SSLM Properties LLC 7/26/2016 - Laserfiche WebLink

5.2 Seller's Conditions Precedent. Seller's obligations under this Agreement are expressly conditioned on, and subject to satisfaction of, the following conditions precedent: (a) Performance by Buyer. Buyer shall have performed all material obligations required by this Agreement to be performed by it. (b) Representations and Warranties True. The representations and warranties of Buyer contained herein shall be true and correct in all material respects. The conditions set forth in Section 5.2(a) and (b) above are intended solely for Seller's benefit. If any of the foregoing conditions are not satisfied as of the Closing Date, Seller shall have the right at its sole election, either to waive the condition in question and proceed with the sale,or,in the alternative,to terminate this Agreement. No such termination,however,shall waive Seller's right to retain the Earnest Money if Buyer is then in material default under this Agreement. ARTICLE VI. PROPERTY CONDITION PENDING CLOSING 6.1 No Leases or Hazardous Substances. At all times prior to the Closing, or the sooner termination of this Agreement, Seller agrees not to lease or rent any portion of the Property, nor to enter into any agreement relating to the Property which agreement is not terminable prior to Closing, and not to intentionally place, store, use or dispose of, nor knowingly permit any other person or party to place, store, use or dispose of, any Hazardous Substances on or under the Property. As used herein, "Hazardous Substances" shall mean asbestos (whether or not friable), petroleum and petroleum derivatives and products, and any substance, chemical, waste or other material which is listed, defined or otherwise identified as "hazardous" or "toxic" under any federal, state or local ordinance or law or any administrative agency rule or determination. 6.2 Condition of Title. At all times prior to the Closing, or sooner termination of this Agreement, Seller agrees with respect to all or any portion of the Property: (a) not to enter into any written or oral contracts or agreements that would be binding on Buyer or the Property after Closing without Buyer's prior written consent; and (b) not to enter into any contracts or agreements to sell or otherwise transfer all or any portion of the Property, including options or rights of first refusal or offer, that would be binding on Buyer or the Property after Closing. ARTICLE VII. CLOSING AND ESCROW 7.1 Closing. The Closing hereunder (the "Closing" or the "Closing Date") shall be held and delivery of all items to be made at the Closing under the terms of this 7