25A - AGMT FOR CITY OWNED PROPERTY

Home Browse Search

and (viii) the presence or adequacy of infrastructure or other improvements on, near or concerning the Property. If Buyer disapproves the Property for any reason or for no reason prior to the Closing Date, Buyer may elect to give Seller written notice terminating this Agreement and the parties shall have no further obligations hereunder except those that expressly survive termination of this Agreement. 6.7 No Representations or Warranties. Buyer shall rely solely and exclusively upon the results of its Investigations of the Property, including, without limitation, investigations regarding geotechnical soil conditions, compliance with all laws applicable to the development or use of the Property by the Buyer and any other matters relevant to the condition or suitability of the Property for the development or operation of the Project, as the Buyer may deem necessary or appropriate. The Seller makes no representation or warranty, express or implied, to the Buyer relating to the condition of the Property or suitability of the Property for any intended use or development by the Buyer. 6.8 Acceptance of Property"AS-IS. " Buyer shall accept all conditions of the Property, without any liability of the Seller whatsoever, upon the Buyer's unconditional and irrevocable acceptance of the condition of the Property in the Property's AS IS, WHERE IS, SUBJECT TO ALL FAULTS CONDITION, WITHOUT WARRANTY AS TO QUALITY, CHARACTER, PERFORMANCE OR CONDITION and with full knowledge of the physical condition of the Property, the nature of the Seller's interest in and use of the Property, all laws applicable to the Property and of any and all conditions, restrictions, encumbrances and all matters of record relating to the Property, and that the Property is being acquired by Buyer as a result of its own knowledge, inspection and investigation of the Property and not as a result of any representation(s) made by the Seller or any employee, official, consultant or agent of the Seller relating to the condition of the Property, unless such statement or representation is expressly and specifically set forth in this Agreement. Seller hereby expressly and specifically disclaims any express or implied warranties regarding the Property. 7. Warranties. 7.1 Seller's Warranties. In consideration of Buyer entering into this Agreement and as an inducement to Buyer to purchase the Property from Seller, Seller makes the following representations and warranties which shall be true and correct as of the Effective Date and the Close of Escrow and each of which is material and being relied upon by Buyer. For all purposes of this Agreement, including Seller's representations and warranties contained herein, the phrase "to the best of Seller's knowledge" shall mean the current actual knowledge of Seller. If prior to the Close of Escrow Buyer has actual Knowledge that any representation or warranty of Seller is untrue, inaccurate or incomplete in any material respect (and without waiving any of Buyer's rights or remedies hereunder at law or in equity with respect to any material untruth, incompleteness or inaccuracy existing on the Effective Date, that was known of or should have been known of by Seller), Buyer may give Seller written notice of same and Seller shall have seven (7) days from the date of receipt of Buyer's notice (and the Closing Date shall be extended to permit the running of such seven (7) day period) ("Seller Cure Period") to correct any factor circumstance that makes such representation or warranty materially untrue or inaccurate to Buyer's reasonable satisfaction. If Seller fails to make such correction within the Seller Cure Period, then Buyer by written notice to Seller within three (3) days after the expiration of the Seller Cure Period (and the Closing Date 25i=16