Common use of CSU’s Acceptance of Property Clause in Contracts

CSU’s Acceptance of Property. CSU acknowledges that the Closing shall evidence CSU’s unconditional and irrevocable acceptance ofthe CSU Property in the CSU Property’s “AS IS, WHERE IS” condition, subject to all faults and defects. CSU further acknowledges that the City has not made, and expressly disclaims, any express or implied warranties with respect to the CSU Property, including: (i) the structural, geotechnical, or physical condition of the CSU Property; (ii) the existence or absence of any Hazardous Substances on, under, or a fecting the CSU Property; (iii) the content or accuracy of any report, sample, results, study, opinion, or conclusion of any soils, toxic, environmental, or other engineer, consultant, or other Person who has examined the CSU Property; (iv) the content or accuracy of any information disclosed to CSU by any of the City Indemnified Parties, or any engineer, consultant, planner, governmental employee, or other Person in connection with CSU reviewing the feasibility of development of, and otherwise investigating, the CSU Property; (v) the availability of building permits or other permits or approvals for the CSU Property by any state or local governmental bodies with jurisdiction over the CSU Property and by any adjacent landowners; (vi) the current compliance of the CSU Property with Law; (vii) without limiting the City’s obligations, ifany, to provide any such services, the availability or capacity of sewer, water, or other utility connections to the CSU Property; and (viii) the suitability of the CSU Property for CSU’s intended uses. Nothing in this paragraph (b) releases the City from its representations, warranties, and obligations to perform covenants under this Agreement or in any other agreement entered into between the Parties at the Closing. (c) CSU’s Assumption of Obligations Relating to Hazardous Substances. CSU AGREES THAT, WITHOUT LIMITING ANY OTHER PROVISIONS OF THIS AGREEMENT, THE CITY SHALL HAVE NO OBLIGATION TO REMEDIATE OR REMOVE ANY HAZARDOUS SUBSTANCES DISCOVERED ON, UNDER, OR AFFECTING THE CSU PROPERTY. UPON THE CLOSING, CSU ASSUMES ALL OBLIGATIONS, LIABILITIES, AND RESPONSIBILITIES RELATING TO THE INVESTIGATION OR REMEDIATION OF HAZARDOUS SUBSTANCES ON, UNDER, OR AFFECTING THE CSU PROPERTY AND FURTHER ASSUMES ALL OBLIGATIONS, LIABILITIES, AND RESPONSIBILITIES WITH RESPECT TO ANY ENVIRONMENTAL CLAIM AFFECTING THE CSU PROPERTY OR THE PROJECT. (d) CSU’s Assumption of Risk and Waiver of Claims. UPON THE CLOSING, CSU ASSUMES THE RISK THAT ADVERSE PROPERTY CONDITIONS, including construction defects and adverse physical and enviroNMENTAL CONDITIONS, MAY NOT HAVE BEEN REVEALED BY CSU’S INVESTIGATIONS OF THE CSU PROPERTY. UPON THE CLOSING, CSU RELEASES THE CITY INDEMNIFIED PARTIES FROM ANY AND ALL CLAIMS OF ANY AND EVERY KIND OR CHARACTER, KNOWN OR UNKNOWN, THAT CSU MIGHT HAVE ASSERTED OR ALLEGED AGAINST THE CITY INDEMNIFIED PARTIES AT ANY TIME BY REASON OF OR ARISING OUT OF ANY LATENT OR PATENT CONSTRUCTION DEFECTS OR PHYSICAL CONDITIONS, VIOLATIONS OF LAW, AND ANY AND ALL OTHER ACTS, OMISSIONS, EVENTS, CIRCUMSTANCES, OR MATTERS REGARDING THE CSU PROPERTY. (e) CSU’s Waiver of Section 1542. REGARDING ALL RELEASES OF CLAIMS IN THIS AGREEMENT, CSU EXPRESSLY WAIVES ALL RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542, AS AMENDED OR MODIFIED, WHICH CURRENTLY PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

