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assessments, leases, and taxes. Unless otherwise provided, recording of the Quitclaim Deed and <br />Closing (as defined below) of the transaction described herein shall be subject to Tenant - Seller's <br />vacation of the Premises and proof of clear title to all said Improvements having been obtained <br />and received by Buyer in accordance with Paragraphs S mid 9 of this Agreement. <br />S, RECORDING, Recordation of any documents delivered through this Agreement is <br />authorized if necessary or proper, upon acceptance by Buyer as described herein. <br />6, CERTIFICATION OF OWNERSHIP. Tenant - Seller hereby warrants and certifies under <br />penalty of perjury that Tenant - Seller is the owner of the Improvements and that no document has <br />been signed by or on behalf of Tenant - Seller for the purpose of creating any lien, encumbrance, <br />or security interest in any of the Improvements, and that the Tenant - Seller does not know of any <br />claim of lien, encuunbrance, or other security interest therein, EXCEPT: (a) Trust Deeds on the <br />Property, duly recorded, mid (b) real and personal property taxes. <br />7. PERMISSION TO ENTER PREMISES. Tenant - Seller hereby grants Buyer or its <br />authorized agent's permission to enter upon the Premises at all reasonable times prior to Closing <br />of this transaction for the purpose of malting necessary inspections. <br />S. BLuI.I� SALE. In order to establish proof of clear title to the Improvements, Buyer may <br />publish allotice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain <br />a title report and /or a reportt from the Secretary of State's Office as to filings of security interests <br />covering the Improvements. <br />9. CONFLICTING INTERESTS. In the event any conflicting claim of title or any security <br />interest or lien of any kind is discovered or asserted as to any of the Improvements, Buyer shall, <br />upon receiving notice or knowledge thereof, withhold an amount otherwise payable to Tenant - <br />Seller as is reasonably necessary, in the sole opinion of Buyer, to protect Buyer against such <br />claim of interest or lien, The withholding of such Raids shall not .prevent Closing of this <br />transaction if the total funds to be withheld from Tenant- Sclter do not exceed the net amount to <br />be paid to Tenant - Seller through this transaction. Buyer will not pay out the withheld funds or <br />disburse any withheld funds to any claimant or other party (except upon court order or Ievy) <br />without the written consent of Tenant - Seller. <br />A general creditor's claim shall not be deemed to be a claim against any specific item of <br />Improvements and Tenant-Seller hereby agrees to accept all responsibility therefore. Unless <br />otherwise provided, it shall be presumed that Tenant - Seller is entitled to payment under this <br />transaction for the Improvements, It shall be, Presumed that the Property owner is the owner of <br />all improvements, fixtures and equipment associated with the Premises other than the, <br />Improvements, <br />10, DISMISSAL OF EMINENT DOMAIN ACTION. If Buyer has previously filed an <br />action to condejun the Tenancy Interest and /or Tenant - Seller's interest in the Improvements, <br />Tonant-Seller hereby consents to the dismissal of such action and waives any claims for <br />compensation, costs, attorney's fees and deposits in said action, or any claim whatsoever which <br />might arise out of the tiling of such action, whether or not such claim is specifically identified <br />herein. Tenant - Seller hereby authorizes Buyer to withdraw and wake payable to Buyer any <br />funds deposited with the Court in any such eminent domain action. <br />r <br />