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3.04 Opening Escrow. <br /> To accomplish the purchase and transfer of the Property, the Parties shall <br /> upon'execution of this Agreement establish an escrow with Placer Title Company, <br /> 801 Davis Street, San Leandro, CA 94577, Escrow Officer Judith Gibson, (the <br /> "Escrow Agent "). The Parties shall execute and deliver all written instructions to the <br /> • Escrow Agent to accomplish the terms hereof, so long as such instructions are <br /> consistent with this Part. <br /> 3.05 Close of Escrow. <br /> The above - mentioned escrow shall dose forty -five (45) days after <br /> contingencies have been satisfied, provided that as of the Closing Date, there shall <br /> have been no material adverse change in the physical or title conditions of the <br /> Property from the conditions theretofore approved by Developer; and that no <br /> moratorium, statute, order, regulation, ordinance, legislation, judgment, ruling, <br /> • assessment or decree of any court or governmental agency shall have been enacted, <br /> adopted, issued, entered, or be pending that could materially and adversely affect the <br /> Property and/or Developer's ability to develop and operate its Improvements. <br /> 3.06 Condition of Titk. <br /> Upon close of escrow the Agency shall convey the Property to Developer, <br /> subject to the following: <br /> (i) the conditions and effect of the Redevelopment Plan, as such plan then <br /> exists or is thereafter from time to time amended; <br /> (ii) applicable building and zoning laws and regulations; <br /> (iii) the provisions of this Agreement; <br /> (iv) any lien for taxes accruing subsequent to recordation of the Deed; <br /> (v) assessments, conditions, covenants, restrictions or easements of record <br /> as otherwise approved by Developer in writing. <br /> Disposition and Development ' Page 10 of 39 <br /> Agreement (Automall) <br /> 10/2/96 <br /> • <br />