Common use of Seller Released from Liability Clause in Contracts

Seller Released from Liability. Buyer acknowledges that it will have the. opportunity to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessary, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liability, including without limitation, liabilities under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding the condition (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by law, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waived) any and all objections to or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.

Seller Released from Liability. Buyer has fully reviewed the disclaimers and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. Buyer acknowledges and agrees that it will the disclaimers and other agreements set forth in this Agreement are an integral part of this Agreement and that Seller would not have theagreed to sell Parcel C to Buyer for the Purchase Price without this disclaimer and other agreements set forth in this Agreement. opportunity Except as set forth in this Agreement, Buyer, on behalf of itself and its heirs, successors and assigns, hereby expressly waives, relinquishes, acquits, forever discharges and releases any and all past, present or future, fixed or contingent, matured or unmatured, liquidated or unliquidated, claims, causes of action, cross-claims, liabilities, rights, remedies, demands (including letter-demands, notices or inquiries from any person or governmental or quasi-governmental authority or agency), penalties, assessments, damages, requests, suits, lawsuits, costs (including attorneys’ fees and expenses), actions, administrative proceedings or orders of whatever nature, character, type or description, whenever and however occurring, whether at law or in equity and whether sounding in tort or contract or any statutory or common law claim or remedy of any type (collectively, “Claims”), Buyer or any of its heirs, successors or assigns may now or hereafter have against Seller, whether known or unknown, with respect to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions Parcel C and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessarytransactions contemplated by this Agreement, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liabilityincluding, including without limitation, liabilities (a) any latent or patent defect in the Improvements and geological conditions of Parcel C, including, without limitation, subsidence and subsurface conditions; and (b) any past, present or future presence or existence of Hazardous Materials on, under or about Parcel C or with respect to any past, present or future violations of any rules, regulations, laws, ordinances or policies now or hereafter enacted regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation, (i) any and all rights Buyer may now or hereafter have to seek contribution from Seller under Section 113(f)(i) of the Comprehensive Environmental Response, Response Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding as amended by the condition Superfund Amendments and Reauthorization Act of 1986 (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines42 U.S.C.A. § 9613), valuation, salability as the same may be further amended or utility of the Property, or its suitability for replaced by any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by similar law, Buyer hereby agreesrule or regulation, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waivedii) any and all objections Claims, whether known or unknown, now or hereafter existing, with respect to Parcel C under Section 107 of CERCLA (42 U.S.C.A. § 9607) and (iii) any and all rights Buyer may have under any other environmental or complaints regarding (includinghealth and safety statute, but not limited tolaw, federalrule, state and common law based actions)regulation, policy or ordinance. Buyer hereby further agrees as follows: Buyer acknowledges that there is a risk that subsequent to the execution of the release set forth herein, Buyer may discover, incur, or any private right of action under, state and federal law to suffer from Claims which were unknown or unanticipated at the Property time this Agreement is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditionsexecuted, including, without limitation, structural unknown or unanticipated Claims which, if known by Buyer on the date this Agreement is being executed, may have materially affected Buyer’s decision to execute this Agreement. Buyer acknowledges that Buyer is assuming the risk of such unknown and geologic conditionsunanticipated Claims and agrees that this release applies thereto. Buyer expressly waives the benefits of Section 1542 of the California Civil Code, subsurface soil which reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Buyer represents and water conditions warrants that Buyer has been represented by independent counsel of Buyer’s own choosing in connection with the preparation and solid review of the release set forth herein, that Buyer has specifically discussed with such counsel the meaning and hazardous waste effect of this release and Hazardous Materials on, under, adjacent to or otherwise affecting that Buyer has carefully read and understands the Propertyscope and effect of each provision contained herein. Buyer further hereby assumes represents and warrants that Buyer does not rely and has not relied upon any representation or statement made by Seller or any of its representatives, agents, partners, members, employees, attorneys, or officers with regard to the risk subject matter, basis or effect of changes this release. Except as permitted by this Agreement, Buyer represents and warrants to Seller that Buyer has not and shall not assign or transfer or purport to assign or transfer any Claim or Claims or any portion thereof or any interest therein to any party who does not acquire an interest in applicable laws Parcel C or this Agreement and regulations relating agrees to pastindemnify, present defend, and future environmental conditions hold Seller harmless from and against any Claim or Claims based on the Property and the risk that adverse physical characteristics and conditionsor arising out of, includingwhether directly or indirectly, without limitation, the presence of Hazardous Materials any such assignment or other contaminants, may not have been revealed by its investigationtransfer or purported assignment or transfer.

Seller Released from Liability. Buyer acknowledges that it will have the. the opportunity to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessary, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller and Asset Manager from all responsibility and liability, including without limitation, liabilities under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Sections § 9601 et seq.), as amended (“CERCLA”), regarding the condition (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by law, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives WAIVES (and by closing this transaction will be deemed to have waived) any and all objections to or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.. Buyer’s Initials

