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<br />(d.) Surplus Property Sale. The Property is being sold by State pursuant to the <br />provisions of Chapter 430 of the Statutes of 2018, and in accordance with California <br />Government Code Section 11011 et seq. <br />15. State's Disclosures. <br />(a.) Existing Building and Infrastructure. There is a , nine story structure and <br />infrastructure totaling 128,010 square feet located on the Property. The State took ownership <br />of the Property in 1975. Buyer shall be solely responsible for all costs and expenses <br />associated with all of the following: (i) repairs, improvements, modifications or alterations of <br />any existing improvements or infrastructure located on and beneath the Property (ii) <br />demolition and removal of any existing improvements and infrastructure located on and <br />beneath the Property (iii) all Hazardous Material that may exist now or be discovered in the <br />future, including any environmental cleanup, remediation and mitigation measures that may <br />be required on the Property by any governmental agency (iv) all Hazardous Material that may <br />exist now or be discovered in the future, including any environmental cleanup, remediation <br />and mitigation measures that may be required by any governmental agency in relation to or <br />arising out of Buyer’s demolition, removal, modification, alteration or repair of any existing <br />improvement or infrastructure located on and beneath the Property, and (v) all Hazardous <br />Material that may exist now or be discovered in the future, including any environmental <br />cleanup, remediation and mitigation measures that may be required by any governmental <br />agency in relation to or arising out of Buyer’s intended use and development of the Property. <br />16. Buyer's Representations and Warranties. In consideration of State entering into <br />this Agreement and as an inducement to State to sell the Property to Buyer, Buyer makes the <br />following representations and warranties, each of which is material and is being relied upon by <br />State (the continued truth and accuracy of which constitutes a condition precedent to State's <br />obligations hereunder): <br />(a.) Buyer's Authority. Buyer has the legal right, power and authority to enter <br />into this Agreement and to consummate the transactions contemplated hereby, and the execution, <br />delivery and performance of this Agreement and no other action by Buyer is requisite to the valid <br />and binding execution, delivery and performance of this Agreement. <br />(b.) Enforceability. This Agreement and all documents required hereby to be <br />executed by Buyer are and shall be valid, legally binding obligations of and enforceable against <br />Buyer in accordance with their terms. <br />(c.) Conflicting Documents. Neither the execution and delivery of this <br />Agreement and the documents and instruments referenced herein, nor the occurrence of the <br />obligations set forth herein, nor the consummation of the transaction contemplated herein, nor <br />compliance with the terms of this Agreement and the documents and instruments referenced <br />herein conflict with or result in the material breach of any terms, conditions or provisions of, or <br />constitute a default under, any bond, note, or other evidence of indebtedness or any contract, <br />indenture, mortgage, deed of trust, loan, partnership agreement, lease or other agreement or <br />instrument to which Buyer is a party. <br />EXHIBIT 2