FOLLOWS:
(A)
PURCHASER REPRESENTS THAT IT IS A BUSINESS
CONSUMER AND THAT IT SEEKS TO ACQUIRE BY PURCHASE OR LEASE THE GOODS OR SERVICES
THAT ARE THE SUBJECT OF THIS AGREEMENT FOR COMMERCIAL OR BUSINESS USE. PURCHASER
FURTHER REPRESENTS THAT IT HAS KNOWLEDGE AND EXPERIENCE IN FINANCIAL AND
BUSINESS MATTERS THAT ENABLE IT TO EVALUATE THE MERITS AND RISKS OF THE BUSINESS
TRANSACTION THAT IS THE SUBJECT OF THIS AGREEMENT. PURCHASER ALSO REPRESENTS
THAT IT IS NOT IN A SIGNIFICANTLY DISPARATE BARGAINING POSITION IN RELATION TO
SELLER.
(B)
PURCHASER REPRESENTS THAT IT HAS BEEN
REPRESENTED BY LEGAL COUNSEL IN SEEKING OR ACQUIRING THE GOODS OR SERVICES THAT
ARE THE SUBJECT OF THIS AGREEMENT AND THAT THE TRANSACTION CONTEMPLATED BY THIS
AGREEMENT DOES NOT INVOLVE THE PURCHASE OR LEASE OF A FAMILY RESIDENCE OCCUPIED
OR TO BE OCCUPIED AS THE RESIDENCE OF PURCHASER. PURCHASER SHALL CAUSE ITS LEGAL
COUNSEL TO SIGN THIS AGREEMENT IN THE SPACE PROVIDED BELOW FOR THE PURPOSE OF
COMPLYING WITH SECTION 17.42(A)(3) OF THE DTPA.
(C)
PURCHASER AGREES, ON ITS OWN BEHALF AND ON
BEHALF OF ITS ASSIGNS AND SUCCESSORS, THAT ALL OF ITS RIGHTS AND REMEDIES UNDER
THE DTPA ARE WAIVED AND RELEASED, INCLUDING SPECIFICALLY, WITHOUT LIMITATION,
ALL RIGHTS AND REMEDIES RESULTING FROM OR ARISING OUT OF ANY AND ALL ACTS OR
PRACTICES OF SELLER IN CONNECTION WITH THIS TRANSACTION, WHETHER SUCH ACTS OR
PRACTICES OCCUR BEFORE OR AFTER THE EXECUTION OF THIS AGREEMENT; PROVIDED,
HOWEVER, NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IN ACCORDANCE WITH
SECTION 17.42 OF THE DTPA, PURCHASER DOES NOT WAIVE SECTION 17.555 OF THE DTPA.
17
8.4
EFFECT AND SURVIVAL OF DISCLAIMERS. SELLER
HAS INFORMED PURCHASER THAT THE COMPENSATION TO BE PAID TO SELLER FOR THE
PROPERTY HAS BEEN DECREASED TO TAKE INTO ACCOUNT THAT THE PROPERTY IS BEING SOLD
SUBJECT TO THE PROVISIONS OF THIS ARTICLE VIII. SELLER AND PURCHASER AGREE THAT
THE PROVISIONS OF THIS ARTICLE VIII SHALL SURVIVE CLOSING.
ARTICLE IX
MISCELLANEOUS
9.1
BROKER. SELLER AND PURCHASER REPRESENT EACH
TO THE OTHER THAT EACH HAS HAD NO DEALINGS WITH ANY BROKER, FINDER OR OTHER
PARTY CONCERNING PURCHASER'S PURCHASE OF THE PROPERTY EXCEPT DUNHILL
PARTNERS, INC. ("BROKER"). IF (AND ONLY IF) THE TRANSACTION THAT IS THE SUBJECT
OF THIS AGREEMENT IS CONSUMMATED, SELLER SHALL PAY A COMMISSION (THE "SALES
COMMISSION") TO BROKER EQUAL TO TWO PERCENT (2%) OF THE PURCHASE PRICE, PAYABLE
AS FOLLOWS: (A) SELLER SHALL PAY FIFTY PERCENT (50%) OF THE SALES COMMISSION TO
BROKER AT CLOSING, AND (B) SELLER SHALL PAY THE REMAINING FIFTY PERCENT (50%) OF
THE SALES COMMISSION TO BROKER NO LATER THAN TWO (2) BUSINESS DAYS AFTER THE
PURCHASE MONEY FINANCING HAS BEEN PAID IN FULL. SELLER AND PURCHASER EACH HEREBY
AGREE TO INDEMNIFY AND HOLD THE OTHER HARMLESS FROM ALL LOSS, COST, DAMAGE OR
EXPENSE (INCLUDING REASONABLE ATTORNEY'S FEES) INCURRED BY THE OTHER AS A RESULT
OF ANY CLAIM ARISING OUT OF THE ACTS OF THE INDEMNIFYING PARTY (OR OTHERS ON ITS
BEHALF) FOR A COMMISSION, FINDER'S FEE OR SIMILAR COMPENSATION MADE