2006.05.15 EDA Packet - Laserfiche WebLink

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amount. The parties agree to execute and deliver such documents as may be reasonably required by the Title Company; or 6.2.3 Waive the Objections and proceed to close. 6.3 Title Policy. Buyer shall receive at Closing the title policy ("Title Policy") issued by Title pursuant to the Title Commitment, or a suitably marked Title Commitment initialed by Title obligating Title to issue such a Title Policy in the form required by the Title Commitment as approved by Buyer. 7. Operation Prior to Closing. During the period from the date of Seller's acceptance of this Agreement to the Closing Date (the "Executory Period"), Seller shall operate and maintain the Property in the ordinary course of business in accordance with prudent, reasonable business standards, including the maintenance of adequate liability insurance and insurance against loss by fire, windstorm and other hazards, casualties and contingencies, including vandalism and malicious mischief. Seller shall execute no contracts, leases or other agreements regarding the Property during the Executory Period that are not terminable on or before the Closing Date, without the prior written consent of Buyer, which consent may be withheld by Buyer at its sole discretion. 8. Representations and Warranties by Seller. Seller represents and warrants to Buyer as follows: 8.1 Existence; Authority. Seller (Charles J. and Mark S. Nosie) has the requisite power and authority to enter into and perform this Agreement and Seller's Closing Documents; such documents are valid and binding obligations of Seller, and are enforceable in accordance with their terms. 8.2 Operations. Seller has received no notice of actual or threatened cancellation or suspension of any utility services or certificate of occupancy for any portion of the Property. 8.3 Environmental Laws. No toxic or hazardous substances or wastes, pollutants or contaminants (including, without limitation, asbestos, urea formaldehyde, the group of organic compounds known as polychlorinated biphenyls, petroleum products including gasoline, fuel oil, crude oil and various constituents of such products, and any hazardous substance as defined in any Environmental Law (collectively, "Hazardous Substances") have been generated, treated, stored, transferred from, released or disposed of, or otherwise placed, deposited in or located on the Property in violation of any Environmental Law, nor has any activity been undertaken on the Property that would cause or contribute to the Property becoming a treatment, storage or disposal facility within the meaning of any Environmental Law. The term "Environmental Law" shall mean any and all federal, state and local laws, statutes, codes, ordinances, regulations, rules, policies, consent decrees, judicial orders, administrative orders or other requirements relating to the environment or to human health or safety associated with the environment, all as amended or modified from time to time. There has -5-