Common use of Representations and Warranties of Optionor Clause in Contracts

Representations and Warranties of Optionor. Optionor hereby represents and warrants as follows, which representations and warranties shall be true and correct in all material respects as of the close escrow, shall survive the close of escrow and the truth of which, as of the close of escrow, shall be a condition precedent to Optionee's obligation to complete the transaction contemplated by this Agreement: (a) To the best of Optionor's actual knowledge there are no material defects in the physical condition of the Property; (b) Except for the environmental condition described in the Indemnity Agreement and except for the environmental conditions that are the subject of the pending litigation between the previous owner, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ Group Partnership and PG & E and the Administrative Liability between 137 Santa ▇▇▇▇ Group Partnership and the California Regional Water Quality Control Board, North Coast Region and disclosed by Optionor to Optionee, to the best of Optionor's actual knowledge the Property and the ground water below the surface of the Land, is free of all contaminants and hazardous substances as such terms are commonly understood and defined; (c) To the best of Optionor's actual knowledge Optionor knows of no public improvements, which have been ordered to be made and which have not hereto been completed, assessed and paid for; (d) To the best of Optionor's actual knowledge there are no unrecorded liens for overdue taxes, state or federal, income, property or otherwise; (e) To the best of Optionor's actual knowledge there are no actions, suits or proceedings of any kind or nature whatsoever, legal or equitable, pending or threatened against Optionor or the Property, except for the pending litigation between the previous owner, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ Group Partnership and PG & E and the Administrative Liability between 137 Santa ▇▇▇▇ Group Partnership and the California Regional Water Quality Control Board, North Coast Region or any portion or portions thereof, or relating to or arising out of the ownership, management or operations of the Property, in any court or before or by any federal, state, county or municipal department, commission, board, bureau or agency or other governmental instrumentality; (f) To the best of Optionor's actual knowledge Optionor has no knowledge of any pending or threatened condemnation or eminent domain proceedings, which would affect any of the Property. (g) No right to the property or any interest therein has been granted to any other party than Optionee other than as disclosed in writing to Optionee.

Representations and Warranties of Optionor. Optionor hereby represents and warrants as follows, which representations and warranties shall be true and correct in all material respects as of the close escrow, shall survive the close of escrow and the truth of which, as of the close of escrow, shall be a condition precedent to Optionee's obligation to complete the transaction contemplated by this Agreement: (a) To the best of Optionor's actual knowledge there are no material defects in the physical condition of the Property; (b) Except for the environmental condition described contained in the Indemnity Agreement and except for the environmental conditions that are the subject of the pending litigation between the previous owner, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ Group Partnership and PG & E and the Administrative Liability between 137 Santa ▇▇▇▇ Group Partnership and the California Regional Water Quality Control Board, North Coast Region and disclosed by Optionor to Optionee, to the best of Optionor's actual knowledge the Property and the ground water below the surface of the Land, is free of all contaminants and hazardous substances as such terms are commonly understood and defined; (c) To the best of Optionor's actual knowledge Optionor knows of no public improvements, which have been ordered to be made and which have not hereto been completed, assessed and paid for; (d) To the best of Optionor's actual knowledge there are no unrecorded liens for overdue taxes, state or federal, income, property or otherwise;; Initials 5 Initials /s/ PL /s/ PWK ------ ------- (e) To the best of Optionor's actual knowledge there are no actions, suits or proceedings of any kind or nature whatsoever, legal or equitable, pending or threatened against Optionor or the Property, except for the pending litigation between the previous owner, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ Group Partnership and PG & E and the Administrative Liability between 137 Santa ▇▇▇▇ Group Partnership and the California Regional Water Quality Control Board, North Coast Region or any portion or portions thereof, or relating to or arising out of the ownership, management or operations of the Property, in any court or before or by any federal, state, county or municipal department, commission, board, bureau or agency or other governmental instrumentality; (f) To the best of Optionor's actual knowledge Optionor has no knowledge of any pending or threatened condemnation or eminent domain proceedings, which would affect any of the Property. (g) No right to the property or any interest therein has been granted to any other party than Optionee other than as disclosed in writing to Optionee.