EXHIBITS HERETO.
THE CAPTIONS PRECEDING THE TEXT OF EACH
SECTION ARE INCLUDED FOR CONVENIENCE OF REFERENCE ONLY AND SHALL BE DISREGARDED
IN THE CONSTRUCTION AND INTERPRETATION OF THIS AGREEMENT.
14.12
NO THIRD-PARTY BENEFICIARIES.
THIS AGREEMENT SHALL BENEFIT ONLY THE
PARTIES HERETO, AND NO OTHER PERSON OR ENTITY SHALL HAVE ANY RIGHTS HEREUNDER.
14.13
AS-IS.
HSRE ACKNOWLEDGES THAT IT HAS HAD THE OPPORTUNITY TO INSPECT
THE PROPERTY AND THAT IT ACCEPTS THE ESP INTERESTS, THE ESP MARYLAND INTERESTS
AND THE PROPERTY IN ITS "AS IS" CONDITION, SUBJECT, IN THE CASE OF THE PROPERTY,
TO USE, ORDINARY WEAR AND TEAR, AND NATURAL DETERIORATION, SUBJECT TO THE OTHER
TERMS OF THIS AGREEMENT.
HSRE FURTHER ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY
PROVIDED IN THIS AGREEMENT OR IN ANY DOCUMENT DELIVERED BY EXTRA SPACE AT
CLOSING IN ACCORDANCE WITH THIS AGREEMENT (COLLECTIVELY "EXTRA SPACE'S CLOSING
DOCUMENTS"), (I) NEITHER EXTRA SPACE NOR ANY AGENT OR REPRESENTATIVE OF SUCH
PARTIES HAS MADE, AND (II) NEITHER EXTRA SPACE NOR ANY SUCH AGENT OR
REPRESENTATIVE IS LIABLE FOR OR BOUND IN ANY MANNER BY, ANY EXPRESS OR IMPLIED
WARRANTIES, GUARANTIES, PROMISES, STATEMENTS, INDUCEMENTS, REPRESENTATIONS OR
INFORMATION PERTAINING TO THE ESP INTERESTS, THE ESP MARYLAND INTERESTS OR THE
PROPERTY.
14.14
REPORTING PERSON.
EXTRA SPACE AND HSRE HEREBY DESIGNATE TITLE
INSURER TO ACT AS AND PERFORM THE DUTIES AND OBLIGATIONS OF THE "REPORTING
PERSON" WITH RESPECT TO THE TRANSACTION CONTEMPLATED BY THIS AGREEMENT FOR
PURPOSES OF 26 C.F.R. SECTION 1.6045-4(E)(5) RELATING TO THE REQUIREMENTS FOR
INFORMATION REPORTING ON REAL ESTATE TRANSACTION CLOSED ON OR AFTER JANUARY 1,
1991.
IN THIS REGARD, EXTRA SPACE AND HSRE EACH AGREE TO EXECUTE AT CLOSING,
AND TO CAUSE TITLE INSURER TO EXECUTE AT CLOSING, A DESIGNATION AGREEMENT,
DESIGNATING TITLE INSURER AS THE REPORTING PERSON WITH RESPECT TO THE
TRANSACTION CONTEMPLATED BY THIS AGREEMENT.
14.15
PUBLIC NOTICES.
ANY PRESS RELEASE AND OTHER PUBLIC NOTICE TO BE
RELEASED BY ANY PARTY HERETO DISCLOSING THE CONSUMMATION OF THE TRANSACTIONS
CONTEMPLATED HEREBY SHALL FIRST BE SUBMITTED TO THE OTHER PARTIES HERETO FOR
REVIEW AND COMMENT, AND EACH PARTY HERETO SHALL REASONABLY COOPERATE IN
ADDRESSING THE CONCERNS OF THE OTHER WITH RESPECT TO THE NATURE AND CONTENT OF
SUCH DISCLOSURE (EXCEPT AND TO THE EXTENT ANY SUCH DISCLOSURE MAY BE REQUIRED BY
LAW).
32
14.16
GOVERNING LAW.
THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED
IN ACCORDANCE WITH, THE LAWS OF THE STATE OF ILLINOIS.
14.17
CONFIDENTIAL INFORMATION.
ALL INFORMATION OBTAINED PURSUANT TO THIS
AGREEMENT BY ANY PARTY HERETO FROM THE OTHER PARTIES HERETO AND THE MATTERS AND
PROVISIONS HEREOF SHALL BE AND REMAIN CONFIDENTIAL (SUBJECT TO THE NECESSITY OF
DIVULGING TO THIRD PARTIES, INCLUDING, WITHOUT LIMITATION, ATTORNEYS,
ACCOUNTANTS, ENGINEERS, ARCHITECTS AND PROSPECTIVE EQUITY PARTNERS AND LENDERS,
SUCH INFORMATION AS EITHER PARTY MAY REQUIRE IN ORDER TO PERFORM ITS OBLIGATIONS
HEREUNDER AND SUBJECT TO DISCLOSURE OF ALL INFORMATION REQUIRED BY GOVERNMENTAL
AUTHORITIES (INCLUDING DISCLOSURES REQUIRED UNDER STATE OR FEDERAL SECURITIES
LAWS OR THE RULES OF A PARTY'S PRINCIPAL SECURITIES EXCHANGE) AND ANY ACTUAL OR
PROSPECTIVE LENDER TO THE COMPANY OR