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<br />with the terms of this Paragraph, which shall run with the title to the Land and be binding upon <br />the Buyer and its successors in title (the "Restrictions"). <br />g. Cultural Resources Inventory. Poor to Closing, Seller shall videotape the <br />segtnent of the abandoned trader path/road bed located on the Property in accordance with the <br />requirements of Paragraph 14 of the Conditions of Approval of the Waterstone Master Plan. <br />h. Except as specifically provided in Paragraph 7(c) above, time is of the essence <br />with respect to Paragraphs 7(b), 7(c) and 7(d) of this Contract. <br />8. Closing Costs. Seller shall pay for the preparation of the deed for the Property <br />and the transfer tax stamps to be affixed thereto. Buyer shall be responsible for the cost of <br />recording the deed and any other instruments, not including the Declaration, to be recorded in <br />comnection with the Closing. Except as otherwise provided herein, each party shall bear all of its <br />own expenses relating to this transaction, including its own attorneys' fees. <br />9. Settlement Adiustments. Unless otherwise specified in this Contract, all income, <br />expenses and costs related to the Property shall be prorated as of the date on which the Closing <br />actually occurs (the "Effective Closing Datc") as follows: <br />a. Seller shall pay at the Closing all ad valorem property taxes on the Property for <br />the calendar year in which the Closing occurs. Buyer's share of the pro-rated ad valorem <br />property taxes on the Property that would be charged to Buyer at the Closing on the Property if <br />Buyer were not a North Carolina local govetmnent shall be added to the purchase price as <br />provided in Paragraph 2 of this Contract. In the event either the tax assessment or tax rate for the <br />year in which the Closing occurs has not been established as of the Effective Closing Date, the <br />ad valorem property taxes to be paid at Closing shall be determined on the basis of the then <br />cun'ent tax assessment and tax rate. <br />b. To the extent that the amount of any of the items above shall not be available for <br />exact proration as of the Effective Closing Date, Seller or its representative and Buyer or its <br />representative shall meet as soon after the Closing as possible and compute and settle and adjust <br />or readjust the closing prorations between the parties so that they accurately reflect the <br />obligations of each pursuant to this Contract as of the Effective Closing Date. <br />10. Maintenance of the Pronerty. Between the Effective Date and the Effective <br />Closing Date, Seller shall continue to maintain the Property in good condition and repair, <br />ordinary wear and tear alone excepted, and shall not cause or permit any waste respecting the <br />Properly. Seller shall not take any action which would adversely affect the value of or title to the <br />Property. <br />11. Brokerage Conunissions. Seller and Buyer mutually acknowledge and represent <br />that they have dealt with no broker in conmection with this transaction. Each patty agrees, to the <br />extent permitted by law, to indemnify and hold the other harmless from and against any. and all <br />claims, demands or the cost and expense thereof, including reasonable attorneys' fees arising out <br />of any brokerage commission, fee or other compensation due or alleged to be due in connection <br />with the transaction contemplated by this Contract based upon art agreement alleged to have been <br />made or other action alleged to have been taken by the indemnifying party <br />7 <br />RTP 54406v7 <br />