CSU’s Acceptance of Property. CSU acknowledges that the Closing shall evidence CSU’s unconditional and irrevocable acceptance ofthe CSU Property in the CSU Property’s “AS IS, WHERE IS” condition, subject to all faults and defects. CSU further acknowledges that the City has not made, and expressly disclaims, any express or implied warranties with respect to the CSU Property, including: (i) the structural, geotechnical, or physical condition of the CSU Property; (ii) the existence or absence of any Hazardous Substances on, under, or a fecting af ecting the CSU Property; (iii) the content or accuracy of any report, sample, results, study, opinion, or conclusion of any soils, toxic, environmental, or other engineer, consultant, or other Person who has examined the CSU Property; (iv) the content or accuracy of any information disclosed to CSU by any of the City Indemnified Parties, or any engineer, consultant, planner, governmental employee, or other Person in connection with CSU reviewing the feasibility of development of, and otherwise investigating, the CSU Property; (v) the availability of building permits or other permits or approvals for the CSU Property by any state or local governmental bodies with jurisdiction over the CSU Property and by any adjacent landowners; (vi) the current compliance of the CSU Property with Law; (vii) without limiting the City’s obligations, ifany, to provide any such services, the availability or capacity of sewer, water, or other utility connections to the CSU Property; and (viii) the suitability of the CSU Property for CSU’s intended uses. Nothing in this paragraph (b) releases the City from its representations, warranties, and obligations to perform covenants under this Agreement or in any other agreement entered into between the Parties at the Closing. (c) CSU’s Assumption of Obligations Relating to Hazardous Substances. CSU AGREES THAT, WITHOUT LIMITING ANY OTHER PROVISIONS OF THIS AGREEMENT, THE CITY SHALL HAVE NO OBLIGATION TO REMEDIATE OR REMOVE ANY HAZARDOUS SUBSTANCES DISCOVERED ON, UNDER, OR AFFECTING THE CSU PROPERTY. UPON THE CLOSING, CSU ASSUMES ALL OBLIGATIONS, LIABILITIES, AND RESPONSIBILITIES RELATING TO THE INVESTIGATION OR REMEDIATION OF HAZARDOUS SUBSTANCES ON, UNDER, OR AFFECTING THE CSU PROPERTY AND FURTHER ASSUMES ALL OBLIGATIONS, LIABILITIES, AND RESPONSIBILITIES WITH RESPECT TO ANY ENVIRONMENTAL CLAIM AFFECTING THE CSU PROPERTY OR THE PROJECT. (d) CSU’s Assumption of Risk and Waiver of Claims. UPON THE CLOSING, CSU ASSUMES THE RISK THAT ADVERSE PROPERTY CONDITIONS, including construction defects and adverse physical and enviroNMENTAL INCLUDING CONSTRUCTION DEFECTS AND ADVERSE PHYSICAL AND ENVIRONMENTAL CONDITIONS, MAY NOT HAVE BEEN REVEALED BY CSU’S INVESTIGATIONS OF THE CSU PROPERTY. UPON THE CLOSING, CSU RELEASES THE CITY INDEMNIFIED PARTIES FROM ANY AND ALL CLAIMS OF ANY AND EVERY KIND OR CHARACTER, KNOWN OR UNKNOWN, THAT CSU MIGHT HAVE ASSERTED OR ALLEGED AGAINST THE CITY INDEMNIFIED PARTIES AT ANY TIME BY REASON OF OR ARISING OUT OF ANY LATENT OR PATENT CONSTRUCTION DEFECTS OR PHYSICAL CONDITIONS, VIOLATIONS OF LAW, AND ANY AND ALL OTHER ACTS, OMISSIONS, EVENTS, CIRCUMSTANCES, OR MATTERS REGARDING THE CSU PROPERTY. (e) CSU’s Waiver of Section 1542. REGARDING ALL RELEASES OF CLAIMS IN THIS AGREEMENT, CSU EXPRESSLY WAIVES ALL RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542, AS AMENDED OR MODIFIED, WHICH CURRENTLY PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

