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10. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be <br />made, time is and shall be of the essence. <br />11. Permission to Enter on Premises. City hereby grants Agency, and its authorized agents, permission to <br />enter upon said real property at all reasonable times prior to close of escrow for the purpose of making necessary <br />inspections. <br />12. Just Compensation. City acknowledges and agrees that said purchase price is just compensation at fair <br />market value for said real property and includes any and all fixtures and equipment, goodwill (if any) and <br />severance. <br />13. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-37, P.O. Box 1988, in <br />the City of Santa Ana 92701, State of California. The mailing address of the Agency is 20 Civic Center Plaza, M- <br />25, Santa Ana, California 92701. <br />14. Exceptions. Agency agrees to accept title to said real property subject to the following: No Exceptions. <br />15. Entire Agreement. It is mutually agreed that the parties hereto have herein set forth the whole of their <br />Agreement. Performance of this Agreement by Agency shall lay at rest, each, every and all issue(s) that were <br />raised or could have been raised in connection with the acquisition of said real property by Agency. <br />16. Hazardous Waste. Neither City nor, to the best of City's knowledge, any previous owner, tenant, occupant, <br />or user of the Property used, generated, released, discharged, stored, or disposed of any hazazdous waste, toxic <br />substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or transported any <br />Hazardous Materials to or from the Property. City shall not cause or permit the presence, use, generation, release, <br />discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any <br />Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, <br />or waste which is or becomes regulated by any local govemmental authority, the State of California, or the United <br />States Government, including, but not limited to, any material or substance which is (i) defined as a "hazazdous <br />waste", "extremely hazazdous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or <br />listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazazdous <br />Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and <br />Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazazdous Substance Account Act), (iii) defined <br />as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the Califomia <br />Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), <br />(iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division <br />20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) <br />polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" <br />pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as <br />a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a <br />"hazazdous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et <br />sue. (42 U.S.C. 56903) or (xi) defined as a "hazazdous substances" pursuant to Section 101 of the Comprehensive <br />Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et se (42 U.S.C. <br />59601). <br />17. Compliance With Environmental Laws. To the best of City's knowledge the Property complies with all <br />applicable laws and govemmental regulations including, without limitation, all applicable federal, state, and local <br />laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, <br />3 <br />