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WITHOUT LIMITATION: (i) the quality, nature, adequacy, and physical condition of soils, geology and any groundwater, (ii)
<br /> the existence, quality, nature, adequacy and physical condition of utilities serving the Property, (iii) the development potential
<br /> of the Property, and the Property's use, habitability, merchantability, or fitness, or the suitability, value or adequacy of the
<br /> Property for any particular purpose, (iv) the zoning and other legal status of the Property or any other public or private
<br /> restrictions on use of the Property, (v) the compliance of the Property with any applicable codes, laws, regulations, statutes,
<br /> ordinances, covenants, conditions and restrictions of any governmental or quasi-governmental entity or of any other person or
<br /> entity (including, without limitation, the Americans with Disabilities Act), (vi) the presence of hazardous substances or
<br /> hazardous materials as defined under state or federal on,under or about the Property or the adjoining or neighboring property,
<br /> (vii)the condition of title to the Property, (viii)any agreements affecting the Property, and (ix)the economics of the operation of
<br /> the Property.
<br /> b. Subject to the other provisions of this Agreement,•and except for the express representations, warranties,
<br /> covenants and agreements set forth in this Agreement or in any document delivered in connection with the Closing, Buyer, on
<br /> behalf of itself and its successors and assigns, waives its right to recover from, and forever releases and discharges Seller
<br /> from any and all demands, claims, legal or administrative proceedings, losses, liabilities, damages, penalties, fines, liens,
<br /> costs or expenses whatsoever(including, without limitation, reasonable attorneys'fees and costs), whether direct or indirect,
<br /> known or unknown, foreseen or unforeseen, that may arise on account of or in any way be connected with the Property
<br /> including, without limitation, the physical, and environmental condition of the Property or any law or regulation applicable
<br /> thereto. With respect to the waiver and release set forth herein relating to unknown and unsuspected claims, Buyer hereby
<br /> acknowledges that such waiver and release is being made after obtaining the advice of legal counsel and with full knowledge
<br /> and understanding of the consequences and effects of such waiver. The foregoing waiver and release shall be deemed to be
<br /> restated and made again as of the Closing and shall survive Closing.
<br /> 4. Closing. If Buyer exercises the Option in accordance with this Agreement, the closing of the purchase and sale
<br /> ("Closing")of the Property from Seller to Buyer will occur through the offices of the Title Company, located at 2820 Oakes
<br /> Avenue, Suite A, Everett, WA. 98201; Phone: (425) 317-7300; Facsimile: (866) 849-5775, within fifteen (15) business
<br /> days after the exercise of the Option by Buyer or at such other time and place as may be agreed in writing by Buyer and
<br /> Seller(the "Closing Date"); provided, however, that at Buyer's option the Closing Date may be extended by a period not
<br /> to exceed sixty (60) days. Notwithstanding the foregoing, however, if the Property is not a legally subdivided parcel,
<br /> Buyer, at Buyer's sole cost and expense, shall comply with any applicable subdivision or lot line adjustment requirements
<br /> prior to Closing and Seller shall cooperate with Buyer in all reasonable ways to facilitate compliance. The Closing Date
<br /> shall be extended as necessary for this purpose.
<br /> a. At the Closing, Seller agrees to, at Seller's sole cost and expense, deliver or cause to be delivered to
<br /> Buyer:
<br /> (i) A recordable Quit Claim Deed ("Deed") in substantially the same form and substance as the
<br /> Deed attached hereto as Exhibit"E" and incorporated herein by that reference;
<br /> (ii) A Real Estate Excise Tax Affidavit for the transaction;
<br /> (iii) An affidavit that Seller is not a foreign person under Section 1445 of the Internal Revenue Code
<br /> of 1986, as amended; and
<br /> (iv) Such other documents as are reasonably necessary and customary to consummate the
<br /> transaction contemplated in this Agreement.
<br /> b. The following items shall be prorated between Buyer and Seller as of the Closing Date:
<br /> (I) All general real estate taxes and assessments levied against or assessed against the Property, if
<br /> any, (collectively "Taxes"), such proration to be based upon the most recent assessed valuation and the most
<br /> recent tax levy available from the appropriate governing body (collectively "Tax Statements"), if available, or
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<br /> otherwise the best available estimates of the amount of taxes that will be due and payable on the Property during
<br /> the year in which the Closing occurs. Unless actual Tax Statements are available in calculating such proration,
<br /> the prorated amounts shall be adjusted at such subsequent date as actual Tax Statements are received.
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