4.14 SR 11-07-2022 ADD ON - Laserfiche WebLink

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49461726v5 7 222417v6 historical materials, and/or other archeological sites that are protected by federal or state law. Purchaser’s obligation to close is contingent upon Purchaser determining to Purchaser’s satisfaction that the property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. (m) Seller does not have actual knowledge of any material inaccuracies in the Documents, except as has been disclosed to Purchaser in writing prior to the Delivery Deadline. The copies of all Documents furnished by Seller hereunder are true, accurate and complete. All of Seller’s covenants, representations and warranties in this Purchase Agreement shall be true as of the date hereof and of the Closing Date. If Purchaser discovers that any such covenant, representation, or warranty is not true, Purchaser may elect prior to Closing, in addition to any of its other rights and remedies, to cancel this Agreement and have the Deposit refunded to Purchaser, or Purchaser may by written notice and in Purchaser’s sole discretion, postpone the Closing Date up to ninety (90) days to allow time for correction. If Purchaser elects to proceed with the Closing following such discovery, Purchaser shall be deemed to have waived its rights to assert a claim against Sellers arising from the inaccuracy or untruthfulness of any such covenant, representation, or warranty. If Purchaser first discovers a breach of any representation or warranty after the Closing Date, but within two (2) years thereafter, then Purchaser shall be entitled to any remedy at law or equity, notwithstanding any provision of Section 19 to the contrary. 9. ENVIRONMENTAL INSPECTIONS. Purchaser shall have the right to perform a Phase I Environmental Site Assessment (the “Phase I”) by a provider of its choice and, if the Phase I identifies any Recognized Environmental Conditions (the “RECs”), then Purchaser shall be entitled to perform so called Phase II testing to the extent Purchaser determines is necessary to: (i) investigate and quantify potential environmental harms and remediation costs arising from the RECS; and (ii) obtain any applicable liability assurances with respect to the RECs or as to other environmental conditions discovered by Purchaser in its due diligence. 10. PURCHASER’S CONTINGENCIES. In addition to the due diligence provisions set forth in Section 5 above, the obligations of Purchaser under this Agreement are expressly contingent upon the following: (a) Each of the following statements being true and correct. Since the Effective Date, there has/have been no: (A) detrimental changes to the physical (including environmental) condition of the Property; (B) further encumbrances placed upon title to the Property or other detrimental changes to title to the Property; (C) actions, facts, circumstances, negligence, or misconduct which would make any of Seller’s representations or warranties untrue in any material fashion; nor (D) defaults by Seller, beyond applicable notice and cure periods; and (b) Title to the Property shall be held by Seller on the Closing Date, and shall be free and clear of all encumbrances except the Permitted Encumbrances.