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LVj <br />Buyer agrees and acknowledges that Seller makes no guarantee, representation or <br />warranty, express or implied, regarding the environmental condition of the Property and, <br />Seller expressly disclaims any and all obligation and liability to Buyer regarding any <br />physical or environmental defects which may exist with respect to the Property. This <br />acknowledgement shall survive the Closing. <br />For purposes of this Section 12, the "Seller's knowledge" shall be the actual knowledge <br />of the Executive Director of the Seller without investigation or inquiry of any kind. <br />There shall be no personal liability to said individuals arising out of said representations <br />and warranties. No knowledge of parties affiliated with, employed by, or related by <br />agency to Seller other than those persons specifically named above, shall be imputed to <br />Seller or to the above-named persons. <br />13. Condemnation. If, prior to Closing, eminent domain proceedings are threatened or <br />commenced against all or any part of the Property, Seller shall promptly give notice to <br />Buyer, and Buyer shall have the right to terminate this Agreement and receive back all <br />Earnest Money paid, by giving notice within fifteen (15) calendar days after Seller's <br />notice. If Buyer shall fail to give the notice, then the parties shall proceed to Closing, <br />Buyer shall accept the Property subject to the taking without a reduction in the Purchase <br />Price unless such eminent domain proceedings have reduced or will reduce the number of <br />residential apartment units that may be constructed on the Property (in which case, the <br />Purchase Price shall be adjusted pursuant to Section 2 of this Agreement), and Seller <br />shall assign to Buyer all rights to appear in and receive any award from such proceedings. <br />14. Damage of the Property. If all or any part of the Property is substantially damaged by <br />fire, casualty, the elements or any other cause before the Closing, Seller shall promptly <br />give notice to Buyer, and Buyer shall have the right to terminate this Agreement and <br />receive back the Earnest Money by giving Seller written notice thereof within fifteen (15) <br />calendar days after Buyer's receipt of Seller's notice. If Buyer shall fail to give notice of <br />termination within such fifteen -day period, then the parties hereto shall proceed to <br />Closing, Buyer shall accept the Property subject to any casualty damage without a <br />reduction in the Purchase Price, and Seller shall assign to Buyer all rights to insurance <br />proceeds resulting from such event. <br />15. Broker's Commission. Seller and Buyer represent to each other that they have dealt with <br />no brokers, finders or the like in connection with this transaction, and agree to indemnify <br />and hold each other harmless from all claims, damages, costs or expenses of or for any <br />other such fees or commissions resulting from their actions or agreements regarding the <br />execution or performance of this Agreement, and will pay all costs of defending any <br />action or lawsuit brought to recover any such fees or commissions incurred by the other <br />party, including reasonable attorneys' fees. <br />16. Assi nment. Either party may assign its rights under this Agreement before or after the <br />Closing with the consent of the other party. Any such assignment will not relieve such <br />assigning party of its obligations under this Agreement. <br />-12- <br />