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conforms to the requirements of Section 2 4 If the City does not approve the Financing Plan, the City shall set forth its objections in wnting and notify Developer of the reasons for its disapproval If the City does not approve or provide written objections to Developer within such fifteen (15) business day period, the Financing Plan shall be deemed rejected Developer shall thereafter submit a revised Financing Plan that addresses the reasons for disapproval, and the City shall grant Developer a reasonable extension of the time deadlines set forth in this Agreement as required to restructure the Financing Plan, subject to the outside time limit for completion set forth in Section 5 1 below Notwithstanding anything to the contrary contained in this Agreement, City acknowledges and agrees that City has approved the Financing Plan attached hereto as Exhibit E Proposed modifications to the Financing Plan shall be submitted to the City for review and approval. City staff shall promptly review such proposed modifications, and acting through City's Authonzed Representative, the City shall approve such modifications in writing within fifteen (15) business days following receipt provided that the modifications conform to the requirements of this Agreement. If the City does not approve proposed modifications, the City shall set forth its objections in writing and notify Developer of the reasons for its disapproval Developer shall thereafter submit a revised Financing Plan that addresses the reasons for disapproval. If the City does not approve or provide written objections to Developer within such fifteen (15) business day period, the proposed modifications shall be deemed rejected ARTICLE IIl ESCROW AND CLOSING 3.1 Escrow City and Developer shall open escrow at the office of Old Republic Title Company located at 555 12`" Street, Oakland, California, or such other title company as the Parties may agree upon("Title Company" or"Escrow Agent") in order to consummate the closing of escrow for the transactions contemplated hereby. 3 2 Costs of Closing and Escrow Developer shall pay all title insurance premiums for policies Developer elects to purchase in connection with Developer's acquisition of a leasehold interest in the Property and the financing of the Project. Developer shall pay, or cause to be paid, all recording fees, transfer taxes, escrow fees and closing costs incurred in connection with the acquisition of a leasehold interest in the Property and the financing of the Project Developer shall pay for the cost of any lender's policy of title insurance that City elects to acquire in connection with the transactions contemplated hereby City and Developer shall provide Escrow Agent with a copy of this Agreement, which together with such supplemental instructions as City or Developer may provide and which are consistent with the intent of this Agreement or which are otherwise mutually agreed upon by City and Developer, shall serve as escrow instructions for the Closing. 3.3 Closing. The Closing Date shall be a date that is mutually acceptable to the Parties Pnor to the Close of Escrow, Developer shall deposit into escrow the City Documents to which Developer is a party, executed and acknowledged as applicable, and Developer's share of closing costs Provided that all conditions precedent to Close of Escrow have been satisfied or waived, City shall deposit into escrow executed copies of the City Documents to which City is a OAK 144822-6539-6013 v5 7