PROPERTY AND THE BUYER ACCEPTS SUCH DISCLAIMERS.
THE
DISCLAIMERS IN THIS SECTION 17(R) SPECIFICALLY EXTEND TO (1) MATTERS RELATING TO
HAZARDOUS MATERIALS AND COMPLIANCE WITH ENVIRONMENTAL LAWS, (2) GEOLOGICAL
CONDITIONS, INCLUDING SUBSIDENCE, SUBSURFACE CONDITIONS, WATER TABLE,
UNDERGROUND STREAMS AND RESERVOIRS AND OTHER UNDERGROUND WATER CONDITIONS,
LIMITATIONS REGARDING THE WITHDRAWAL OF WATER, EARTHQUAKE FAULTS, AND MATTERS
RELATING TO FLOOD PRONE AREAS, FLOOD PLAIN, FLOODWAY OR SPECIAL FLOOD HAZARDS,
(3) STORMWATER DETENTION, RETENTION, DISCHARGE OR DRAINAGE, (4) SOIL CONDITIONS,
INCLUDING THE EXISTENCE OF UNSTABLE SOILS, CONDITIONS OF SOIL FILL,
SUSCEPTIBILITY TO LANDSLIDES, AND THE SUFFICIENCY OF ANY UNDERSHORING, (5)
ZONING AND SUBDIVISION AND COMPLIANCE WITH ZONING AND SUBDIVISION LAWS, (6) THE
VALUE AND PROFIT POTENTIAL OF THE PROPERTY, (7) DESIGN, CONSTRUCTION, QUALITY,
SUITABILITY, STRUCTURAL INTEGRITY AND PHYSICAL CONDITION OF THE PROPERTY AND (8)
COMPLIANCE OF THE PROPERTY WITH ANY LAWS (INCLUDING BUILDING CODES AND SIMILAR
LAWS, THE
17
AMERICANS WITH DISABILITIES ACT OF 1990).
THE BUYER REPRESENTS AND WARRANTS TO
THE SELLER AND THE RELATED ENTITIES THAT THE BUYER IS A KNOWLEDGEABLE,
EXPERIENCED AND SOPHISTICATED BUYER OF REAL ESTATE.
THE BUYER ACKNOWLEDGES
THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES MADE BY THE SELLER IN
SECTION 14, THE BUYER HAS NOT RELIED UPON AND WILL NOT RELY UPON, EITHER
DIRECTLY OR INDIRECTLY, ANY STATEMENT OF THE SELLER OR ANY OF ITS RELATED
ENTITIES OR ANY OFFICER, DIRECTOR, TRUSTEE, AGENT, EMPLOYEE OR OTHER PERSON
ACTING OR PURPORTING TO ACT ON BEHALF OF THE SELLER OR ANY OF ITS RELATED
ENTITIES.
THE BUYER ACKNOWLEDGES THAT IT HAS CONDUCTED OR WILL CONDUCT SUCH
INSPECTIONS AND INVESTIGATIONS AS TO THE CONDITION OF THE PROPERTY AND ALL
MATTERS BEARING UPON THE PROPERTY OR THE DESIGN, QUALITY, SUITABILITY,
STRUCTURAL INTEGRITY, PHYSICAL CONDITION, COMPLIANCE WITH LAWS, SOIL CONDITIONS,
STORMWATER DETENTION, RETENTION OR DISCHARGE, DRAINAGE, GEOLOGICAL CONDITIONS,
HAZARDOUS MATERIALS, ZONING, CONSTRUCTION, PROSPECTS, OPERATIONS AND RESULTS OF
OPERATIONS OF THE PROPERTY AS IT DEEMS NECESSARY TO PROTECT ITS INTERESTS AND
DETERMINE THE SUITABILITY OF THE PROPERTY FOR THE BUYER'S INTENDED USE.
THE
BUYER IS ACQUIRING THE PROPERTY "AS IS" AND "WHERE IS" AND SUBJECT TO ALL
FAULTS, DEFECTS OR OTHER ADVERSE MATTERS, WHETHER PATENT OR LATENT.
(s)
Counterparts.
This Agreement may be executed in any number of counterparts, including
facsimile and other electronic media, each of which will be deemed an original
and all of which, taken together, will constitute one instrument.
The Buyer and
the Seller may execute different counterparts of this Agreement and, if they do
so, the signature pages from the different counterparts may be combined to
provide one integrated document.
PLEASE SEE FOLLOWING PAGE FOR SIGNATURES
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IN WITNESS WHEREOF, the parties have executed this document as of the day and
year first hereinabove written.
Witness
Seller:
MCP RETAIL, LLC
a Florida limited liability company
Illegible
By: /s/ Michael A. Collard
Michael A. Collard, Manager
Illegible
Date: 12/21/2009
Witness
Buyer:
INLAND REAL ESTATE ACQUISITIONS, INC.
An Illinois corporation
Illegible
By: /s/ Lou Quilici
Print name: Lou Quilici
Title: Sr. VP
Illegible
Date: 12/18/2009
19
EXHIBIT "A"
LEGAL DESCRIPTION