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pay any Orange County ad valorem taxes on personal property of <br />Seller for the entire year of the closing. Seller shall pay all <br />taxes on~the property for years prior to 2005, deferred taxes on <br />the property and any tax penalties including late listing <br />penalties. <br />5. CONDITIONS: <br />(a) Seller agrees to allow Buyer access to the Property <br />for the purpose of inspecting, testing and analyzing the <br />Property at any time prior to the closing. <br />(b) On request of Buyer, Seller agrees to exercise <br />Seller's best efforts to deliver to Buyer, as soon as reasonably <br />possible following the signing of this Agreement, copies of any <br />title information in possession of or available to Seller, <br />including, but not limited to, title insurance policies, <br />attorneys opinions on title, surveys, covenants, deeds, notes, <br />and deeds of trust and easements relating to the Property. <br />(c) Any and all deeds of trust, liens or other charges <br />against the Property not assumed by Buyer must be paid and <br />cancelled by Seller prior to or at closing. <br />(d) A condition precedent to Buyer's obligation to close <br />on the sale of the Property is approval by the Town of Chapel <br />Hill of Orange County's planned governmental use of the <br />Property. <br />6. MISCELLANEOUS PROVISIONS: <br />(a) This Agreement embodies and constitutes the entire <br />8 <br />