As-Is Condition Sample Clauses

As-Is Condition a. Purchaser acknowledges and agrees that it will be purchasing the Property based solely upon its inspection and investigations of the Property and that Purchaser will be purchasing the Property "AS IS" and "WITH ALL FAULTS" based upon the condition of the Property as of the date of this Agreement subject to reasonable wear and tear and loss by fire or other casualty or condemnation and, subject to the provisions of Paragraph 6 above, from the date of this Agreement until the Closing Date. Without limiting the foregoing, Purchaser acknowledges that, except as may otherwise be specifically set forth elsewhere in this Agreement, neither Seller nor their consultants nor agents have made any other representations or warranties of any kind upon which Purchaser is relying as to any matters concerning the Property, including, but not limited to, the condition of the Land or Improvements, the presence or absence of asbestos, toxic waste or any Hazardous Materials (as hereinafter defined) or Hazardous Substances (as hereinafter defined), the tenants of the Property or the leases affecting the Property, economic projections or market studies concerning the Property, any development rights, taxes, bonds, covenants, conditions and restrictions affecting the Property, water or water rights, topography, drainage, soil, subsoil of the Property, the utilities serving the Property or any zoning, environmental or building laws, rules or regulations affecting the Property. Seller makes no representation that the Property complies with Title III of the Americans With Disabilities Act or any fire codes or building codes. Purchaser hereby releases Seller from any and all liability in connection with any claims which Purchaser may have against Seller, and Purchaser hereby agrees not to assert any claims, for contribution, cost recovery or otherwise, against Seller, relating directly or indirectly to the existence of asbestos or Hazardous Materials or Hazardous Substances on, or environmental conditions of, the Property. As used herein, the term "Hazardous Materials" or "Hazardous Substances" means (i) hazardous wastes, hazardous substances, hazardous constituents, toxic substances or related materials, whether solids, liquids or gases, including but not limited to substances defined as "hazardous wastes," "hazardous substances," "toxic substances," "pollutants," "contaminants," "radioactive materials," or other similar designations in, or otherwise subject to regulation under, ...

As-Is Condition. This Contract is for the sale and purchase of the Real Estate in its “As Is” condition as of the Date of Offer. Buyer acknowledges that no representations, warranties or guarantees with respect to the condition of the Real Estate have been made by Seller or Seller’s Designated Agent other than those known defects, if any, disclosed by Seller. The buyer in buying the property ‘AS IS’ and ‘WHERE IS’ acknowledges and understands that the property (property is herein defined to be the property and improvements, if any, which are the subject of the contract) is being sold as-is, and with all faults and agrees to release Seller from any obligations, liens or fines in relation to any outstanding or future legal action regarding the land and/or building(s) situated or formerly situated on the property and any encroachments therein. This release shall be all-encompassing of any issues which may arise from Buyer in relation to Seller.

As-Is Condition. County does not warrant the condition of the Property and Property is being sold in “as is” condition.

As-Is Condition. Except as otherwise provided herein, the parties affirm that Landlord, its subsidiaries, officers, shareholders, directors, agents and/or employees have made no representations to Tenant respecting the condition of the Premises except as specifically stated herein.

As-Is Condition. To the maximum extent permitted by applicable law and except for any representations or warranties provided by Seller as set forth in Section 6 hereof and any warranties of title contained in the documents to be delivered by Seller at Closing (collectively, the “Seller’s Warranties”), this sale is made and will be made without representation, covenant or warranty of any kind (whether express or implied) by Seller, and Purchaser accepts the Property on an “AS IS” and “WHERE IS” basis with all faults and without any representation or warranty, all of which Seller hereby disclaims, except for Seller’s Warranties. Except for Seller’s Warranties, no warranty or representation is made by Seller as to the fitness for any particular purpose, merchantability, design, quality, condition, operation or income, compliance with drawings or specifications, absence of defects, absence of Hazardous Materials (as defined below), absence of faults, flooding or compliance with laws and regulations, including, without limitation, those relating to health, safety and the environment. Purchaser acknowledges that Purchaser has entered into this Agreement with the intention of making and relying upon its own investigation of the physical, environmental, economic use, compliance and other legal conditions of the Property and that, other than Seller’s Warranties, Purchaser is not relying and will not later rely, upon any representation and warranties made by Seller or anyone acting or claiming to act by, through, under or on Seller’s behalf concerning the Property. The provisions of this Section 14 shall survive indefinitely any Closing or termination of this Agreement and shall not be merged into the deed provided by Seller to Purchaser at Closing.

