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FILE No. $60 09i18 '97 16:51 ID�TOLD DE�ELOPMENT 612 420 7574 PAGE 6 5.6 Seller represents and wareants khat no person has any opcion to purchase all or any portion of the Proper�y, nor shall any person have any righti of first refusa! or similar right with respect to all or any portion of the Property. Seller ma.y not, withouc Buyer's prior wriceen consent (which shall nok be unreasonahly wit.hheld) convey, encumber or assign the Peoperty or its rights under �his Agreement. S.7 Seller has no infiormation or knowledge of any leg�) ac�ion, suits or adminisCrati�ve proceedings, including Condemnation proceedings, pending or threacened against the Property, nor any change contemplated in applicable laws, ordinances or restricti�ns, or any judicial ar �dministrative action or any action by adjacenk landowners, or natura) or art.ificial conditi�ns upon the Property, which would macerially limit or render subst�ntially more cogtly, Buyer's contemptated developmene of buildings on fhe Property. 5.8 Seller represents and wareants that the Property is not Lacated in a flood plain. 5.9 Seller h�s no notice or knowledge of any planned or commcnced public improvement which may result in special assessments or olherwise materiaily affecG Yhe Property or government agency or court order requiring repair, alteratic�n or correction of any existing condicion. 5.10 Seller represents and warranCs that. the Property may be sold wichout platting, or other subdivision procedure. The representations, warranties and covenants set forth in this SecCion 6 shall be deemed remade as of the ctosing of thc sale and purchase contemplated herein (�he "Closing") and shall, together with the indemnity obli�ation contained hcrein, survive Closing. 6. CLQ�. Unless changed as provided herein, the Closing shall be held at khe office of the Title Company in Minneapolis, Minnesota or in the office of Buyer's lender's attorney, as designated by Buyer, on or before thc date thirty (30} days after the Review Date ("Closing Date"). Buyer shall have the c>ptian to accelerate �he Closing Date upon len (10) days prior written notice to Sal.lcr, b, l At Closing, Seller shall deliver to Buyer (a) a general warranty deed to lhe Property subject only t� those excepcions to title which Buyer has accep�ed pursuant ta Section 3 and which describes the Property by legal desc.ription identical to chat shown on the ti�le insurance commitment and survey, (b) evidence satisfactory to the kitle company that the deed and othcr cl�sing documents have been validly authorized, executed and delivered by Seller, (c) an affidavit certifying that {i) there are no mortgages, judgmenc liens or other encumbrances of any nature whatsoever affecting the Property excepk as set farkh in the title insurance commitment; (ii) lhere are no rights of possession, use or otherwise, outstanding in third persons hy reasons of unrecorded leases, land contracts, sale ccmkracls, oplions or other documents, and (iii) no other unpaid-for improvements have been madc, or materials, machinery or fuel d�livered to the Praperty w�il:hin the one hundred-twenty (] �0) days immediakcly preceding the date �f closing, which mighC form �he basis of a mechanic's licn upon the Property, and (d) all other -5-