Laserfiche WebLink
any such agreements which would affect the Property or any portion thereof prior to the Close of <br />Escrow, without Buyer's written consent. <br />7.1.12 Access. There is full and unobstructed direct access to the Property <br />from public streets, highways or roads that are adjacent to the Property. <br />7.1.13 Bankruptcy. No "Bankruptcy Event" (as defined below) has <br />occurred with respect to Seller nor any member or manager of Seller. There is not pending or <br />threatened any case, proceeding or other action seeking reorganization, arrangement, adjustment, <br />liquidation, dissolution or re -composition of Seller or any member or manager of Seller or seeking <br />appointment of a receiver, trustee, custodian or similar official for Seller or any member or <br />manager of Seller for all or any substantial part of its or their assets. "Bankruptcy Event" means <br />(a) the making by a person of a general assignment for the benefit of such person's creditors, <br />(b) the admission in writing by a person of its inability to pay its or their debts as they mature, <br />(c) an attachment, execution or other judicial seizure of any property interest which remains in <br />effect, or (d) the failure to have taken or submission to any action indicating a general inability by <br />a person to meet its financial obligations as they accrue. <br />7.1.14 Material Change. Seller shall promptly notify Buyer if Seller <br />obtains information that would make any of the representations or warranties contained herein <br />materially inaccurate or misleading. <br />7.2 Buyer's Warranties. In consideration of Seller entering into this Agreement <br />and as an inducement to Seller to sell the Property to Buyer, Buyer makes the following <br />representations and warranties which shall be true and correct as of the Effective Date and the <br />Close of Escrow and each of which is material and being relied upon by Seller. For all purposes <br />of this Agreement, including Buyer's representations and warranties contained herein, the phrase <br />"to the best of Buyer's knowledge" shall mean the current actual knowledge of Buyer. If prior <br />to the Close of Escrow Seller determines that any representation or warranty of Buyer is untrue, <br />inaccurate or incomplete in any material respect (and without waiving any of Seller's rights or <br />remedies hereunder at law or in equity with respect to any material untruth, incompleteness or <br />inaccuracy existing on the Effective Date, that was known of or should have been known of by <br />Buyer), Seller may give Buyer written notice of same and Buyer shall have seven (7) days from <br />the date of receipt of Seller's notice (and the Closing Date shall be extended to permit the running <br />of such seven (7) day period) ("Buyer Cure Period") to correct any fact or circumstance that <br />makes such representation or warranty materially untrue or inaccurate to Seller's reasonable <br />satisfaction. If Buyer fails to make such correction within the Buyer Cure Period, then Seller by <br />written notice to Buyer within three (3) days after the expiration of the Buyer Cure Period (and the <br />Closing Date shall be extended to permit the running of such three (3) day period) shall be entitled <br />(a) to terminate this Agreement or (b) continue this Agreement in full force and effect with no <br />change in terns, but without waiving any legal, equitable or other remedies it may have against <br />Buyer. The foregoing is not a waiver or release of any of Seller's rights or remedies for any <br />material untruth, incompleteness or inaccuracy in a representation or warranty of Buyer of which <br />Seller obtains knowledge after the Close of Escrow. <br />7.2.1 Authorization. Buyer is a corporation duly formed in the State of <br />Nevada and validly existing under the laws of the State of California and is qualified to transact <br />