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certain Guaranty of Lease, dated as of July 13, 2020, made by Purchaser for the benefit of <br />Seller (the "Lease Guaranty") with respect to Previous Lessee's obligations under the <br />Previous Lease, and that certain Standard Industrial/Commercial Single -Tenant Lease - Net <br />dated as of March 1, 2021, by and between Seller, as lessor, and Purchaser, as lessee (the <br />"Existing Lease"), Purchaser has been in possession or control of the entire Property since <br />the date of the Previous Lease and comprehensive improvements in connection with its <br />occupancy and use of the Property have been completed in accordance with the terms and <br />conditions of the Existing Lease and have been approved by Purchaser. As such, Purchaser's <br />knowledge of the current condition of the Property exceeds that of Seller. PURCHASER <br />ACKNOWLEDGES AND AGREES THAT SELLER HAS NOT MADE, DOES NOT <br />MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS ANY AND ALL <br />REPRESENTATIONS, WARRANTIES, PROMISES,. COVENANTS, AGREEMENTS <br />OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER <br />EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS <br />TO, CONCERNING OR WITH RESPECT TO THE PROPERTY OR ITS CONDITION, <br />INCLUDING, WITHOUT LIMITATION, (I) THE VALUE OF THE PROPERTY; <br />(II) THE INCOME BEING, OR THAT MAY BE DERIVED FROM THE PROPERTY; <br />(III) THE SUITABILITY OF THE PROPERTY FOR ANY AND ALL ACTIVITIES AND <br />USES WHICH PURCHASER MAY CONDUCT THEREON, INCLUDING, WITHOUT <br />LIMITATION, THE POSSIBILITIES FOR FUTURE DEVELOPMENT OF THE <br />PROPERTY; (IV) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, <br />PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY <br />(PURCHASER AFFIRMING THAT PURCHASER HAS NOT RELIED ON SELLER'S <br />SKILL OR JUDGMENT TO SELECT OR FURNISH THE PROPERTY FOR ANY <br />PARTICULAR PURPOSE, AND THAT SELLER MAKES NO WARRANTY THAT THE <br />PROPERTY IS FIT FOR ANY PARTICULAR PURPOSE); (V) THE MANNER, <br />QUALITY, STATE OF REPAIR OR LACK OF REPAIR OF THE PROPERTY <br />INCLUDING, WITHOUT LIMITATION, ANY PATENT OR LATENT DEFECTS OR <br />DEFICIENCIES WITH RESPECT TO THE PROPERTY; (VI) THE NATURE, QUALITY <br />OR CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE <br />WATER, SOIL AND GEOLOGY OF OR BELOW THE SURFACE OF THE PROPERTY; <br />(VII) THE COMPLIANCE OF OR BY THE PROPERTY OR ITS OPERATION WITH <br />ANY LAWS, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE <br />GOVERNMENTAL AUTHORITY OR BODY INCLUDING, WITHOUT LIMITATION, <br />THE AMERICANS WITH DISABILITIES ACT OR ANY SIMILAR STATE LAWS; <br />(VIII) THE MANNER OR QUALITY OF THE CONSTRUCTION OR MATERIALS <br />INCORPORATED INTO THE PROPERTY, INCLUDING ANY IMPROVEMENTS <br />THERETO AND THE WORK (AS DEFINED IN THE SETTLEMENT AGREEMENT) <br />PERFORMED THEREON AND/OR THERETO; (IX) COMPLIANCE WITH ANY <br />ENVIRONMENTAL REQUIREMENTS (DEFINED BELOW), ENVIRONMENTAL <br />PROTECTION, POLLUTION OR LAND USE LAWS, RULES, REGULATIONS, <br />ORDERS OR OTHER REQUIREMENTS; (X) THE PRESENCE OR ABSENCE OF <br />HAZARDOUS MATERIALS (AS DEFINED BELOW) AT, ON, UNDER, OR <br />ADJACENT TO THE PROPERTY; (XI) THE CONTENT, COMPLETENESS OR <br />ACCURACY OF ANY OF THE DUE DILIGENCE DELIVERIES; (XII) THE <br />CONFORMITY OF THE IMPROVEMENTS TO ANY PLANS OR SPECIFICATIONS <br />FOR THE PROPERTY, INCLUDING ANY PLANS AND SPECIFICATIONS THAT <br />MAY HAVE BEEN OR MAY BE PROVIDED TO PURCHASER; (XIII) THE <br />CONFORMITY OF THE PROPERTY TO PAST, CURRENT OR FUTURE <br />5489135.2 5 <br />