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6 <br />_26" 2M. Closing Procedure. (a) The Transfer Agreement shall provide for <br />the appropriate parties to execute and deliver at the Closing the documents and instruments listed <br />on Exhibit C to carry out the Transfer, all of which documents and instruments shall be in form <br />and substance reasonably acceptable to the County, Carrboro and Chapel Hill. <br />(b) The Transfer Agreement shall transfer all Existing System Assets on an as -is, <br />where -is basis, without warranty of title, condition or any other kind; provided, however, (i) that <br />real property shall be transferred pursuant to general warranty deed as described in paragraph (a) <br />of Exhibit C, (ii) that vehicles subject to State motor vehicle titling requirements shall be <br />transferred by endorsement and delivery of title certificates as .described in paragraph (b) of <br />Exhibit C, and (iii) that Chapel Hill shall provide such evidence of title to all other transferring <br />equipment as it may have reasonably available in its business records. <br />(c) In the Transfer Agreement, the County, Carrboro and Chapel Hill shall make <br />appropriate representations and warranties with respect to (i) their respective authority to enter <br />into the Transfer Agreement and consummate the Transfer and (ii) the absence of conflicts with <br />agreements and applicable laws. <br />ARTICLE III <br />11174 1 1 1 1 1 .. `i - V 1 11 - 1 1.. C'. !110 i - l• <br />3.01. ,Selection of New Solid Waste Management Site. The Parties shall work <br />together to select a New Solid Waste Management Site within Orange County. <br />1 r <br />#TMi sTM silt , 1 <br />:f 1 1 .j 11 <br />. 1 <br />UM• <br />1 <br />1 i' <br />1 <br />V c 1 _ • 11 <br />1 11 - 1 1 <br />11 , � 1 1 1 1 1 <br />11 � � <br />1 • , 1 - <br />.. r 1 • KI _ <br />y.l. , <br />'40: <br />r :, <br />171 (11 F 1, <br />1 1 1 1 1 1 1• <br />FT-T- <br />, 1 ,, 1 1 <br />1 <br />1 <br />, 11 <br />1 1 4, <br />, , 1 It <br />4 11 , :,� <br />41 ..' 1 1 <br />r <br />all 1 1 M. <br />1 i t • 1 <br />-7 M.M75. ►11 f1 1 A •is1 • • •L 1 1 111T l <br />(h) New Solid Waste Management Site — The Parties shall <br />g000eT rate to provide reasonable public benefits to <br />the community of ewaerrs •ae residents e€ md property abu#ift g owners in the neighborhood <br />Qf the New Solid Waste Management Site, in recognition of the effects that operation of a <br />landfill or other solid waste management or disposal ' site may be perceived to have on the <br />such community. <br />!lit 1 .- <br />. / / 1 1 <br />.. 11 1 1 1 f. 1 1 1 I , F-11 Mak'AF.11 _ 1 <br />F1,151 11 1 11 11 ,4f• 1 dR17V4TsUP113WA <br />1 /1 11 i 1 <br />K4 7- / 1' M/ 1 t lit 11 1 1 <br />1 <br />