Seller Released from Liability. Xxxxx has fully reviewed the disclaimers and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. Xxxxx acknowledges and agrees that the disclaimers and other agreements set forth in this Agreement are an integral part of this Agreement and that Seller would not have agreed to sell Parcel B to Buyer acknowledges that it will for the Purchase Price without this disclaimer and other agreements set forth in this Agreement. Without limiting the generality of the foregoing, but subject to the express representations set forth in this Agreement (for the duration of their survival period) or in the documents to be delivered by Seller at Closing, Buyer, on behalf of itself and its heirs, successors and assigns, hereby expressly waives, relinquishes, acquits, forever discharges and releases any and all past, present or future, fixed or contingent, matured or unmatured, liquidated or unliquidated, claims, causes of action, cross-claims, liabilities, rights, remedies, demands (including letter-demands, notices or inquiries from any person or governmental or quasi-governmental authority or agency), penalties, assessments, damages, requests, suits, lawsuits, costs (including attorneys’ fees and expenses), actions, administrative proceedings or orders of whatever nature, character, type or description, whenever and however occurring, whether at law or in equity and whether sounding in tort or contract or any statutory or common law claim or remedy of any type (collectively, “Claims”), Buyer or any of its heirs, successors or assigns may now or hereafter have the. opportunity against Seller, whether known or unknown, with respect to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions Parcel B and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessarytransactions contemplated by this Agreement, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liabilityincluding, including without limitation, liabilities (a) any latent or patent defect in the improvements and geological conditions of Parcel B, including, without limitation, subsidence and subsurface conditions; and (b) any past, present or future presence or existence of Hazardous Materials on, under or about Parcel B or with respect to any past, present or future violations of any rules, regulations, laws, ordinances or policies now or hereafter enacted regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation, (i) any and all rights Buyer may now or hereafter have to seek contribution from Seller under Section 113(f)(i) of the Comprehensive Environmental Response, Response Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding as amended by the condition Superfund Amendments and Reauthorization Act of 1986 (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines42 U.S.C.A. § 9613), valuation, salability as the same may be further amended or utility of the Property, or its suitability for replaced by any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by similar law, Buyer hereby agreesrule or regulation, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waivedii) any and all objections Claims, whether known or unknown, now or hereafter existing, with respect to Parcel B under Section 107 of CERCLA (42 U.S.C.A. § 9607) and (iii) any and all rights Buyer may have under any other environmental or complaints regarding (includinghealth and safety statute, but not limited tolaw, federalrule, state and common law based actions)regulation, policy or ordinance. Buyer hereby further agrees as follows: Buyer acknowledges that there is a risk that subsequent to the execution of the release set forth herein, Xxxxx may discover, incur, or any private right of action under, state and federal law to suffer from Claims which were unknown or unanticipated at the Property time this Agreement is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditionsexecuted, including, without limitation, structural unknown or unanticipated Claims which, if known by Buyer on the date this Agreement is being executed, may have materially affected Xxxxx’s decision to execute this Agreement. Buyer acknowledges that Buyer is assuming the risk of such unknown and geologic conditionsunanticipated Claims (subject to the representations and warranties of Seller set forth herein for the duration of their survival period) and agrees that this release applies thereto. Buyer expressly waives the benefits of Section 1542 of the California Civil Code, subsurface soil which reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Xxxxx represents and water conditions warrants that Xxxxx has been represented by independent counsel of Xxxxx’s own choosing in connection with the preparation and solid review of the release set forth herein, that Xxxxx has specifically discussed with such counsel the meaning and hazardous waste effect of this release and Hazardous Materials on, under, adjacent to or otherwise affecting that Buyer has carefully read and understands the Propertyscope and effect of each provision contained herein. Buyer further hereby assumes represents and warrants that Buyer does not rely and has not relied upon any representation or statement made by Seller or any of its representatives, agents, partners, members, employees, attorneys, or officers with regard to the risk subject matter, basis or effect of changes this release. Buyer represents and warrants to Seller that Buyer has not and shall not assign or transfer or purport to assign or transfer any Claim or Claims or any portion thereof or any interest therein to any party who does not acquire an interest in applicable laws Parcel B or this Agreement and regulations relating agrees to pastindemnify, present defend, and future environmental conditions hold Seller harmless from and against any Claim or Claims based on the Property and the risk that adverse physical characteristics and conditionsor arising out of, includingwhether directly or indirectly, without limitation, the presence of Hazardous Materials any such assignment or other contaminants, may not have been revealed by its investigationtransfer or purported assignment or transfer.

Seller Released from Liability. Buyer acknowledges that it will have the. the opportunity to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation investigations and study studies on and of the Property and adjacent areas as Buyer deems necessary, and Buyer hereby FOREVER RELEASES AND DISCHARGES each Seller and the Seller Parties from all responsibility and liability, including without limitation, liabilities under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Sections § 9601 et seq.), as amended (“CERCLA”), regarding the condition condition, valuation, salability or utility of the Property, and/or its suitability for any purpose whatsoever (including including, but not limited to, with respect to the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines), valuationand any structural and geologic conditions, salability subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or utility of otherwise affecting the Property, or its suitability for any purpose whatsoever). This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Sellerof each Seller and the Seller Parties. In this connection and to the extent permitted by law, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of Seller and the Seller Parties from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. As between Buyer and Sellers only, Buyer further hereby waives WAIVES against each Seller (and by closing this transaction will be deemed to have waivedWAIVED against each Seller) any and all objections to or complaints regarding (including, but not limited to, federal, state and common law based actions), or and any private right of action under, local, state and federal law laws to which the Property is or may be subject, including, but not limited to, CERCLA, and Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), ) the physical characteristics and any existing conditionsconditions of the Property, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes acknowledges the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation, and that such matters are not excluded from the scope of the disclaimers, releases and waivers set forth in this Article 11. Notwithstanding the foregoing provisions of this Section 11.3 to the contrary, such release of Sellers and the Seller Parties contained herein shall not relieve Sellers of liability for any breach by Sellers of Sellers’ representations and warranties, covenants and indemnities contained in this Agreement which expressly survive Closing in accordance with the provisions hereof or contained in the Transaction Documents.

