CAUSE TO BE CONDUCTED THEREON, (E) THE
COMPLIANCE OF OR BY THE PROPERTIES OR THE OPERATION THEREOF WITH ANY LAWS,
RULES, ORDINANCES OR REGULATIONS OF ANY GOVERNMENTAL AUTHORITY OR BODY HAVING
JURISDICTION THEREOVER, (F) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY OR
FITNESS OF THE PROPERTIES FOR A PARTICULAR PURPOSE, (G) THE STATUS OR CONDITION
OF ENTITLEMENTS PERTAINING TO THE PROPERTIES, (H) ANY MATTER REGARDING TERMITES,
AND (I) ANY MATTER REGARDING HAZARDOUS MATERIALS, AS HEREINAFTER DEFINED.
BUYER
FURTHER ACKNOWLEDGES AND AGREES THAT SELLER, UNLESS OTHERWISE REQUIRED BY LAW OR
PURSUANT TO SECTION 5.1 OF THIS AGREEMENT, IS UNDER NO DUTY TO MAKE ANY
AFFIRMATIVE DISCLOSURES REGARDING ANY MATTER WHICH MAY BE KNOWN TO SELLER.
6.3
RELEASE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN
THIS SECTION 6.3, ALL ACKNOWLEDGEMENTS IN THIS SECTION ARE SUBJECT TO SELLER'S
REPRESENTATIONS AND WARRANTIES AND INDEMNITIES EXPRESSLY SET FORTH IN THIS
AGREEMENT AND THE VARIOUS EXHIBITS REFERENCED HEREIN, IN ANY CERTIFICATE,
INSTRUMENT OR OTHER DOCUMENT THAT SELLER OR LEXFORD MANAGEMENT COMPANY IS
OBLIGATED HEREUNDER TO DELIVER AT CLOSING AND IN THE OTHER LEXFORD PROPERTY
AGREEMENTS, AND BUYER RETAINS ALL RIGHTS AND REMEDIES OTHERWISE CONTEMPLATED IN
THIS AGREEMENT WITH RESPECT TO ANY BREACH OR DEFAULT OF SUCH REPRESENTATIONS AND
WARRANTIES.
BUYER REPRESENTS TO SELLER THAT BUYER HAS CONDUCTED, OR WILL
CONDUCT PRIOR TO CLOSING, SUCH INVESTIGATIONS OF THE PROPERTIES, AS BUYER DEEMS
NECESSARY OR DESIRABLE TO SATISFY ITSELF AS TO ANY MATTER RELATING TO THE
PROPERTIES, AND WILL RELY SOLELY UPON SAME AND NOT UPON ANY INFORMATION PROVIDED
BY OR ON BEHALF OF SELLER, SELLER'S AGENTS,
23
EMPLOYEES OR THIRD PARTIES REPRESENTING OR PURPORTING TO REPRESENT SELLER, WITH
RESPECT THERETO.
UPON CLOSING, BUYER SHALL ASSUME THE RISK THAT ADVERSE MATTERS
REGARDING THE PROPERTIES MAY NOT HAVE BEEN REVEALED BY BUYER'S INVESTIGATIONS,
AND BUYER, UPON CLOSING, SHALL BE DEEMED, ON BEHALF OF ITSELF AND ON BEHALF OF
ITS TRANSFEREES AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, TO WAIVE,
RELINQUISH, RELEASE AND FOREVER DISCHARGE SELLER AND SELLER'S AFFILIATES FROM
AND AGAINST ANY AND ALL CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES, DAMAGES,
LIABILITIES, COSTS AND EXPENSES (INCLUDING ATTORNEYS' FEES) OF ANY AND EVERY
KIND OR CHARACTER, KNOWN OR UNKNOWN, BY REASON OF OR ARISING OUT OF THE
PROPERTIES, INCLUDING, WITHOUT LIMITATION, ANY LATENT OR PATENT CONSTRUCTION
DEFECT OR OTHER PHYSICAL CONDITION (INCLUDING, WITHOUT LIMITATION, FUNGI, MOLD
OR MILDEW) WHETHER PURSUANT TO ANY OTHER FEDERAL, STATE, OR LOCAL ENVIRONMENTAL
OR HEALTH AND SAFETY LAW OR REGULATION; THE EXISTENCE OF ANY HAZARDOUS MATERIAL
WHATSOEVER, ON, AT, TO, IN, ABOVE, ABOUT, UNDER, FROM OR IN THE VICINITY OF THE
PROPERTIES; AND ANY AND ALL OTHER ACTS, OMISSIONS, EVENTS, CIRCUMSTANCES OR
MATTERS WHATSOEVER REGARDING THE PROPERTIES.
THIS RELEASE INCLUDES CLAIMS OF
WHICH BUYER IS PRESENTLY UNAWARE AND OF WHICH BUYER DOES NOT PRESENTLY SUSPECT
TO EXIST WHICH, IF KNOWN BY BUYER, WOULD MATERIALLY AFFECT BUYER'S RELEASE OF
SELLER.
BUYER UNDERSTANDS AND ACKNOWLEDGES THAT GIVEN THE CLIMATE AND HUMID CONDITIONS
IN THE STATES OF FLORIDA, GEORGIA, AND/OR ONE OR MORE OF THE OTHER STATES IN
WHICH THE PROPERTIES