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(c) Defects. The Sellers are not aware of any latent or patent defects in the <br />Property, such as sinkholes, weak soils, unrecorded easements and restrictions. <br />(d) Legal Compliance. The Sellers have complied with all applicable laws, <br />ordinances, regulations, statutes, rules and restrictions pertaining to and affecting the <br />Property and the Sellers shall continue to comply with such laws, ordinances, regulations, <br />statutes, rules and restrictions. <br />(e) Legal Capacity. The Sellers has the legal capacity to enter into this <br />Agreement. The Sellers have not filed, voluntarily or involuntarily, for bankruptcy relief within <br />the last year under the United States Bankruptcy Code, nor has any petition for bankruptcy or <br />receivership been filed against the Sellers within the last year. <br />(f) Sewer and Water. The Sellers warrant that the Property is connected to City <br />sewer and City water. <br />(g) Mechanics' Liens. The Sellers warrant that, prior to the closing, the Sellers shall <br />pay in full all amounts due for labor, materials, machinery, fixtures or tools furnished within the <br />120 days immediately preceding the closing in connection with construction, alteration or repair of <br />any structure upon or improvement to the Property. <br />(h) Legal Proceedings. There are no legal actions, suits or other legal or <br />administrative proceedings, pending or threatened, that affect the Property or any portion <br />thereof-, and the Sellers have no knowledge that any such action is presently contemplated. <br />(i) Leases. The Sellers represent that there are no third parties in possession of the <br />Property, or any part thereof; and that there are no leases, oral or written affecting the Property or <br />any part thereof. <br />0) Broker Commission. The Buyer represents to the Sellers that it has not utilized <br />the services, of any real estate broker or agent in connection with this Agreement or the <br />transaction contemplated by this Agreement. The Sellers represents to the Buyer that the Sellers <br />have not utilized the services of any real estate broker or agent in connection with this Agreement or <br />the transaction contemplated by this Agreement. Each party agrees to indemnify, defend, and <br />hold harmless the other party against and in respect of any such obligation and liability based in <br />any way upon agreements, arrangements, or understandings made or claimed to have been made by <br />the party with any third person. <br />(k) Structures. The Sellers warrants that the buildings, if any, are entirely within the <br />boundary lines of the Property. The parties acknowledge that the Property is being sold in "as <br />is" condition relating to the structural, operational, and mechanical. systems. <br />(1) Foreign Status. The Sellers are not "foreign persons" as such term is defined in <br />the Internal Revenue Code. <br />6 <br />503326v3 JSB EIA 85-52 <br />