Seller Released from Liability. Buyer acknowledges that it will have the. the opportunity to inspect the Property during the Inspection Contingency Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessary, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liability, including without limitation, liabilities under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 9601, et seq.), as amended (“CERCLA”), regarding the condition (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. Buyer specifically waives the provision of California Civil Code Section 1542, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR EXPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN TO HIM OR HER MUST HAVE MATERIALLY AFFECTED THE SETTLEMENT WITH THE DEBTOR.” In this connection and to the extent permitted by law, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives WAIVES (and by closing this transaction will be deemed to have waived) any and all objections to or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 Section 6901, et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.. Notwithstanding the foregoing release, such release shall not apply to: (a) any damages, claims, liabilities or obligations arising out of or in connection with a breach of any covenant, representation or warranty of Seller set forth in this Agreement or any of the documents executed in connection with this Agreement, (b) Seller’s fraud, or (c) any claims or actions Buyer may have against Seller because a third party has filed a claim against Buyer when the basis of the claim asserted against Buyer pertains to events or occurrences arising prior to Closing. Buyer’s Initials

Seller Released from Liability. Buyer acknowledges and anyone claiming by, through or under Buyer, hereby waives its right to recover from and fully and irrevocably releases Seller and its employees, officers, directors, representatives, agents, servants, attorneys, affiliates, parent, subsidiaries, successors and assigns, and all persons, firms, corporations and organizations in its behalf (“Released Parties”) from any and all claims, responsibility and/or liability that it will may now have the. opportunity to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation and study on and or hereafter acquire against any of the Property and adjacent areas as Buyer deems necessaryReleased Parties for any costs, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and loss, liability, including without limitationdamage, liabilities under the Comprehensive Environmental Responseexpenses, Compensation and Liability Act demand, action or cause of 1980 action arising from or related to (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding i) the condition (including any construction defects, errors, omissions or other conditions, latent or otherwise, and the presence in the soil, air, structures and surface and subsurface waters, waters of Hazardous Materials or other materials or substances that have been or may in the future be determined to be hazardous substances or otherwise toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, laws regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever, and (ii) any information furnished by the Released Parties under or in connection with this Agreement; provided, however, that the foregoing shall not release Seller from liability to Buyer arising from a breach by Seller of any representations or warranties of Seller pursuant to Section 5.6 of this Agreement. This Except as set forth in the preceding sentence, this release includes claims of or which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by law, but except liability to Buyer arising from a breach by Seller of any of the representations or warranties of Seller pursuant to Section 5.6 of this Agreement, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to releasereleases, discharge discharges and acquit each of the acquits Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Seller has given Buyer further hereby waives (and by closing material concessions regarding this transaction will be deemed in exchange for Buyer agreeing to have waived) any and all objections to or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right the provisions of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seqthis Section 5.4.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.

Seller Released from Liability. Buyer has fully reviewed the disclaimers and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. Buyer acknowledges and agrees that it will the disclaimers and other agreements set forth in this Agreement are an integral part of this Agreement and that Seller would not have theagreed to sell Parcel A to Buyer for the Purchase Price without this disclaimer and other agreements set forth in this Agreement. opportunity Without limiting the generality of the foregoing, but subject to inspect the Property during express representations set forth in this Agreement or in the Inspection Perioddocuments to be delivered by Seller at Closing, Buyer, on behalf of itself and during such periodits heirs, observe successors and assigns, hereby expressly waives, relinquishes, acquits, forever discharges and releases any and all past, present or future, fixed or contingent, matured or unmatured, liquidated or unliquidated, claims, causes of action, cross-claims, liabilities, rights, remedies, demands (including letter-demands, notices or inquiries from any person or governmental or quasi-governmental authority or agency), penalties, assessments, damages, requests, suits, lawsuits, costs (including attorneys’ fees and expenses), actions, administrative proceedings or orders of whatever nature, character, type or description, whenever and however occurring, whether at law or in equity and whether sounding in tort or contract or any statutory or common law claim or remedy of any type (collectively, “Claims”), Buyer or any of its physical characteristics and existing conditions heirs, successors or assigns may now or hereafter have against Seller, whether known or unknown, with respect to Parcel A and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessarytransactions contemplated by this Agreement, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liabilityincluding, including without limitation, liabilities (a) any latent or patent defect in the improvements and geological conditions of Parcel A, including, without limitation, subsidence and subsurface conditions; and (b) any past, present or future presence or existence of Hazardous Materials on, under or about Parcel A or with respect to any past, present or future violations of any rules, regulations, laws, ordinances or policies now or hereafter enacted regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation, (i) any and all rights Buyer may now or hereafter have to seek contribution from Seller under Section 113(f)(i) of the Comprehensive Environmental Response, Response Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding as amended by the condition Superfund Amendments and Reauthorization Act of 1986 (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines42 U.S.C.A. § 9613), valuation, salability as the same may be further amended or utility of the Property, or its suitability for replaced by any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by similar law, Buyer hereby agreesrule or regulation, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waivedii) any and all objections Claims, whether known or unknown, now or hereafter existing, with respect to Parcel A under Section 107 of CERCLA (42 U.S.C.A. § 9607) and (iii) any and all rights Buyer may have under any other environmental or complaints regarding (includinghealth and safety statute, but not limited tolaw, federalrule, state and common law based actions)regulation, policy or ordinance. Buyer hereby further agrees as follows: Buyer acknowledges that there is a risk that subsequent to the execution of the release set forth herein, Buyer may discover, incur, or any private right of action under, state and federal law to suffer from Claims which were unknown or unanticipated at the Property time this Agreement is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditionsexecuted, including, without limitation, structural unknown or unanticipated Claims which, if known by Buyer on the date this Agreement is being executed, may have materially affected Buyer’s decision to execute this Agreement. Buyer acknowledges that Buyer is assuming the risk of such unknown and geologic conditionsunanticipated Claims and agrees that this release applies thereto. Buyer expressly waives the benefits of Section 1542 of the California Civil Code, subsurface soil which reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Buyer represents and water conditions warrants that Buyer has been represented by independent counsel of Buyer’s own choosing in connection with the preparation and solid review of the release set forth herein, that Buyer has specifically discussed with such counsel the meaning and hazardous waste effect of this release and Hazardous Materials on, under, adjacent to or otherwise affecting that Buyer carefully read and understands the Propertyscope and effect of each provision contained herein. Buyer further hereby assumes represents and warrants that Buyer does not rely and has not relied upon any representation or statement made by Seller or any of its representatives, agents, partners, members, employees, attorneys, or officers with regard to the risk subject matter, basis or effect of changes this release. Buyer represents and warrants to Seller that Buyer has not and shall not assign or transfer or purport to assign or transfer any Claim or Claims or any portion thereof or any interest therein to any party who does not acquire an interest in applicable laws Parcel A or this Agreement and regulations relating agrees to pastindemnify, present defend, and future environmental conditions hold Seller harmless from and against any Claim or Claims based on the Property and the risk that adverse physical characteristics and conditionsor arising out of, includingwhether directly or indirectly, without limitation, the presence of Hazardous Materials any such assignment or other contaminants, may not have been revealed by its investigationtransfer or purported assignment or transfer.