CSU’s Acceptance of Property. CSU acknowledges that the Closing shall evidence CSU’s unconditional and irrevocable acceptance ofthe of the CSU Property in the CSU Property’s “AS IS, WHERE IS” condition, subject to all faults and defects. CSU further acknowledges that the City has not made, and expressly disclaims, any express or implied warranties with respect to the CSU Property, including: (i) the structural, geotechnical, or physical condition of the CSU Property; (ii) the existence or absence of any Hazardous Substances on, under, or a fecting affecting the CSU Property; (iii) the content or accuracy of any report, sample, results, study, opinion, or conclusion of any soils, toxic, environmental, or other engineer, consultant, or other Person who has examined the CSU Property; (iv) the content or accuracy of any information disclosed to CSU by any of the City Indemnified Parties, or any engineer, consultant, planner, governmental employee, or other Person in connection with CSU reviewing the feasibility of development of, and otherwise investigating, the CSU Property; (v) the availability of building permits or other permits or approvals for the CSU Property by any state or local governmental bodies with jurisdiction over the CSU Property and by any adjacent landowners; (vi) the current compliance of the CSU Property with Law; (vii) without limiting the City’s obligations, ifanyif any, to provide any such services, the availability or capacity of sewer, water, or other utility connections to the CSU Property; and (viii) the suitability of the CSU Property for CSU’s intended uses. Nothing in this paragraph (b) releases the City from its representations, warranties, and obligations to perform covenants under this Agreement or in any other agreement entered into between the Parties at the Closing. (c) CSU’s Assumption of Obligations Relating to Hazardous Substances. CSU AGREES THAT, WITHOUT LIMITING ANY OTHER PROVISIONS OF THIS AGREEMENT, THE CITY SHALL HAVE NO OBLIGATION TO REMEDIATE OR REMOVE ANY HAZARDOUS SUBSTANCES DISCOVERED ON, UNDER, OR AFFECTING THE CSU PROPERTY. UPON THE CLOSING, CSU ASSUMES ALL OBLIGATIONS, LIABILITIES, AND RESPONSIBILITIES RELATING TO THE INVESTIGATION OR REMEDIATION OF HAZARDOUS SUBSTANCES ON, UNDER, OR AFFECTING THE CSU PROPERTY AND FURTHER ASSUMES ALL OBLIGATIONS, LIABILITIES, AND RESPONSIBILITIES WITH RESPECT TO ANY ENVIRONMENTAL CLAIM AFFECTING THE CSU PROPERTY OR THE PROJECT. (d) CSU’s Assumption of Risk and Waiver of Claims. UPON THE CLOSING, CSU ASSUMES THE RISK THAT ADVERSE PROPERTY CONDITIONS, including construction defects and adverse physical and enviroNMENTAL CONDITIONS, MAY NOT HAVE BEEN REVEALED BY CSU’S INVESTIGATIONS OF THE CSU PROPERTY. UPON THE CLOSING, CSU RELEASES THE CITY INDEMNIFIED PARTIES FROM ANY AND ALL CLAIMS OF ANY AND EVERY KIND OR CHARACTER, KNOWN OR UNKNOWN, THAT CSU MIGHT HAVE ASSERTED OR ALLEGED AGAINST THE CITY INDEMNIFIED PARTIES AT ANY TIME BY REASON OF OR ARISING OUT OF ANY LATENT OR PATENT CONSTRUCTION DEFECTS OR PHYSICAL CONDITIONS, VIOLATIONS OF LAW, AND ANY AND ALL OTHER ACTS, OMISSIONS, EVENTS, CIRCUMSTANCES, OR MATTERS REGARDING THE CSU PROPERTY. (e) CSU’s Waiver of Section 1542. REGARDING ALL RELEASES OF CLAIMS IN THIS AGREEMENT, CSU EXPRESSLY WAIVES ALL RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542, AS AMENDED OR MODIFIED, WHICH CURRENTLY PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.