PURCHASER SHALL PAY SUCH EXCESS COSTS TO SELLER BY CHECK WITHIN THIRTY (30) DAYS
AFTER RECEIPT OF AN INVOICE;
(B)
NOT SELL, TRANSFER, ENCUMBER OR OTHERWISE
DISPOSE OF ANY OF THE REAL PROPERTY, EXCEPT FOR LOGS AND TIMBER HARVESTED BY
SELLER IN THE ORDINARY COURSE OF ITS BUSINESS, AND SHALL NOT SELL, TRANSFER,
ENCUMBER OR OTHERWISE DISPOSE OF ANY OF THE PERSONAL PROPERTY EXCEPT IN THE
ORDINARY COURSE OF BUSINESS;
(C)
TAKE ALL REASONABLE STEPS TO ENFORCE ITS
RIGHTS UNDER ALL PURCHASED CONTRACTS, LICENSES AND LEASES;
(D)
MAINTAIN ITS BOOKS OF ACCOUNT AND RECORDS
RELATING TO THE PROPERTY IN THE USUAL, REGULAR AND ORDINARY MANNER, CONSISTENT
WITH PAST PRACTICE;
(E)
PRESERVE FOR THE BENEFIT OF PURCHASER THE
GOODWILL OF THOSE PERSONS HAVING BUSINESS RELATIONS WITH THE SELLER WITH RESPECT
TO THE PROPERTY;
(F)
ADVISE ALL OF SELLER'S EMPLOYEES WHO
PERFORM WORK AT OR WITH RESPECT TO THE PROPERTY TO COOPERATE WITH PURCHASER AND
ITS AGENTS WITH RESPECT TO PURCHASER'S CONDUCTING OF ITS DUE DILIGENCE
INVESTIGATIONS; AND
(G)
NOT ENTER INTO ANY CONTRACT, AGREEMENT,
UNDERSTANDING, COMMITMENT, LEASE OR LICENSE WHICH WOULD BE ASSUMED BY THE
PURCHASER HEREUNDER, NOR RENEW, EXTEND, TERMINATE, MATERIALLY MODIFY OR WAIVE
ANY MATERIAL RIGHTS UNDER ANY CONTRACT, LEASE OR LICENSE, IN EACH CASE EXCEPT
WITH THE PURCHASER'S PRIOR WRITTEN CONSENT; PROVIDED, THAT THE SELLER MAY ENTER
INTO, EXTEND OR RENEW (I) ANY LEASE PURSUANT TO WHICH (A) THE SOLE BENEFIT
GRANTED TO LESSEE IS THE RIGHT
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TO GRAZE, HUNT, FISH OR CAMP UPON THE REAL PROPERTY AND (B) THE SOLE BURDEN UPON
THE SELLER IS THE OBLIGATION TO ALLOW SUCH LESSEE TO ENTER THE REAL PROPERTY AND
ENGAGE IN SUCH ACTIVITIES; (II) ANY CONTRACT REQUIRED TO PERFORM THE
SILVICULTURAL ACTIVITIES CONTEMPLATED BY (A) ABOVE, THE COST OF WHICH WILL BE
BORNE SOLELY BY SELLER; AND (III) ANY CONTRACT PERTAINING TO THE HARVESTING OF
THE REAL PROPERTY WHICH HARVESTING IS BEING PERFORMED IN ACCORDANCE WITH THE
HARVEST SCHEDULE; IN EACH CASE WITHOUT OBTAINING SUCH CONSENT; AND PROVIDED;
FURTHER THAT, OTHER THAN THOSE LEASES ACCEPTED BY PURCHASER, SELLER SHALL, AT
ITS COST, USE COMMERCIALLY REASONABLE EFFORTS TO TERMINATE ALL SAND, GRAVEL AND
OTHER MINING LEASES AND USE COMMERCIALLY REASONABLE EFFORTS TO CAUSE THE LESSEE
TO PROPERLY RESTORE THE SURFACE PURSUANT TO THE TERMS OF SUCH LEASE PRIOR TO
CLOSING.
7.02
CASUALTY AND CONDEMNATION.
(A)
NOTICE OF CASUALTY LOSS AND CONDEMNATION
PROCEEDINGS.
FROM THE EFFECTIVE DATE UNTIL THE CLOSING DATE, SELLER WILL
PROMPTLY NOTIFY PURCHASER OF ANY MATERIAL PHYSICAL DAMAGE TO THE PROPERTY BY
FIRE, FLOOD, WINDSTORM, EARTHQUAKE OR OTHER SIMILAR OCCURRENCE (A "CASUALTY
LOSS") OR OF ANY CONDEMNATION PROCEEDING COMMENCED OR THREATENED, OR ANY
EXERCISE OF EMINENT DOMAIN POWERS (OR NOTICE OF THE EXERCISE THEREOF), WITH
RESPECT TO THE PROPERTY (THE "CONDEMNATION PROCEEDINGS").
(B)
SETTLEMENT OF CASUALTY LOSSES AND
CONDEMNATION PROCEEDINGS.
IF ONE OR MORE CASUALTY LOSSES OR CONDEMNATION
PROCEEDINGS RESULT IN AN AGGREGATE DIMINUTION IN THE VALUE OF THE PROPERTY OF
$750,000 OR LESS, THE PURCHASE PRICE SHALL NOT BE REDUCED TO REFLECT THE
AGGREGATE DIMINUTION