Seller Released from Liability. Buyer acknowledges and anyone claiming by, through or under Buyer, hereby waives its right to recover from and fully and irrevocably releases Seller and its employees, officers, directors, representatives, agents, servants, attorneys, affiliates, parent, subsidiaries, successors and assigns, and all persons, firms, corporations and organizations in its behalf ("Released Parties") from any and all claims, responsibility and/or liability that it will may now have the. opportunity to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation and study on and or hereafter acquire against any of the Property and adjacent areas as Buyer deems necessaryReleased Parties for any costs, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and loss, liability, including without limitationdamage, liabilities under the Comprehensive Environmental Responseexpenses, Compensation and Liability Act demand, action or cause of 1980 action arising from or related to (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding i) the condition (including any construction defects, errors, omissions or other conditions, latent or otherwise, and the presence in the soil, air, structures and surface and subsurface waters, waters of Hazardous Materials or other materials or substances that have been or may in the future be determined to be hazardous substances or otherwise toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, laws regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever, and (ii) any information furnished by the Released Parties under or in connection with this Agreement; provided, however, that the foregoing shall not release Seller from liability to Buyer arising from a breach by Seller of any representations or warranties of Seller pursuant to Section 5.6 of this Agreement. This Except as set forth in the preceding sentence, this release includes claims of or which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s 's release to Seller. Except liability of Seller to Buyer arising from a breach by Seller of any of the representations or warranties of Seller pursuant to Section 5.6 of this Agreement, Buyer specifically waives the provision of California Civil Code Section 1542, which provides as follows: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR EXPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN TO HIM MUST HAVE MATERIALLY AFFECTED THE SETTLEMENT WITH THE DEBTOR." In this connection and to the extent permitted by law, but except liability to Buyer arising from a breach by Seller of any of the representations or warranties of Seller pursuant to Section 5.6 of this Agreement, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to releasereleases, discharge discharges and acquit each of the acquits Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Seller has given Buyer further hereby waives (and by closing material concessions regarding this transaction will be deemed in exchange for Buyer agreeing to the provisions of this Section 5.4. Seller and Buyer have waived) any each initialed this Section 5.4 to further indicate their awareness and all objections to or complaints regarding (including, but not limited to, federal, state acceptance of each and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Propertyevery provision hereof. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.----------------- ---------------- SELLER'S INITIALS BUYER'S INITIALS

Seller Released from Liability. Buyer has fully reviewed the disclaimers and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. Buyer acknowledges and agrees that it will the disclaimers and other agreements set forth in this Agreement are an integral part of this Agreement and that Seller would not have the. opportunity agreed to inspect sell the Property during to Buyer for the Inspection PeriodPurchase Price without this disclaimer and other agreements set forth in this Agreement. Without limiting the generality of the foregoing, but subject to the express representations set forth in Section 11.1 of this Agreement or in the documents to be delivered by Seller at Closing, effective as of the Closing, Buyer on behalf of itself and its heirs, successors and assigns, hereby expressly waives, relinquishes, acquits, forever discharges and releases any and all past, present, or future, fixed or contingent, matured or unmatured, liquidated or unliquidated, claims, causes of actions, cross-claims, liabilities, rights, remedies, demands (including letter-demands, notices, or inquiries from any person or governmental or quasi-governmental authority or agency), penalties, assessments, damages, requests, suits, lawsuits, costs (including attorneys’ fees and expenses), actions, administrative proceedings, or orders, of whatever nature, character, type, or description, /s/ LS Buyer Initials whenever and however occurring, whether at law or in equity, and during such periodwhether sounding in tort or contract or any statutory or common law claim or remedy of any type (including reasonable attorneys’ fees and litigation costs) (collectively, observe “Claims”), Buyer or any of its physical characteristics and existing conditions heirs, successors or assigns may now or hereafter have against Seller or any Seller Parties, whether known or unknown, with respect to the Property and the opportunity to conduct such investigation transactions contemplated by this Agreement, including, without limitation, (A) any latent or patent defect in the Improvements and study on and geological conditions of the Property and adjacent areas as Buyer deems necessary(including, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liability, including without limitation, liabilities subsidence and subsurface conditions); and (B) any past, present or future presence or existence of Hazardous Materials on, under or about the Property or with respect to any past, present or future violations of any rules, regulations, laws, ordinances, or policies now or hereafter enacted, regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation, (i) any and all rights Buyer may now or hereafter have to seek contribution from Seller or any Seller Parties under Section 113(f)(i) of the Comprehensive Environmental Response, Response Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding as amended by the condition Superfund Amendments and Reauthorization Act of 1986 (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines42 U.S.C.A. §9613), valuation, salability as the same may be further amended or utility of the Property, or its suitability for replaced by any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by similar law, Buyer hereby agreesrule or regulation, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waivedii) any and all objections Claims, whether known or unknown, now or hereafter existing, with respect to or complaints regarding the Property under Section 107 of CERCLA (including, but not limited to, federal, state and common law based actions42 U.S.C.A. §9607), and (iii) any and all rights Buyer may have under any other environmental or any private right health and safety statute, law, rule, regulation, policy or ordinance. Buyer hereby further agrees as follows: Buyer acknowledges that there is a risk that subsequent to the execution of action underthe release set forth herein, state and federal law to Buyer may discover, incur, or suffer from Claims which were unknown or unanticipated at the Property time this Agreement is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditionsexecuted, including, without limitation, structural unknown or unanticipated Claims which, if known by Buyer on the date this Agreement is being executed, may have materially affected Buyer’s decision to execute this Agreement. Buyer acknowledges that Buyer is assuming the risk of such unknown and geologic conditionsunanticipated Claims and agrees that this release applies thereto. Buyer expressly waives the benefits of Section 1542 of the California Civil Code, subsurface soil which reads as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” Buyer represents and water conditions warrants that Buyer has been represented by independent counsel of Buyer’s own choosing in connection with the preparation and solid review of the release set forth herein, that Buyer has specifically discussed with such counsel the meaning and hazardous waste effect of this release and Hazardous Materials on, under, adjacent to or otherwise affecting that Buyer has carefully read and understand the Propertyscope and effect of each provision contained herein. Buyer further hereby assumes represents and warrants that Buyer does not rely and has not relied upon any representation or statement made by Seller or any Seller Parties with regard to the risk subject matter, basis or effect of changes this release. /s/ LS Buyer Initials Buyer represents and warrants to Seller that Buyer has not and shall not assign or transfer or purport to assign or transfer any Claim or Claims or any portion thereof or any interest therein to any party who does not acquire an interest in applicable laws and regulations relating to past, present and future environmental conditions on the Property or this Agreement, and agrees to indemnify, defend, and hold Seller harmless from and against any Claim or Claims based on or arising out of, whether directly or indirectly, any such assignment or transfer, or purported assignment or transfer. Notwithstanding anything herein to the risk that adverse physical characteristics contrary but subject to the provisions of Sections 12.2.2 and conditions, including, without limitation12.2.3, the presence foregoing release and waiver is not intended and shall not be construed as affecting or impairing any rights or remedies that Buyer may have against Seller with respect to (i) a breach of Hazardous Materials any of Seller’s representations or other contaminantswarranties in this Agreement, may (ii) any of the obligations of Seller under this Agreement that expressly survive the Closing (but solely for the stated survival period expressly stated in this Agreement) or (iii) Buyer’s right to bring a claim or remedies against Seller for fraud by Seller, including fraudulent misrepresentation and fraudulent inducement, with respect to this Agreement; provided, however, that Buyer’s reservation of the right to bring a claim for fraud by Seller as provided in this clause (iii) shall not have been revealed by its investigation.apply to any act of fraud as to which Buyer had knowledge as of the Closing. Seller's Initials /s/ DL Buyer's Initials /s/ LS

Seller Released from Liability. Buyer has fully reviewed the disclaimers and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. Buyer acknowledges and agrees that it will the disclaimers and other agreements set forth in this Agreement are an integral part of this Agreement and that Seller would not have theagreed to sell Parcel B to Buyer for the Purchase Price without this disclaimer and other agreements set forth in this Agreement. opportunity Without limiting the generality of the foregoing, but subject to inspect the Property during express representations set forth in this Agreement (for the Inspection Periodduration of their survival period) or in the documents to be delivered by Seller at Closing, Buyer, on behalf of itself and during such periodits heirs, observe successors and assigns, hereby expressly waives, relinquishes, acquits, forever discharges and releases any and all past, present or future, fixed or contingent, matured or unmatured, liquidated or unliquidated, claims, causes of action, cross-claims, liabilities, rights, remedies, demands (including letter-demands, notices or inquiries from any person or governmental or quasi-governmental authority or agency), penalties, assessments, damages, requests, suits, lawsuits, costs (including attorneys’ fees and expenses), actions, administrative proceedings or orders of whatever nature, character, type or description, whenever and however occurring, whether at law or in equity and whether sounding in tort or contract or any statutory or common law claim or remedy of any type (collectively, “Claims”), Buyer or any of its physical characteristics and existing conditions heirs, successors or assigns may now or hereafter have against Seller, whether known or unknown, with respect to Parcel B and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessarytransactions contemplated by this Agreement, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liabilityincluding, including without limitation, liabilities (a) any latent or patent defect in the improvements and geological conditions of Parcel B, including, without limitation, subsidence and subsurface conditions; and (b) any past, present or future presence or existence of Hazardous Materials on, under or about Parcel B or with respect to any past, present or future violations of any rules, regulations, laws, ordinances or policies now or hereafter enacted regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation, (i) any and all rights Buyer may now or hereafter have to seek contribution from Seller under Section 113(f)(i) of the Comprehensive Environmental Response, Response Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding as amended by the condition Superfund Amendments and Reauthorization Act of 1986 (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines42 U.S.C.A. § 9613), valuation, salability as the same may be further amended or utility of the Property, or its suitability for replaced by any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by similar law, Buyer hereby agreesrule or regulation, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waivedii) any and all objections Claims, whether known or unknown, now or hereafter existing, with respect to Parcel B under Section 107 of CERCLA (42 U.S.C.A. § 9607) and (iii) any and all rights Buyer may have under any other environmental or complaints regarding (includinghealth and safety statute, but not limited tolaw, federalrule, state and common law based actions)regulation, policy or ordinance. Buyer hereby further agrees as follows: Buyer acknowledges that there is a risk that subsequent to the execution of the release set forth herein, Buyer may discover, incur, or any private right of action under, state and federal law to suffer from Claims which were unknown or unanticipated at the Property time this Agreement is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditionsexecuted, including, without limitation, structural unknown or unanticipated Claims which, if known by Buyer on the date this Agreement is being executed, may have materially affected Buyer’s decision to execute this Agreement. Buyer acknowledges that Buyer is assuming the risk of such unknown and geologic conditionsunanticipated Claims (subject to the representations and warranties of Seller set forth herein for the duration of their survival period) and agrees that this release applies thereto. Buyer expressly waives the benefits of Section 1542 of the California Civil Code, subsurface soil which reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Buyer represents and water conditions warrants that Buyer has been represented by independent counsel of Buyer’s own choosing in connection with the preparation and solid review of the release set forth herein, that Buyer has specifically discussed with such counsel the meaning and hazardous waste effect of this release and Hazardous Materials on, under, adjacent to or otherwise affecting that Buyer has carefully read and understands the Propertyscope and effect of each provision contained herein. Buyer further hereby assumes represents and warrants that Buyer does not rely and has not relied upon any representation or statement made by Seller or any of its representatives, agents, partners, members, employees, attorneys, or officers with regard to the risk subject matter, basis or effect of changes this release. Buyer represents and warrants to Seller that Buyer has not and shall not assign or transfer or purport to assign or transfer any Claim or Claims or any portion thereof or any interest therein to any party who does not acquire an interest in applicable laws Parcel B or this Agreement and regulations relating agrees to pastindemnify, present defend, and future environmental conditions hold Seller harmless from and against any Claim or Claims based on the Property and the risk that adverse physical characteristics and conditionsor arising out of, includingwhether directly or indirectly, without limitation, the presence of Hazardous Materials any such assignment or other contaminants, may not have been revealed by its investigationtransfer or purported assignment or transfer.

Seller Released from Liability. Buyer has fully reviewed the disclaimers and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. Buyer acknowledges and agrees that it will the disclaimers and other agreements set forth in this Agreement are an integral part of this Agreement and that Seller would not have theagreed to sell Parcel B to Buyer for the Purchase Price without this disclaimer and other agreements set forth in this Agreement. opportunity to inspect Without limiting the Property during generality of the Inspection Periodforegoing, and during such except for matters arising out of this Agreement, its interpretation, enforcement, or breach, which occur prior to the Closing, and subject to the express representations set forth in this Agreement (for the duration of their survival period) or in the documents to be delivered by Seller at Closing, observe Buyer, on behalf of itself and its physical characteristics heirs, successors and existing conditions assigns, hereby expressly waives, relinquishes, acquits, forever discharges and releases any and all past, present or future, fixed or contingent, matured or unmatured, liquidated or unliquidated, claims, causes of action, cross-claims, liabilities, rights, remedies, demands (including letter-demands, notices or inquiries from any person or governmental or quasi-governmental authority or agency), penalties, assessments, damages, requests, suits, lawsuits, costs (including attorneys’ fees and expenses), actions, administrative proceedings or orders of whatever nature, character, type or description, whenever and however occurring, whether at law or in equity and whether sounding in tort or contract or any statutory or common law claim or remedy of any type (collectively, “Claims”), Buyer or any of its heirs, successors or assigns may now or hereafter have against Seller, whether known or unknown, with respect to Parcel B and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessarytransactions contemplated by this Agreement, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liabilityincluding, including without limitation, liabilities (a) any latent or patent defect in the Improvements and geological conditions of Parcel B, including, without limitation, subsidence and subsurface conditions; and (b) any past, present or future presence or existence of Hazardous Materials on, under or about Parcel B or with respect to any past, present or future violations of any rules, regulations, laws, ordinances or policies now or hereafter enacted regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation, (i) any and all rights Buyer may now or hereafter have to seek contribution from Seller under Section 113(f)(i) of the Comprehensive Environmental Response, Response Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding as amended by the condition Superfund Amendments and Reauthorization Act of 1986 (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines42 U.S.C.A. § 9613), valuation, salability as the same may be further amended or utility of the Property, or its suitability for replaced by any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by similar law, Buyer hereby agreesrule or regulation, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waivedii) any and all objections Claims, whether known or unknown, now or hereafter existing, with respect to Parcel B under Section 107 of CERCLA (42 U.S.C.A. § 9607) and (iii) any and all rights Buyer may have under any other environmental or complaints regarding (includinghealth and safety statute, but not limited tolaw, federalrule, state and common law based actions)regulation, policy or ordinance. Buyer hereby further agrees as follows: Buyer acknowledges that there is a risk that subsequent to the execution of the release set forth herein, Buyer may discover, incur, or any private right of action under, state and federal law to suffer from Claims which were unknown or unanticipated at the Property time this Agreement is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditionsexecuted, including, without limitation, structural unknown or unanticipated Claims which, if known by Buyer on the date this Agreement is being executed, may have materially affected Buyer’s decision to execute this Agreement. Buyer acknowledges that Buyer is assuming the risk of such unknown and geologic conditionsunanticipated Claims (subject to the representations and warranties of Seller set forth herein for the duration of their survival period) and agrees that this release applies thereto. Buyer expressly waives the benefits of Section 1542 of the California Civil Code, subsurface soil which reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Buyer represents and water conditions warrants that Buyer has been represented by independent counsel of Buyer’s own choosing in connection with the preparation and solid review of the release set forth herein, that Buyer has specifically discussed with such counsel the meaning and hazardous waste effect of this release and Hazardous Materials on, under, adjacent to or otherwise affecting that Buyer has carefully read and understands the Propertyscope and effect of each provision contained herein. Buyer further hereby assumes represents and warrants that Buyer does not rely and has not relied upon any representation or statement made by Seller or any of its representatives, agents, partners, members, employees, attorneys, or officers with regard to the risk subject matter, basis or effect of changes this release. Buyer represents and warrants to Seller that Buyer has not and shall not assign or transfer or purport to assign or transfer any Claim or Claims or any portion thereof or any interest therein to any party who does not acquire an interest in applicable laws Parcel B or this Agreement and regulations relating agrees to pastindemnify, present defend, and future environmental conditions hold Seller harmless from and against any Claim or Claims based on the Property and the risk that adverse physical characteristics and conditionsor arising out of, includingwhether directly or indirectly, without limitation, the presence of Hazardous Materials any such assignment or other contaminants, may not have been revealed by its investigationtransfer or purported assignment or transfer.

