CCP 09-22-1997 - Laserfiche WebLink

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__n_.____________ _____.______n_______._._ - I Seller's option but with Purchaser's legal counsel, defend Seller against any and all -- claims, actions, causes of actions, expenses, eosts, penalties and liability brought by or I owing to third parties arising out of its work or those of its employees, agents or contractors on the Land which indemnity shall also include the payment of reasonable attorneys' fees. I (2) Purchaser shall determine whether the improvements contemplated by Purchaser for the Property and the use thereof are permitted by all governmental or quasi- I governmental authority (local, state OT federal), including but not limited to zoning, subdivision and special use authorities. - (3) Purchaser, at its sole cost and expense, shall determine that it shall have I the right to construct and operate upon the Property, upon proper application to the appropriate governmental authorities and at a cost reasonably acceptable to Purchaser, its I proposed buildings and other improvements. Said applications and approvals (the "Governmental Approvals'') shall include, but shall not be limited 10, the proper zoning and all other authority to construct Purchaser's buildings and all other necessary or I desirable improvements (including Purchaser's signage), (4) Purchaser shall have satisfied itself as to the environmental condition of .. the Land, based on environmental testing pursuant to this Section 10 and any environmental reports furnished to the Purchaser by the Seller pursuant to this Section 10. (B) If Purchaser shall determine that it is not possible to develop the Property as I intended by Purchaser, then Purchaser may tenninate this Agreement by giving notice (the "Teonination Notice") of its election to do so to Seller on or before the expiration of the I Inspection Period. The Termination Notice shall set forth the reasons for the termination of this Agreement in reasonable specificity. If the Termination Notice is not given on or before the expiration of the Inspection Period (as the same may extended as herein provided) then Purchaser I shall be conclusively presumed to have irrevocably waived the right to terminate under this Section 10 and to have accepted the Property in its "as is" condition and the Seller sha1l have no liability to the Purchaser on account of any conditions existing on the Land, This provision shall I not abrogate Seller's express warranties and representations contained in this Agreement. 11. REAL ESTATE TAXES AND ASSESSMENTS. I AU general real estate taxes and installments of special assessments levied or assessed against the Property (collectively, "Taxes") shall be paid by Seller if the same are due and I payable as of the Closing Date and by Purchaser if due and payable thereafter. All Taxes for the tax fiscal year in which the Closing Date occurs shall be apportioned between Purchaser and Seller on and as of the Closing Date, with Purchaser bearing only the expense of that proportion I of such Taxes that the number of days in the proration period following and including the Closing Date bears to 365, If the amount of Taxes to be borne by the parties as above provided is -. not ascertainable on the Closing Date, the total thereof paid for the preceding tax fiscal period 7 I 80'd 61>0lo loGE; c:'t9 . tI' d '3>f13Cl '8 A3-,atl<la S0;~'t lo66't-6't-d3S ----------------