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6 419290v2 LN140 -109 7.3. The representations and warranties set forth in this section shall be continuing and shall be true and correct as of the Date of Closing with the same force and effect as if made at that time. All such representations and warranties shall survive closing and shall not be merged in the delivery and execution of the deed or other instruments of conveyance called for in this Agreement. 7.4. Except for the representations and warranties of EDA expressly made herein, Developer is buying the Property on an “as is,” “where is,” and “with all faults” basis, based upon its own investigation and judgment. 8 .0. Conditions to Closing . 8 .1. The closing of t he transaction contemplated by this Agreement and the obligation of the EDA to sell the Property and of the Developer to purchase the same shall be subject to the following conditions: (1 ) The Developer having received approval by the City and by all go vernmental agencies from which approval must be obtained for the development of the Minimum Improvements. (2 ) The Developer having reviewed and approved (or waived objections to) title to the Property as set forth in Section 4 .0 hereof. (3 ) The Devel oper having reviewed and approved (or waived objections to) soil and environmental conditions as set forth in Section 5 .0 hereof ; and if wells are found, the EDA has sealed such wells in accordance with Section 7.1(b). (4) Developer having obtained a su rvey of the Property satisfactory to Developer. (5) Developer having determined that the Property has access to a public road. (6 ) There is no uncured Event of Default under this Agreement. 8 .2. Condition (6 ) above is solely for the benefit of th e EDA and may be waived by the EDA . Conditions (1 ) through (5 ) are solely for the benefit of the Developer and may be waived by the Developer . With respect to the above -described conditions, Developer shall give notice of its desire to terminate this Agr eement for failure to fulfill any of the conditions on or before the Date of Closing or such earlier date as may be specified above. In the event no notice of termination is given within the specified time period with respect to any such section hereof, s uch condition shall be deemed to be waived by Developer and Developer shall proceed to closing in accordance with the other terms and conditions hereof. If this Agreement is terminated due to the failure of the conditions set forth in this Section, the Pu rchase Price deposited by Developer under Section 3.0 shall be promptly returned to Developer in exchange for a quit claim deed for the Property and neither party shall have further rights and obligations hereunder.