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Real Estate Purchase Agreement Reps and Warranties

The following is the full text of the reps and warranties in the Real Estate Purchase Agreement, if chosen to be included in the document.

1 No Hazardous Materials. Seller represents and warrants that to the best of Seller's knowledge, except in compliance with applicable laws: (i) no Hazardous Materials have at any time in the past been used, generated, stored, transported, released, discharged or disposed of above, on beneath or in the vicinity of the Land or within the Improvements; (ii) no environmental condition on the Land is in violation of any applicable federal, state or local law, ordinance or regulation relating to Hazardous Materials; and (iii) there have been in the past no suits, claims or causes of action or other governmental or administrative proceedings against the Property, Seller, any affiliate or predecessor of Seller or any tenant, nor any settlement reached with any such party or parties alleging the presence, release or threatened release of any Hazardous Materials from or under any Property in violation of any Hazardous Materials Law. The Property Documents delivered pursuant to Paragraph 7.2 include all studies, reports or other information relating to Hazardous Materials or other environmental conditions on the Property, and Seller has no knowledge of any other or undisclosed Hazardous Materials information.

2 Conditions of Soils. Seller represents and warrants that to Seller's knowledge, except as set forth in any soils report provided by Seller to Buyer as part of the Property Documents, there exist no soils conditions or underground conditions which would make the construction of the Improvements unduly problematic or burdensome, or would require special remedial work to construct the Improvements.

3 Agreements Affecting the Property. Except as reflected in the Property Documents actually delivered to Buyer pursuant to Paragraph 7.2, Buyer has no knowledge of any commitments to or agreements with any federal, state or local governmental agencies, public utilities, adjacent landowners or other parties affecting the Property which are not included in the Preliminary Report.

4 No Defaults. Seller is not in default with respect to any of its obligations or liabilities pertaining to the Property, nor to Seller's current actual knowledge are there any facts, circumstances, conditions or events which, but for notice or lapse of time or both, would constitute or result in any such default.

5 Condition of the Property. While Seller does not warrant the condition of the Property, Seller has no actual knowledge of any material conditions relating to the Property that are not reflected in the Property Documents actually delivered to Buyer pursuant to Paragraph 7.2.

6 No Actions or Violations. Seller has received no notice of any actions, proceedings or investigations pending or, to the best of Seller's knowledge, threatened against Seller or the Property, before or by any court, arbitrator, administrative agency or other governmental authority, which would affect the ability of Seller to convey the Property to Buyer or would otherwise affect the Property after the Closing. Seller has received no notices from governmental authorities pertaining to violations of law or governmental regulations with respect to the Property with which Seller has not fully complied or which Seller has not corrected. To the best of Seller's knowledge, Seller has in the past received no notices from governmental authorities pertaining to violations of law or governmental regulations with respect to the Property, and there are no currently existing violations of law or governmental regulations with respect to the Property.

7 No Condemnation Proceedings. Seller has received no notice of any pending or threatened eminent domain proceedings or other actions or regulatory proceedings filed by any federal, state or local governmental agency or authority, which will affect any portion of the Property after the Closing.

8 No Environmental Restrictions. Seller has no knowledge of any environmental conditions, including but not limited to presence of any endangered species, vegetation or wetlands areas, that would make any portion of the Property subject to development restrictions.

9 Free of Liens and Claims of Possession. Buyer will take the Property free from all claims, including any claims for rights of possession, any easements and/or rights of way for private or public uses, other than as set forth in the Review Documents.

10 Contracts. As of the Close of Escrow, there will be in place no contracts that will be an obligation affecting the Property subsequent to the Closing, except for contracts entered into in the ordinary course of business that are not chargeable against Buyer, and are terminable without cause on thirty (30) days' notice without penalty or cancellation fee.

11 Information Provided to Buyer. To Seller's actual knowledge, all Property Documents and other documents and information delivered to or inspected by Buyer pursuant to the terms of this Agreement are either original counterparts or complete and true copies of such documents, and Seller is aware of no material inaccuracy in or material misrepresentation of the matters purported to be contained therein.

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