the purchase price (if applicable) to Property <br />Owner, adjusted by applicable prorations and closing costs; and <br />E. Delivering to Agency the original Grant Deed, together with a conformed copy <br />thereof indicating recording information thereon. <br />Section 9. Closing Costs. The Agency shall pay all title insurance and title report costs, <br />escrow fees (including the costs of preparing documents and instruments), and recording fees. <br />The Agency shall also pay to the Property Owner the closing costs for Property Owner's <br />purchase of the Office Condominium, if applicable. Property Owner shall pay the cost of any <br />premium for title insurance that Property Owner elects to purchase. <br />839228-6 4 PURCHASE AND SALE AGREEMENT <br />262 DAMS STREET <br />