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9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part
<br />of Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or
<br />agreement nor a waiver of any breach of any other covenants or agreements contained herein.
<br />10. Heirs, Assigns, Successors in Interest. This Agreement, and all the terms, covenants and conditions
<br />hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective
<br />parties hereto.
<br />11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder
<br />to be made, time is and shall be of the essence.
<br />12. 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.
<br />13. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at
<br />fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining
<br />to the realty), goodwill (if any), and severance damages.
<br />14. 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 />Alan Kalman
<br />137 S. Robertsons Blvd., # 122
<br />Beverly Hills, CA 90211
<br />15. Exceptions. City agrees to accept title to said real property subject to the following: NONE.
<br />16. 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 City.
<br />17. Hazardous Waste. A. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant,
<br />occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous
<br />waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or
<br />transported any Hazardous Materials to or from the Property, with the exception of paragraph 17.B., below.
<br />Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any
<br />Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the
<br />Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes
<br />regulated by any local governmental authority, the State of California, or the United States Government,
<br />including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely
<br />hazardous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant
<br />to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control
<br />Law), (ii) defined as "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 as a
<br />"hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California
<br />Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and
<br />Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety
<br />Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos,
<br />(vii) 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
<br />as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined
<br />as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C.
<br />S6901 et seq. (42 U.S.C. 86903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the
<br />25B-17
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