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Provisions with Respect to the Closing Agent .

     Closing Agent is signing this Agreement for the sole purposes of acknowledging, accepting, and agreeing to perform, Closing Agent's responsibilities under this Agreement, including those set forth in Exhibit "J".  Closing Agent shall not demand any releases or indemnities, or impose any other requirements or conditions, with respect to such performance except as set forth in this Agreement.  Closing Agent's rights or responsibilities may be modified only by a written amendment to this Agreement signed by Closing Agent as well as by Seller and Buyer.  Any amendment to this Agreement that is not signed by Closing Agent shall be effective as to the parties to such amendment, but shall not be binding upon Closing Agent.


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