4.4. SR 11-09-1998 - Laserfiche WebLink

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Seller's Representations and Warranties 1. Litigation. There is no action, litigation, investigation, condemnation or other proceeding of any kind pending or to the best of Seller's knowledge threatened against Seller or any portion of the property. In the event Seller becomes aware of any such proceeding prior to closing, Seller shall promptly notify Buyer of such proceeding. 2. Foreign Taxpayers, Seller is not a "foreign person ..... foreign partnership", "foreign trust"', or "foreign estate"' as those terms are defined in Section 1445 of the Internal Revenue Code. 3. Violations. Seller has not received any written notice from any federal, state, county, or local authority having jurisdiction over the Property of any violation of any law, regulation, ordinance, code or order affecting the Property. 4. Survival of Representations and Indemnification. All representations, covenants and warranties shall be true and correct on the day of closing as if made on and as of such date. Each of the representations and warranties made in this Purchase Agreement will survive the Closing Date and shall remain operative in full force and effect indefinitely regardless of any investigation at any time made by or on behalf of the Buyer and shall not be deemed merged in any document or instrument so executed and/or delivered by Seller. Obligations Upon Closing 1. Closing Costs. Seller shall pay the Deed Tax imposed upon the transfer of the Property to Buyer and the cost of recording any instruments, conveyances or other documents required to perfect or evidence the marketability of Seller's title to the Property. Buyer shall pay for the recording of the Warranty Deed to be executed and delivered by Seller under this Agreement and any such Mortgage Registration Tax for any Mortgage upon the property by the Buyer. Closing Documents Seller shall provide at closing the following documents: a) Warranty deed; b) Seller's Affidavit; c) Executed Well Disclosure Form; d) Certification of Real estate Value; and e) FIRPTA Affidavit. Further Instrument -- Each of the parties hereto will on the Closing date or such other date as the other party may request, without cost or expense to the party so requesting, execute and deliver or cause to be executed or delivered to such other party, such further instruments of transfer and conveyance and will take such other action as may be reasonably required to more effectively consummate the transactions contemplated by this Agreement. Environmental - Seller warrants that to the best knowledge of Seller, no toxic or hazardous substances or wastes, pollutants or contaminants (including without limitation, asbestos, urea formaldehyde, the group of organic compounds known as polychlorinated biphenyl, petroleum products including gasoline, fuel oil, crude oil, and various constituents of such products, and any hazardous substance as defined in the Comprehensive Environmental Response Compensation and Liability Act of 1980 ("CERCLA", 42 U.S.C. 9601-9657, as amended) have been generated, treated, stored, released or disposed of, or otherwise placed, deposited in or located on the Property. To the best knowledge of the Seller, there are no nor have there been any substances or conditions in or on or emanating from the Property that may support a claim or cause of action under CERCLA or any federal, state or local environmental statues, regulations, ordinances or other environmental regulatory requirements. To the best knowledge of Seller, no above ground or underground tanks are