SALE AGREEMENT
AND JOINT ESCROW INSTRUCTIONS EFFECTIVE AS OF __________________, BY AND BETWEEN
GRANTOR AS SELLER AND GRANTEE AS BUYER (THE "PURCHASE AND SALE AGREEMENT"), THE
CONVEYANCE OF THE SUBJECT PROPERTY IS MADE ON AN "AS IS, WHERE IS AND WITH ALL
FAULTS" BASIS, AND GRANTEE EXPRESSLY ACKNOWLEDGES AND AGREES THAT GRANTOR AND
GRANTOR'S AGENTS, EMPLOYEES, PROPERTY MANAGER, ATTORNEYS, AND CONTRACTORS
(COLLECTIVELY, "GRANTOR'S REPRESENTATIVES") HAVE NOT MADE, DO NOT MAKE AND
SPECIFICALLY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES, PROMISES,
COVENANTS, AGREEMENTS, STATEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER
WHATSOEVER (EXCEPT ONLY THE WARRANTY OF TITLE EXPRESSLY SET FORTH HEREIN AND ANY
REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THE PURCHASE AND SALE
AGREEMENT), WHETHER STATUTORY, EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST,
PRESENT OR FUTURE, OF, AS TO, CONCERNING OR WITH RESPECT TO: (A) THE NATURE,
QUALITY OR CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER,
SOIL AND GEOLOGY; INCLUDING THE EXISTENCE OF ANY ENVIRONMENTAL HAZARDS OR TOXIC
SUBSTANCES OR CONDITIONS; (B) TI1E USE, INCOME POTENTIAL, EXPENSES, MAINTENANCE,
OPERATION, CHARACTERISTICS OR CONDITION OF THE PROPERTY OR ANY PORTION THEREOF,
INCLUDING WITHOUT LIMITATION, WARRANTIES OF SUITABILITY, TENANTABILITY,
HABITABILITY, MERCHANTABILITY, DESIGN OR FITNESS FOR ANY SPECIFIC PURPOSE OR A
PARTICULAR PURPOSE, OR GOOD AND WORKMANLIKE CONSTRUCTION; (C) THE COMPLIANCE OF
OR BY THE PROPERTY OR ITS OPERATION WITH ANY LAWS, RULES, ORDINANCES OR
REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY; (D) THE PRESENCE
OF ANY ENDANGERED OR THREATENED SPECIES ON THE PROPERTY, AS WELL AS THE
SUITABILITY OF THE PROPERTY AS A HABITAT FOR ANY OF THOSE SPECIES; (E) OTHERWISE
WITH RESPECT TO THE PROPERTY; (F) THE ENVIRONMENTAL CONDITION OF THE PROPERTY
AND THE PRESENCE OR ABSENCE OF OR CONTAMINATION BY HAZARDOUS MATERIALS, MOLD OR
OTHER HAZARDOUS SUBSTANCES, OR THE COMPLIANCE OF THE SUBJECT PROPERTY WITH ALL
REGULATIONS OR LAWS PERTAINING TO HEALTH, SAFETY OR THE ENVIRONMENT; OR (G) THE
SOIL CONDITIONS, DRAINAGE, GROUNDWATER CONDITION, FLOODING CHARACTERISTICS,
UTILITIES OR OTHER CONDITIONS EXISTING IN, ON OR UNDER THE PROPERTY.
3990 Babcock
Exhibit "C" - Page 1
Purchase and Sale Agreement
TO HAVE AND TO HOLD the Property, as aforesaid, unto Grantee, its successors and
assigns, forever; and Grantor does hereby bind itself and its successors and
assigns, to SPECIALLY WARRANT AND FOREVER DEFEND all and singular the Property,
subject to the Permitted Exceptions, unto Grantee, its successors and assigns,
against every person whomsoever lawfully claiming or to claim the same, or any
part thereof, by, through or under Grantor but not otherwise.
[SIGNATURE PAGE TO FOLLOW]
3990 Babcock
Exhibit "C" - Page 2
Purchase and Sale Agreement
IN WITNESS WHEREOF, Grantor has executed this Special Warranty Deed on the date
below.
GRANTOR
Signed and sealed in the presence of: a
By:
(Print Name):
Its:
(Print Name):
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA COUNTY OF LOS ANGELES SS: