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2007-07-11 CC
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2007-07-11 CC
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7/9/2007 11:45:09 AM
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<br />15. Environmental Testing, At all times prior to the Closing, Buyer and its <br />agents shall have the right, upon reasonable notice to Seller, to go upon the Property to <br />conduct such inspections and tests as Buyer shall deem appropriate to determine that the <br />Property is free from any Hazardous Substances as defined in Paragraph 10(k) hereof: <br /> <br />and is in full compliance with all federal, state and local environmental laws and <br /> <br />regulations. At Buyer's discretion, such inspections and test may include Phase I and <br /> <br />Phase IT environmental reports (the ''Environmental Report"), Seller's soils and/or <br /> <br />geotechnical reports certified to Buyer. Buyer agrees to indemnify and defend Seller <br /> <br />from, and to hold the Seller bannIess against any and all claims, causes of action or <br /> <br />expenses, including attorneys fees, relating to or arising from Buyer's presence on the <br /> <br />Property prior to the Closing. Buyer agrees to repair any damage to the Property caused <br />by such inspections and to retwn the Property to substantially the same condition as <br /> <br />existed prior to Buyer's inspection. <br /> <br />16. Agreemep.ts. Re.presentations and Warranties by Seller. Seller agrees, <br /> <br />represents and warrants as follows: <br /> <br />(a) The individuals executing this Agreement on behalf of Seller have the <br />requisite authority to execute this Agreement and such other documents as <br />are contemplated or to be delivered by Seller herein, and to bind Seller <br />thereto; and Seller has the full and complete authority to sell the Property; <br /> <br />(b) Seller is not a foreign person, foreign partnership, foreign trust or foreign <br />estate as those terms are defined in Section 1445 of the Internal Revenue <br />Code; <br /> <br />(c) There have been no bankruptcy or dissolution prC>CP.P.iIings involving <br />Seller during the time in which Seller has bad any interest in the Property; <br />there are no lInlUltisfied judgments or state or federal tax liens of record <br />against Seller; and no labor or materials have been furnished to the <br />Property for which payment has not been made; <br /> <br />9 <br /> <br />,2';/ <br />
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