ALL ASPECTS THEREOF, INCLUDING
WITHOUT LIMITATION HAZARDOUS MATERIALS AND ENDANGERED SPECIES, AND IT WILL BE
RELYING ENTIRELY THEREON AND ON THE ADVICE OF ITS COUNSEL, ADVISORS AND
CONSULTANTS CONCERNING THE TRANSACTIONS. EXCEPT FOR SELLER'S EXPRESS
REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT AND IN THE DOCUMENTS
TO BE EXECUTED AND DELIVERED BY SELLER TO BUYER AT CLOSING, BUYER IS NOT RELYING
AND SHALL NOT RELY ON ANY INVESTIGATION, STUDY, PROJECTION OR OTHER INFORMATION,
ECONOMIC, PHYSICAL, ENVIRONMENTAL OR OTHERWISE, PREPARED BY ANY SELLER PARTY OR
ANY PERSON OR ENTITY AFFILIDATED WITH SELLER.
(ii)
BUYER HAS, OR BY THE EXPIRATION OF THE DUE DILIGENCE PERIOD WILL HAVE,
WITH THE ASSISTANCE OF SUCH EXPERTS AS BUYER DEEMS APPROPRIATE, REVIEWED ALL
INSTRUMENTS, RECORDS AND DOCUMENTS, INCLUDING, BUT NOT LIMITED TO, THE LEASES,
RESIDENT AGREEMENTS AND SERVICE AGREEMENTS, CONCERNING THE PROPERTY
23
THAT BUYER HAS DEEMED APPROPRIATE OR ADVISABLE TO REVIEW IN CONNECTION WITH THE
TRANSACTIONS.
(iii)
BUYER HAS, OR BY THE EXPIRATION OF THE DUE DILIGENCE PERIOD WILL HAVE,
WITH THE ASSISTANCE OF SUCH EXPERTS AS BUYER HAS DEEMED APPROPRIATE, MADE SUCH
EXAMINATIONS AND INVESTIGATIONS AS IT DEEMS APPROPRIATE, WITH RESPECT TO THE
STATUS OF ALL CIRCUMSTANCES CONCERNING THE ZONING, LAND USE CONTROLS, REQUIRED
PERMITS, BUILDING CODE COMPLIANCE, ENVIRONMENTAL, HAZARDOUS MATERIAL AND
ENDANGERED SPECIES REGULATIONS AND CONDITION AND OTHER MATTERS WITH RESPECT TO
THE PROPERTY. SELLER MAKES NO REPRESENTAITON OR WARRANTY WHATSOEVER REGARDING
THE PERMITTED USE OF THE PROPERTY. IN PARTICULAR, SELLER MAKES NO REPRESENTATION
OR WARRANTY THAT THE PROPERTY MAY CONTINUE TO BE USED FOR ITS PRESENT USES, THAT
THE PROPERTY OR ANY PART THEREOF COMPLIES WITH ANY ORDINANCES, CODES OR
REGULATIONS OR WAS OR WERE PROPERLY PERMITTED, THE CONDITION OF OR RIGHTS TO
INGRESS, EGRESS OR ACCESS TO OR FROM THE PROPERTY, OR THE CONDITION OF OR ANY
RIGHTS WITH RESPECT TO THE WATER COURSES TRAVERSING THE PROPERTY.
(iv)
BUYER HAS, OR BY THE EXPIRATION OF THE DUE DILIGENCE PERIOD WILL HAVE,
WITH THE ASSISTANCE OF SUCH EXPERTS AS BUYER HAS DEEMED APPROPRIATE, DETERMINED
THE ASSIGNABILITY OF ANY DOCUMENTS OR AGREEMENTS TO BE ASSIGNED HEREUNDER,
INCLUDING WITHOUT LIMITATION, THE LEASES, THE RESIDENT AGREEMENTS AND THE
SERVICE AGREEMENTS, AND ALL WARRANTIES, LICENSES AND PERMITS AFFECTING THE
PROPERTY.
(v)
SELLER HAS MADE OR WILL MAKE AVAILABLE FOR BUYER'S INSPECTION COPIES OF
CERTAIN STUDIES, REPORTS AND OTHER INFORMATION IN SELLER'S POSSESSION APPLICABLE
TO THE PROPERTY. BY MAKING THESE MATERIALS AVAILABLE, NEITHER SELLER NOR ANY
SELLER PARTY SHALL BE DEEMED TO HAVE MADE ANY REPRESENTATION OR WARRANTY
WHATSOEVER WITH RESPECT TO ANY MATTER SET FORTH, CONTAINED OR ADDRESSED IN SUCH
MATERIALS, INCLUDING BUT NOT LIMITED TO THE ACCURACY, ADEQUACY OR COMPLETENESS
THEREOF. OTHER THAN TO THE EXTENT EXPRESSLY PROVIDED OTHERWISE IN THIS
AGREEMENT, THE SELLER PARTIES SHALL INCUR NO LIABILITY TO BUYER OR OTHERWISE BY
REASON OF MAKING ANY SUCH INFORMATION AVAILABLE.
THE PROVISIONS OF THIS SECTION 9(f) SHALL SURVIVE THE CLOSING.
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TO EVIDENCE THEIR AWARENESS AND AGREEMENT TO BE BOUND BY THE TERMS AND
PROVISIONS OF THIS SECTION 9(f), BUYER AND SELLER