EXISTENCE OF ANY SUCH SUBSTANCE, MATERIAL OR POLLUTANT
IN VIOLATION OF ANY ENVIRONMENTAL LAWS.
AS USED HEREIN THE WORD "CONTAIN" SHALL
MEAN CONTAIN, DEPOSIT, STORAGE, DISPOSAL, BURIAL, DUMPING, INJECTING, SPILLING,
LEAKING OR OTHER PLACEMENT OR RELEASE IN OR ON ANY OF THE PROPERTY.
THERE ARE
NO ENVIRONMENTAL LAWS WHICH PROHIBIT THE PRESENT OR INTENDED USE OF THE
PROPERTY.
GUARANTOR OR SELLER HAS DELIVERED TO LANDLORD COPIES OF THE
ENVIRONMENTAL REPORTS PREVIOUSLY OBTAINED BY SELLER REGARDING THE PROPERTY AND
LISTED ON SCHEDULE 6 (THE "ENVIRONMENTAL REPORTS").
3
(M)
NO ENVIRONMENTAL INDEMNITIES.
NEITHER GUARANTOR NOR SELLER HAS
RECEIVED ANY ENVIRONMENTAL INDEMNITIES FROM PRIOR OWNERS OF THE PROPERTY.
(N)
LITIGATION; TAXES.
THERE ARE NO ACTIONS, SUITS OR PROCEEDINGS
PENDING OR, TO THE BEST OF GUARANTOR'S KNOWLEDGE, THREATENED AGAINST OR
AFFECTING GUARANTOR OR SELLER AT LAW OR IN EQUITY BY OR BEFORE ANY COURT OR
ADMINISTRATIVE OFFICE OR AGENCY THAT, IF ADVERSELY DECIDED, WOULD HAVE A
MATERIAL ADVERSE EFFECT ON THE BUSINESS, OPERATIONS, CONDITION (FINANCIAL OR
OTHERWISE) OR PROSPECTS OF GUARANTOR OR SELLER OR ON THE ABILITY OF GUARANTOR OR
SELLER TO PERFORM ITS OBLIGATIONS UNDER THE RELEVANT DOCUMENTS (INCLUDING, WITH
RESPECT TO GUARANTOR, THE GUARANTY).
NEITHER GUARANTOR NOR SELLER IS IN DEFAULT
IN THE PAYMENT OF ANY TAXES LEVIED OR ASSESSED AGAINST THE PROPERTY OR ANY OF
ITS OTHER ASSETS THAT ARE DUE AND PAYABLE, AND HAS FILED ALL TAX RETURNS THAT
ARE REQUIRED TO BE FILED.
(O)
COMPLIANCE WITH ANTI-TERRORISM, EMBARGO, SANCTIONS AND ANTI-MONEY
LAUNDERING LAWS.
NEITHER GUARANTOR NOR SELLER (I) IS CURRENTLY IDENTIFIED ON
THE OFAC LIST AND (II) IS A PERSON WITH WHOM A CITIZEN OF THE UNITED STATES IS
PROHIBITED TO ENGAGE IN TRANSACTIONS BY ANY TRADE EMBARGO, ECONOMIC SANCTION, OR
OTHER PROHIBITION OF UNITED STATES LAW, REGULATION, OR EXECUTIVE ORDER OF THE
PRESIDENT OF THE UNITED STATES.
GUARANTOR AGREES TO CONFIRM THIS REPRESENTATION
AND WARRANTY IN WRITING ON AN ANNUAL BASIS IF REQUESTED BY LANDLORD TO DO SO.
(P)
COMPLIANCE WITH ADA.
THE PROPERTY, INCLUDING THE USE AND
OPERATION THEREOF, IS AND AT THE TIME OF CLOSING WILL BE, IN COMPLIANCE WITH ALL
APPLICABLE LEGAL REQUIREMENTS, INCLUDING WITHOUT LIMITATION THE AMERICANS WITH
DISABILITIES ACT ("ADA"), PUBLIC LAW 101-336, AS CODIFIED, AND WITH ALL
REQUIREMENTS OF EVERY GOVERNMENTAL AUTHORITY, INCLUDING WITHOUT LIMITATION
ZONING, SUBDIVISION, BUILDING AND ENVIRONMENTAL REQUIREMENTS.
THE PROPERTY IS
SEPARATELY ASSESSED FOR PURPOSES OF AD VALOREM REAL PROPERTY TAXES.
ALL
PLATTING AND REPLATTING REQUIREMENTS IN RESPECT OF THE LAND HAVE BEEN SATISFIED
TO ACCOMMODATE THE OPERATION OF THE IMPROVEMENTS AND NO SUBDIVISION OR PARCEL
MAP NOT ALREADY OBTAINED IS REQUIRED TO TRANSFER THE PROPERTY TO LANDLORD.
EXCEPT FOR THE PILOT REGIME IN EFFECT FOR THE PROPERTY, THERE IS NO SPECIAL OR
PREFERENTIAL ASSESSMENT IN EFFECT WITH RESPECT TO THE PROPERTY.
THE PROPERTY IS
PRESENTLY ZONED GENERAL CENTRAL COMMERCIAL DISTRICT AND LIGHT MANUFACTURING
DISTRICT, ALL WITHIN THE SPECIAL MIDTOWN DISTRICT.
NO VARIANCES, RELIANCE ON
ADJACENT PROPERTY OR SPECIAL EXCEPTION IS REQUIRED FOR THE OPERATION AND USE OF
THE IMPROVEMENTS.
(Q)
DECLARATIONS.
EXCEPT AS DISCLOSED IN THAT CERTAIN