Seller Released from Liability. Buyer acknowledges that it will have the. opportunity to inspect the Property during the Inspection PeriodPurchaser, on behalf of itself and during such periodits partners, observe its physical characteristics members, shareholders, officers, directors, agents, employees and existing conditions Affiliates, hereby releases Seller and the opportunity to conduct such investigation Seller’s Affiliates from any and study on and of the Property and adjacent areas as Buyer deems necessaryall liability, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liabilityclaims arising out of or related to the condition (including, including without limitation, liabilities under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding the condition (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances Substances that have been or may in the future be determined to be toxic, hazardous, undesirable hazardous or otherwise subject to regulation and that may need to be specially treatedrequire treatment, handled and/or removed from the Property handling, removal or remediation under current or future federal, state and or local laws, regulations or guidelines), valuation, salability salability, utility or utility other aspect of the PropertyProperty or the Due Diligence Materials, or its the suitability of the Property for any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and except to the extent permitted of Seller’s liability under this Agreement for a material inaccuracy of any of Seller’s representations under Section 8.1 of this Agreement (as limited by lawSection 16.1) or Seller’s fraud. Without limiting the foregoing, Buyer hereby agreesexcept to the extent of Seller’s liability under this Agreement for a material inaccuracy of any of Seller’s representations under Section 8.1 of this Agreement (as limited by Section 16.1) or Seller’s fraud, represents Purchaser specifically releases Seller and warrants that Buyer realizes and acknowledges that factual matters now unknown to it Seller’s Affiliates from any claims Purchaser may have given against Seller and/or Seller’s Affiliates now or may hereafter give rise in the future pertaining to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that or arising from the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each environmental condition of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waived) any and all objections to Property or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials Substances or other contaminantscontamination on or emanating from the Property. The foregoing waivers and releases by Purchaser shall survive either (i) the Closing and shall not be deemed merged into the provisions of any closing documents, may not have been revealed by its investigation.or (ii) any termination of this Agreement. California Civil Code Section 1542 provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. By initialing this section, Purchaser acknowledges that it has read, is familiar with, and waives the provisions of California Civil Code Section 1542 set forth above and any similar provisions under Nevada law, and agrees to all of the provisions of this Section 5.6(a). _________________ Purchaser Initials

Seller Released from Liability. Buyer acknowledges that it will have the. the opportunity to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessary, and Buyer hereby FOREVER RELEASES AND DISCHARGES forever releases and discharges Seller from all responsibility and liability, including without limitation, liabilities under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Sections § 9601 et seq.), as amended (“CERCLA”), regarding the condition (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. Buyer specifically waives the provision of California Civil Code Section 1542, which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR EXPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN TO HIM MUST HAVE MATERIALLY AFFECTED THE SETTLEMENT WITH THE DEBTOR.” In this connection and to the extent permitted by law, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives WAIVES (and by closing this transaction will be deemed to have waived) any and all objections to or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.. Buyer’s Initials: JM

Seller Released from Liability. Except to the extent Seller has specifically breached or violated a representation, warranty, or covenant expressly made by Seller herein or in the Closing Documents, Buyer acknowledges and anyone claiming by, through or under Buyer, hereby waives its right to recover from and fully and irrevocably releases Seller and its employees, officers, directors, representatives, agents, servants, attorneys, affiliates, parent, subsidiaries, successors and assigns, and all persons, firms, corporations and organizations in its behalf ("Released Parties") from any and all claims, responsibility and/or liability that it will may now have the. opportunity to inspect the Property during the Inspection Period, and during such period, observe its physical characteristics and existing conditions and the opportunity to conduct such investigation and study on and or hereafter acquire against any of the Property and adjacent areas as Buyer deems necessaryReleased Parties for any costs, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and loss, liability, including without limitationdamage, liabilities under the Comprehensive Environmental Responseexpenses, Compensation and Liability Act demand, action or cause of 1980 action arising from or related to (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding i) the condition (including any construction defects, errors, omissions or other conditions, latent or otherwise, and the presence in the soil, air, structures and surface and subsurface waters, waters of Hazardous Materials or other materials or substances that have been or may in the future be determined to be Hazardous Substances or otherwise toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, laws regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever, and (ii) any information furnished by the Released Parties under or in connection with this Agreement. This release includes claims of or which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s 's release to Seller. In this connection and to the extent permitted by law, Buyer hereby agrees, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waived) any and all objections to or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.

