08-14-12 Meeting of the La Porte Development Corporation Board of Directors

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7. Permitted Exce rtious. Those platters constituting Permitted Exceptions pursuant to the Developer Sales Contract shall constitute Permitted Exceptions pursuant to this Agreement. Ili addition, the Restriction Agreement shall be deemed to be a Permitted Exception, S. Pro pert,rd As Is. (a) Corporation hereb r acknowledges and agrees that the sale of the Property hereunder is and will be pude on an "as is, where is and with all faults" basis,_ The occurrence of Closing shall constitute an acknowledgment by Corporation that the Property was accepted without representation or warranty, express or implied (except as Otherwise specifically set forth herein and except for the s ecial warranties of title set forth in the special warranty dam). (b) Except as otherwise specifically set forth in this Agreement and except for the special warranties of title set forth in the special warranty deed, Cite liercb� specifically negates and disclaims any representations, warranties orug aranties of any kind or character, whether express or implied, oral or writtenpast, resent future or otherwise, of as to, concerning or with respect to the Propefty, including without limitation (i) the nature and condition of the Property and the suitability thereof for any and all activities and uses which Corporation or Developer may elect to conduct thereon, .(ii) the nature and extent of any right-of-way, lease, possession, lien., encuml3ran license reservation condition or any other matter f elating in alio wale Property, (iii) the compliance of the Propetly or its o eration with any laws ordinances or re ulations of any goverruhhent or other authority or body, iv the existence of any toxic or hazardous substance or waste in on under the surface of or about the Property, v geological conditions includin without limitation subsidence subsurface conditions water table underground water reservoirs, limitations regarding the withdrawal of water and faulting (vi) whether or not and to the extent to which the Property or au portion thereof is affected by any stream surface or underground), body of water, flood Prone area flood lain floodnLay or special flood hazard vii drainage, veil zoning or land use restrictions rifles and regulations to which the Property or any ortion thereof may be subject ix the availability- of any utilities to the Property or any portion thereof including, without limitation, water, sewage: gas and electric and including the utility availability capacities allocated to the Pro eft y by the relevant overimtental or regulatory authority, x usages of adjoining ro err xi access to the Property or an Portion thereof, xii the value compliance with the plans..and specifications, size location a e use design, quality, description, durability, structural integrity, operation, leasing,title to or ph ysical or financial condition of the Property or any poilion thereof, or any income expenses, charges, liens encumbrances rights or claims on or affecting or pertaining to the Propet•ty or any part thereof, (xiii) the potential for further development of the Property, or (xiv) the merchantability of the Property or fitness of the_Property for any particular purpose (Corporation affirming that Corporation has not relied on City's skill or judgment to select or furnish the Property for any particular purpose, and that Cit) makes no warranty that the Property is fit for any particular purpose). PURCHASE AND SALE AGIMUMENT: CITY OF LA PORTE TO LA PORTE DEVELOP\IE.NT CORPORATION - PAGE 5 (kb1:514112:55288)