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<br />Section 9. Risk of Loss/Damage/Repair: Until Closing, the risk of loss or damage to the Property, except as otherwise provided
<br />herein, shall be bome by Seller. Except as to maintaining the Property in its same condition, Seller shall have no responsibility for the
<br />repair of the Property, including any improvements, unless the parties hereto agree in writing.
<br />Section 10. Earnest Money Disbursement: In the event that any condition hereto is not satisfied, then the Earnest Money shall be
<br />refunded to Buyer. In the event of breach of this Agreement by Seller, the Earnest Money shall be refunded to Buyer upon Buyer's
<br />request, but such return shall not affect any other remedies available to Buyer for such breach. In the event of breach of this Agreement
<br />by Buyer, the Earnest Money Deposit shall be paid to Seller as Iiquidated damages and as Seller's sole and exclusive remedy for such
<br />breach, but without limiting Seller's rights under Section 6(c) or Section 22 of this Agreement, It is acknowledged by the parties that
<br />payment of the Earnest Money to Seller in the event of a breach of this Agreement by Buyer is compensatory and not punitive, such
<br />amount being a reasonable estimation of the actual loss that Seller would incur as a result of such breach. The payment of the Earnest
<br />Money to Seller shall not constitute a penalty or forfeiture but actual compensation for Seller's anticipated loss, both parties
<br />acknowledging the difficulty determining Seller's actual damages for such breach.
<br />NOTE: In the event of a dispute between Seller and Buyer over the disposition of the Earnest Money held in escrow, a licensed real
<br />estate broker is required by state law (and Escrow Agent, if not a broker, hereby agrees) to retain the Earnest Money in the Escrow
<br />Agent's trust or escrow account until Escrow Agent has obtained a written release from the parties consenting to its disposition or until
<br />disbursement is ordered by a court of competent jurisdiction, Alternatively, if a broker or an attorney licensed to practice law in North
<br />Carolina is holding the Earnest Money, the broker or attorney may deposit the disputed monies with the appropriate clerk of court in
<br />accordance with the provisions of N.C.G.S. §93A- 12,
<br />Seller and Buyer hereby agree and acknowledge that the Escrow Agent assumes no liability in connection with the holding of the
<br />Earnest Money pursuant hereto except for negligence or willful misconduct of Escrow Agent. Escrow Agent shall not be responsible
<br />for the validity, correctness or genuineness of any document or notice referred to under this Agreement. Seller and Buyer hereby agree
<br />to indemnify, protect, save and hold harmless Escrow Agent and its successors, assigns and agents pursuant to this Agreement, from
<br />any and all liabilities, obligations, losses, damages, claims, actions, suits, costs or expenses (including attorney fees) of whatsoever
<br />kind or nature imposed on, incurred by or asserted against Escrow Agent which in any way relate to or arise out of the execution and
<br />delivery of this Agreement and any action taken hereunder, provided, however, that Seller and Buyer shall have no such obligation to
<br />indemnify, save and hold harmless Escrow Agent for any liability incurred by, imposed upon or established against it as a result of
<br />Escrow Agent's negligence or willful misconduct,
<br />Section 11. Closing: At or before Closing, Seller shall deliver to Buyer a special warranty deed
<br />and other other documents customarily executed or delivered by a seller in similar transactions, including without limitation, a bill of sale for
<br />any personalty listed on Exhibit A, an owner's affidavit, lien waiver forms (and such other lien related documentation as shall permit
<br />the Property to be conveyed free and clear of any claim for mechanics' liens) and a non - foreign status affidavit (pursuant to the Poreign
<br />Investment in Real Property Tax Act), and Buyer shall cause to be delivered the funds necessary to pay to Seller the Purchase Price.
<br />The Closing shall be conducted by Buyer's attorney or handled in such other manner as the parties hereto may mutually agree in
<br />writing, Possession shall be delivered at Closing, unless otherwise agreed herein, The Purchase Price and other funds to be disbursed
<br />pursuant to this Agreement shall not be disbursed until the Buyer's attorney's (or other designated settlement agent's) receipt of
<br />authorization to disburse all necessary funds.
<br />Section 12. Notices: Unless otherwise provided herein, all notices and other communications which may be or are required to be given
<br />or made by any party to the other in connection herewith shall be in writing (which shall include electronic mail) and shall be deemed
<br />to have been properly given and received (i) on the date delivered in person or (ii) the date deposited in the United States mail,
<br />registered or certified, return receipt requested, to the addresses set out in Section 1(g) as to Seller and in Section 1(h) as to Buyer, or at
<br />such other addresses as specified by written notice delivered in accordance herewith, (iii) upon the sender's receipt of evidence of
<br />complete and successful transmission of electronic mail or facsimile to the electronic mail address or facsimile number, if any,
<br />provided in Section 1(g) as to Seller and in Section 1(h) as to Buyer or (iv) on the date deposited with a recognized overnight delivery
<br />service, addressed to the addresses set out in Section 1(g) as to Seller and in Section 1(h) as to Buyer, or at such other addresses as
<br />specified by written notice delivered in accordance herewith. If a notice is sent by more than one method, it will be deemed received
<br />upon the earlier of the dates of receipt pursuant to this Section.
<br />Section 13. Counterparts; Entire Agreement: This Agreement may be executed in one or more counterparts, which taken together,
<br />shall constitute one and the same original document, Copies of original signature pages of this Agreement may be exchanged via
<br />facsimile or e-mail, and any such copies shall constitute originals. This Agreement constitutes the sole and entire agreement among the
<br />parties hereto and no modification of this Agreement shall be binding unless in writing and signed by all parties hereto. The invalidity
<br />of one or more provisions of this Agreement shall not affect the validity of any other provisions hereof and this Agreement shall be
<br />construed and enforced as if such invalid provisions were not included.
<br />Vae, of S
<br />Buyer Initials i 8 Seller Initials STANDARD FORM 580 -T
<br />Revised 7/2017
<br />0 7/2017
<br />Produced with zipForrnO by zlpLogix 18070 Fifteen Mile Road, Fraser, Michigan 48026 www.zipLon x.00m MO PS CJrnnge
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