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M a.r. 3. 2 0 ~ 0 9 : 21~M No.S6J.5 P. 9 on or before the Closing Dare, without the written consent of Buyer, which consent may be withheld by Buyer at its sole discretion. ~ 8. Representations and Warranties bv Seller. Seller represents and warrants to Buyer as follows: (a) Title to Real ProDertv. Seller owns the Real Property, free and clear of all encumbrances. (b) Title to Personal Protlertv. Seller owns the Personal Property, free and clear of all encumbrances (c) Utilities. Seller has received no notice of actual or threatened reduction or curtailment of any utility service now supplied to the Real Property. (d) Assessments. Seller has received no notice of actual or threatened special assessments or reassessments of the Real Property. (e) Environmental Laws. SeUer acknowledges that releases of contaminants may have occurred on portions of the Property, resulting, or possibly resulting, from the past storage and distribution of petroleum products and other hazardous substances on the Property by Seller, Seller's predecessors in interest or by affiliates of Seller. Seller is presently working with the Minnesota Pollution Control Agency ("MPCA") to investigate and remediate such releases. Buyer is in receipt of the Phase I Environmental Site Assessment prepared by Braun Intertec dated January 24, 2000 (':Phase I"). According to said Phase I, a Limited Site Investigation is being conducted through the 1:v1PCA Tank and Spills Program. Seller agrees to cooperate with the :MPCA and any. other applicable governmental agencies during such investigation and shall comply with and to pay the entire actual cost for implementation of any remedial action plan. Seller shall be solely responsible to the ~A for all complliw.ce with directives. orders, or requirements of the MPCA pursuant to the Tank and Spills program and any other program deemed necessary by the r-.1PCA or other applicable governmental agency, and for any reporting to the MPCA or other applicable governmental. agency under state, federal or local law. Seller agrees to fully indenmify Buyer in a form satisfactory to Buyer, as described in Section 3 (h) above for any and all claims, demands, causes of action, loss, damage, liabilities, and costs (including attorney's fees and court CQS1:s) asserted agai.n.st or mCUlTed by Buyer by reason of or arising out of the environmental condition of the Property at the time of Closing, and for any breach of the foregoing by Seller. (t) Rights of Others to Purchase PropertY. Seller has not entered into any 1~ase5 or other contracts for the sale of the Property, nor are there any rights of first refusal or options to purchase the Property or any other rights of others that might prevent the consummation of this Agreement. 8