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11. Permission to Enter on Premises. Seller hereby grants City, 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
<br />necessary inspections. In the event escrow does not close City shall indemnify and hold harmless Seller for
<br />any and all damages to persons or property caused by or arising from City's right of entry granted by this
<br />paragraph.
<br />It is understood and agreed that for project planning and funding purposes the Seller hereby grants to Buyer
<br />and authorized agents or contractors, the right of possession to the area described in Exhibit "A-1" and
<br />depicted in Exhibit "B" to perform the work described in Paragraph 29. However, said right of possession and
<br />use shall not be exercised prior to the Buyer, or Buyer's agent, providing Seller with a 48-hour prior written
<br />notice to perform the construction items listed in Paragraph 29 below.
<br />The right to use the property shall continue in effect for a period of six (6) months. All efforts shall be made to
<br />complete the described work within the proscribed period of time; however, extraordinary circumstances may
<br />occur which may require additional time to complete the work (i.e. rain, labor dispute, shortage of materials). It
<br />is agreed that should the actual use extend beyond the time period delineated above, and the occurrence is
<br />verified through the contractor or City/State project inspection logs, the Buyer agrees to pay at the rate of
<br />5136.66 per month, prorated to the actual date of Buyer's termination of use.
<br />It is further understood that in no event shall the Buyer's use of the property exceed the early of either the term
<br />of the TCE described above or the project completion date.
<br />12. Just Compensation Seller acknowledges and agrees that said purchase is full compensation for said
<br />real property and includes payment for fixtures & Equipment (improvements pertaining to the realty), goodwill (if
<br />any), and severance damages.
<br />13. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36, P.O. Box 1988,
<br />in the City of Santa Ana 92702, County of Orange, State of California. The mailing address of the Seller is:
<br />Far West Management Corporation
<br />17941 Mitchell Street
<br />Irvine, CA 92614
<br />ATTN: Mr. Bill Bird
<br />14. Exceptions. City agrees to accept title to said real property subject to the following exceptions as listed
<br />in the preliminary title report dated June 23, 2009 provide by First American Title: Items 1, 2, 3, 4, 5, 6,& 7, 9,
<br />10, 11 & 12.
<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 City 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 Clty.
<br />16. Compliance With Environmental Laws. To the best of Seller's actual knowledge without duty of
<br />further investigation neither Seller nor the Property complies with all applicable laws and govammental
<br />regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water
<br />quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the
<br />Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation
<br />Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California
<br />Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property
<br />is located, the California Department of Health Services, the Regional Water Quality Control Board, the State
<br />Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and
<br />local agencies and bureaus.
<br />17. Continaencv. It is understood and agreed between the parties hereto that the completion of this
<br />transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the
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