(v)
(vi)
(vii)
hazardous waste, harmful substances or the environment) regarding the
Premises.
There are no leases, licenses, occupancy or related agreements or
tenancies (written or unwritten) affecting the Property except those in the
public record.
To Seller’s knowledge, there are no taxes, charges or assessments of any
nature or description arising out of the ownership or operation of the
Property which would constitute a lien against the Property and that will
be unpaid at the Closing Date or not paid from the Seller’s closing
proceeds, except for the lien of ad valorem property taxes for the year in
which the closing occurs.
To Seller’s knowledge, Seller has provided Purchaser with all material and
relevant facts and information pertaining to the Property that Seller has in
its possession and has made no misrepresentation or errors in any
materials pertaining to the Property.
(b) Purchaser makes the following representations and warranties to Seller, and
agrees with Seller that all such representations and warranties shall be true and accurate on the
date of this Agreement and on the Closing Date:
(i)
(it)
(iii)
Purchaser has the legal right, power and authority to enter into this
Agreement and to perform all of its obligations hereunder.
The execution and delivery of this Agreement and the performance by
Purchaser of its obligations hereunder will not conflict with, or result in a
breach of, any of the terms, covenants and provisions of any agreement or
instrument to which Purchaser is a party or by which Purchaser is bound.
No consent, approval, waiver, authorization or novation is required to be
obtained by Purchaser from, and no notice or filing is required to be given
by, Purchaser to, any governmental entity or other person or entity in
connection with the consummation of the transactions contemplated
hereby or the execution, delivery and performance by Purchaser of this
Agreement and each of the documents to be executed by Purchaser
pursuant to this Agreement.
(c) The representations and warranties set forth in this Article 9 shall survive the
Closing and shall not be merged with the execution and delivery of the Deed and other closing
documents hereunder.
