|
<br />3
<br />
<br />Hazardous Materials or the condition of the soil, its geology, the presence of known or unknown
<br />seismic faults, or the suitability of the Real Property for development purposes.
<br />(c) Buyer Precautions after Closing. Upon and after the Closing, Buyer shall take
<br />all necessary precautions to prevent the release into the environment of any Hazardous Materials
<br />which are located in, on or under the Real Property. Such precautions shall include compliance with
<br />all laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the
<br />state, the County, the City, or any other politic al subdivision in which the Real Property is located,
<br />and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the Real
<br />Property (“Governmental Requirements”) with respect to “Hazardous Materials”, as defined below.
<br />“Hazardous Materials” means any substance, material, or waste which is or becomes
<br />regulated by any local governmental authority, the County, the State of California, regional
<br />governmental authority, or the United States Government, including, but not limit ed to, any material
<br />or substance which is (i) defined as a “hazardous waste,” “extremely hazardous waste,” or “restricted
<br />hazardous waste” under Sections 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the
<br />California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii)
<br />defined as a “hazardous substance” under Section 25316 of the California Health and Safety Code,
<br />Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined
<br />as a “hazardous material,” “hazardous substance,” or “hazardous waste” under Section 25501 of the
<br />California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response
<br />Plans and Inventory), (iv) defined as a “hazardous substance” under Section 25281 of the California
<br />Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances),
<br />(v) petroleum, (vi) friable asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or
<br />defined as “hazardous” or “extremely hazardous” pursuant to Article 11 of Title 22 of the California
<br />Administrative Code, Division 4, Chapter 20, (ix) designated as “hazardous substances” pursuant to
<br />Section 311 of the Clean Water Act (33 U.S.C. §1317), (x) defined as a “hazardous waste” pursuant
<br />to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq. (42 U.S.C.
<br />§6903) or (xi) defined as “hazardous substances” pursuant to Section 101 of the Comprehensive
<br />Environmental Response, Compensation, and Liability Act, 42 U.S.C. §6901 et seq.
<br />6. Buyer’s Conditions Precedent and Termination Right.
<br />(a) Conditions Precedent. The Closing and Buyer’s obligation to consummate
<br />the transaction contemplated by this Agreement are subject to the timely satisfaction or written waiver
<br />of the following conditions precedent (collectively, “Buyer’s Contingencies”), which are for Buyer’s
<br />benefit only.
<br />(i) Title Review. Within ten (10) calendar days after the Date of
<br />Agreement, Seller shall cause the Title Company to deliver to Buyer a preliminary title report (the
<br />“Report”) describing the title to the Real Property, together with copies of the plotted easements and
<br />the exceptions (the “Exceptions”) set forth in the Report; provided that the cost of the Report shall be
<br />borne by Seller. Seller acknowledges that the Report shall include an endorsement against the effect
<br />of any mechanics’ liens; Seller will provide such indemnity or other assurances as necessary to induce
<br />the Title Company to provide such endorsement. On or befo re the Contingency Date, Buyer shall
<br />have approved in writing, in Buyer’s sole discretion, any matters of title disclosed by the following
<br />(collectively, the “Title Documents”): (i) the Report; (ii) the Exceptions; (iii) the legal description of
<br />the Real Property and (iv) any survey Buyer desires to obtain at Buyer’s sole cost and expense. Buyer
<br />shall have the same rights to approve or disapprove any exceptions to title that are not created by
|