THE PROPERTY "AS IS" AND "WHERE IS", AND WITH
ALL FAULTS AND THAT, EXCEPT AS TO THE SPECIAL WARRANTY OF TITLE SET FORTH ABOVE
AND THE REPRESENTATIONS AND WARRANTIES SET FORTH IN SECTION 8.1 OF THAT CERTAIN
AGREEMENT OF PURCHASE AND SALE (THE "CONTRACT") DATED
EXHIBIT "D" - PAGE 1 OF 4
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NOVEMBER __, 2016, GRANTOR HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATIONS OR
WARRANTIES, EXPRESSED OR IMPLIED, IN THIS DEED WITH RESPECT TO THE QUALITY,
PHYSICAL CONDITION, EXPENSES, VALUE OF THE PROPERTY OR IMPROVEMENTS THEREON,
HANDICAPPED ACCESSIBILITY LAW COMPLIANCE, PRESENCE/ABSENCE OF HAZARDOUS
MATERIALS, ELECTROMAGNETIC FIELD EXPOSURE LEVELS OR ANY OTHER MATTER OR THING
AFFECTING OR RELATED TO THE PROPERTY (INCLUDING, WITHOUT LIMITATION, WARRANTIES
OF HABITABILITY, WARRANTIES OF MERCHANTABILITY AND/OR OF FITNESS FOR A
PARTICULAR PURPOSE), WHICH MIGHT BE PERTINENT IN CONSIDERING THE MAKING OF THE
PURCHASE OF THE PROPERTY, AND GRANTEE, BY ITS ACCEPTANCE HEREOF, DOES HEREBY,
EXCEPT AS TO THE REPRESENTATIONS AND WARRANTIES SET FORTH IN SECTION 8 OF THE
CONTRACT, RELEASE AND FOREVER DISCHARGE GRANTOR, ITS PARTNERS AND THEIR
RESPECTIVE AGENTS, EMPLOYEES, SUCCESSORS AND ASSIGNS FROM ANY AND ALL CLAIM,
OBLIGATION AND LIABILITY (WHETHER BASED IN TORT, UNDER CONTRACT OR OTHERWISE)
ATTRIBUTABLE, IN WHOLE OR IN PART, TO ANY SUCH REPRESENTATION AND/OR ALLEGED
REPRESENTATION.
EXCEPT FOR THE SPECIAL WARRANTIES OF TITLE SET FORTH HEREIN AND
THE REPRESENTATIONS AND WARRANTIES OF GRANTOR IN SECTION 8 OF THE CONTRACT,
GRANTEE HEREBY RELEASES, ACQUITS AND FOREVER DISCHARGES GRANTOR FROM ANY AND ALL
CLAIMS, DEMANDS AND CAUSES OF ACTION THAT GRANTEE MAY HAVE AGAINST GRANTOR WITH
RESPECT TO ANY COSTS, LOSSES, EXPENSES OR OTHER LIABILITIES INCURRED IN
CONNECTION WITH OR RELATED IN ANY MANNER TO THE PROPERTY, INCLUDING, BUT NOT
LIMITED TO, ANY RIGHT OF CONTRIBUTION OR REIMBURSEMENT PROVIDED UNDER THE
COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT OF 1980,
THE RESOURCE CONSERVATION AND RECOVERY ACT, OR ANY OTHER FEDERAL, STATE OR LOCAL
ENVIRONMENTAL LAW OR REGULATION.
THE FOREGOING DOES NOT RELEASE GRANTOR FROM
ANY CERCLA CONTRIBUTION OR REIMBURSEMENT CLAIMS WHICH GRANTEE MAY HAVE AS A
RESULT OF A THIRD PARTY CLAIM FILED AGAINST GRANTEE IF, AS AND ONLY TO THE
EXTENT RELATED TO A RELEASE OR DISPOSAL OF HAZARDOUS SUBSTANCES ON THE PROPERTY
BY GRANTOR DURING GRANTOR'S PERIOD OF OWNERSHIP.
Grantee, by its acceptance hereof, hereby assumes payment of all standby
charges, ad valorem real estate taxes and assessments with respect to the 2016
calendar year and subsequent calendar years not yet due and payable, each to the
extent attributable to all or any portion of the Property.
EXHIBIT "D" - PAGE 2 OF 4
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IN WITNESS WHEREOF, this instrument has been executed as of (but not necessarily
on) this ______ day of ____________, 2016.
GRANTOR:
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY, a Massachusetts corporation
By:
Barings Real Estate Advisers LLC,
its authorized agent
By:
Name:
Title:
EXHIBIT "D" - PAGE 3 OF 4
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THE