As-Is Condition. PURCHASER HEREBY ACKNOWLEDGES, AGREES AND REPRESENTS THAT PURCHASER WILL HAVE HAD PRIOR TO CLOSING THE OPPORTUNITY TO FULLY INSPECT THE PROPERTY AND/OR HAS WAIVED THE RIGHT TO DO SO, AND THAT PURCHASER IS PURCHASING THE PROPERTY “AS IS”, AND “WHERE IS”, AND IN THEIR PRESENT CONDITION, SUBJECT TO ALL USE, WEAR AND TEAR BETWEEN THE EFFECTIVE DATE AND THE DATE OF CLOSING.

As-Is Condition. BUYER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 4.2.3 ABOVE, SELLER HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, CONCERNING OR WITH RESPECT TO (I) VALUE; (II) THE INCOME TO BE DERIVED FROM THE PROPERTY; (III) THE SUITABILITY OF THE PROPERTY FOR ANY AND ALL ACTIVITIES AND USES WHICH BUYER MAY CONDUCT THEREON, INCLUDING, WITHOUT LIMITATION, THE POSSIBILITIES FOR FUTURE DEVELOPMENT OF THE PROPERTY; (IV) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY; (V) THE MANNER, QUALITY, STATE OF REPAIR OR LACK OF REPAIR OF THE PROPERTY; (VI) THE NATURE, QUALITY OR CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY; (VII) THE COMPLIANCE OF OR BY THE PROPERTY OR ITS OPERATION WITH ANY LAWS, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY; (VIII) THE MANNER OR QUALITY OF THE CONSTRUCTION OR MATERIALS, IF ANY, INCORPORATED INTO THE PROPERTY; (IX) COMPLIANCE WITH ANY ENVIRONMENTAL PROTECTION, POLLUTION OR LAND USE LAWS, RULES, REGULATION, ORDERS OR REQUIREMENTS, INCLUDING, WITHOUT LIMITATION, TITLE III OF THE AMERICANS WITH DISABILITIES ACT OF 1990, CALIFORNIA HEALTH & EXHIBIT I -16-

As-Is Condition. (a) Tenant shall take possession of the Expansion Premises in its “AS IS” condition with no work of any kind whatsoever to be performed by Landlord in the Expansion Premises beyond the completion of Landlord’s standard shell delivery, as more particularly described on the attached Exhibit “A” which shall be in compliance with ail applicable: laws, codes, and regulations. Tenant shall be responsible for any desired alterations to the Expansion Premises and such alterations shall be at Tenant’s sole cost and expense. Tenant shall be responsible, at its sole cost and expense, for furnishing the Expansion Premises with furniture, fixtures and equipment necessary or desirable for Tenant to operate its business from the Expansion Premises. At Tenant’s sole cost and expense, Tenant shall provide all work of whatsoever nature which is required for the construction and operation of the Expansion Premises pursuant to Section 8 of the Lease (“Tenant’s Work”). (b) In consideration of Tenant performing Tenant’s Work and provided that Tenant is not in default under the Lease, then Tenant shall be entitled to a tenant improvement allowance for improvement costs actually incurred up to [***] per rentable square foot of Expansion Premises for the Expansion Premises pursuant to the terms of this Paragraph 8 the “Tenant Improvement Allowance”). The Tenant Improvement Allowance shall be paid to Tenant in partial installments for Tenant’s Work actually completed but in no event more frequently than once per month. Such partial installments shall be reduced by a holdback of ten percent (1,0%) of the Partial Installment Request (as. hereinafter defined), which holdback shall not be due and payable until the conditions of the Final Payment Request (as hereinafter defined) are satisfied. (c) To obtain a partial installment, Tenant must submit to Landlord a request in writing (the “Partial: Installment Request”), which written: request shall include: (i) a breakdown of Tenant’s construction costs to date, together with receipted invoices showing payment thereof, and (ii) supporting partial or final lien waivers and releases executed by ▇▇▇▇▇▇’s designer, the general contractor and all subcontractors and suppliers in connection with ▇▇▇▇▇▇’s Work (collectively, the “Partial Installment Documentation”), Upon Landlord’s receipt and approval of the Partial Installment Documentation, Landlord shall pay the applicable portion of the Tenant Improvement Allowance (subject to the holdback s...

As-Is Condition. Tenant acknowledges and agrees that Tenant accepts each Property Location in “AS-IS, WHERE-IS” condition and agrees that Landlord makes no representation or warranty as to the condition thereof. Tenant further acknowledges and agrees that, prior to the Commencement Date, Tenant or an affiliate of Tenant has been in sole and exclusive possession and control of each Property Location.