Seller Released from Liability. Buyer acknowledges that it will have the. opportunity to inspect the Property during the Inspection PeriodPurchaser, on behalf of itself and during such periodits partners, observe its physical characteristics officers, directors, agents, controlling persons and existing conditions Affiliates, hereby releases Seller, Hines One Overton Park Limited Partnership, Hines Interests Limited Partnership, Xxxxx-Employer Development Partnexx, X.P., Kennedy Associates Real Estate Counsel, Inc. and the opportunity to conduct such investigation any of their respectixx Xxxxliates from any and study on and of the Property and adjacent areas as Buyer deems necessaryall liability, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liability, including without limitation, liabilities under the Comprehensive Environmental Response, Compensation and Liability Act claims arising out of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding or related to the condition (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances Substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines), valuation, salability or utility of the Property, or its suitability for any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and whatsoever except to the extent permitted that such responsibility or liability is the result of the material inaccuracy (if any) of Seller's representation under Section 8.1(i) hereof (as limited by lawSection 16.1 of this Agreement). Without limiting the foregoing, Buyer hereby agrees, represents Purchaser specifically releases Seller and warrants that Buyer realizes and acknowledges that factual matters now unknown to it Seller's Affiliates from any claims Purchaser may have given against Seller, Hines One Overton Park Limited Partnership, Hines Interests Limited Partnership, Xxxxx-Employer Development Partnexx, X.P., Kennedy Associates Real Estate Counsel, Inc. and/or any of their respexxxxx Xffiliates now or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that in the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each future arising from the environmental condition of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waived) any and all objections to Property or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act (42 U.S.C. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials Substances or other contaminantscontamination on or emanating from the Property. The foregoing waivers and releases by Purchaser shall survive either (i) the Closing and shall not be deemed merged into the provisions of any closing documents, may not have been revealed by its investigation.or (ii) any termination of this Agreement. /s/ GJC ------------------ Purchaser Initials

Seller Released from Liability. Buyer has fully reviewed the disclaimers and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. Buyer acknowledges and agrees that it will the disclaimers and other agreements set forth in this Agreement are an integral part of this Agreement and that Seller would not have the. opportunity agreed to inspect sell the Property during to Buyer for the Inspection PeriodPurchase Price without this disclaimer and other agreements set forth in this Agreement. Without limiting the generality of the foregoing, but subject to the express representations set forth in this Agreement or in the documents to be delivered by Seller at Closing, Buyer, on behalf of itself and during such periodits heirs, observe successors and assigns, hereby expressly waives, relinquishes, acquits, forever discharges and releases any and all past, present or future, fixed or contingent, matured or unmatured, liquidated or unliquidated, claims, causes of action, cross-claims, liabilities, rights, remedies, demands (including letter-demands, notices or inquiries from any person or governmental or quasi-governmental authority or agency), penalties, assessments, damages, requests, suits, lawsuits, costs (including attorneys’ fees and expenses), actions, administrative proceedings or orders of whatever nature, character, type or description, whenever and however occurring, whether at law or in equity and whether sounding in tort or contract or any statutory or common law claim or remedy of any type (collectively, “Claims”), Buyer or any of its physical characteristics and existing conditions and the opportunity heirs, successors or assigns may now or hereafter have against Seller, whether known or unknown, with respect to conduct such investigation and study on and of the Property and adjacent areas as Buyer deems necessarythe transactions contemplated by this Agreement, and Buyer hereby FOREVER RELEASES AND DISCHARGES Seller from all responsibility and liabilityincluding, including without limitation, liabilities (a) any latent or patent defect in the improvements and geological conditions of the Property, including, without limitation, subsidence and subsurface conditions; and (b) any past, present or future presence or existence of Hazardous Materials on, under or about the Property or with respect to any past, present or future violations of any rules, regulations, laws, ordinances or policies now or hereafter enacted regulating or governing the use, handling, storage or disposal of Hazardous Materials, including, without limitation (i) any and all rights Buyer may now or hereafter have to seek contribution from Seller under Section 113(f)(i) of the Comprehensive Environmental Response, Response Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended (“CERCLA”), regarding as amended by the condition Superfund Amendments and Reauthorization Act of 1986 (including the presence in the soil, air, structures and surface and subsurface waters, of Hazardous Materials or other materials or substances that have been or may in the future be determined to be toxic, hazardous, undesirable or subject to regulation and that may need to be specially treated, handled and/or removed from the Property under current or future federal, state and local laws, regulations or guidelines42 U.S.C.A. § 9613), valuation, salability as the same may be further amended or utility of the Property, or its suitability for replaced by any purpose whatsoever. This release includes claims of which Buyer is presently unaware or which Buyer does not presently suspect to exist which, if known by Buyer, would materially affect Buyer’s release to Seller. In this connection and to the extent permitted by similar law, Buyer hereby agreesrule or regulation, represents and warrants that Buyer realizes and acknowledges that factual matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and Buyer further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that Buyer nevertheless hereby intends to release, discharge and acquit each of the Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Buyer further hereby waives (and by closing this transaction will be deemed to have waivedii) any and all objections Claims, whether known or unknown, now or hereafter existing, with respect to or complaints regarding (including, but not limited to, federal, state and common law based actions), or any private right of action under, state and federal law to which the Property is or may be subject, including, but not limited to, CERCLA, Resource Conservation and Recovery Act under Section 107 of CERCLA (42 U.S.C. U.S.C.A. § 6901 et seq.), as amended (“RCRA”), physical characteristics and existing conditions, including, without limitation, structural and geologic conditions, subsurface soil and water conditions and solid and hazardous waste and Hazardous Materials on, under, adjacent to or otherwise affecting the Property. Buyer further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future environmental conditions on the Property and the risk that adverse physical characteristics and conditions, including, without limitation, the presence of Hazardous Materials or other contaminants, may not have been revealed by its investigation.9607) and