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2.2
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<br />3.1
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<br />3.2
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<br />Property except on an "as-is" basis and acknowledges that City has made no
<br />representations of any kind in connection with the value and suitability of the Property,
<br />soils, environmental or physical conditions of the Property, or the accuracy or
<br />completeness of any reports prepared by the City's consultants. If, as a result of the
<br />Purchaser's investigations, Purchaser determines that it cannot purchase the Property on an
<br />"as-is" basis (and Purchaser notifies the City in writing of this fact during the Due Diligence
<br />Period), then Purchaser shall have the right to terminate this Agreement without penalty;
<br />provided that Purchaser's obligation under Article 4 shall continue after the termination of
<br />this Agreement.
<br />
<br />Condition to City's Obligation to Sell. City's obligation to sell the Property to Purchaser is
<br />expressly contingent upon the satisfaction of the following conditions: the Purchaser's
<br />timely performance of all of its obligations hereunder including the payment of the
<br />Purchase Price and its share of the closing costs in the manner described in Article 1. If
<br />any of the foregoing conditions are not satisfied as of the Closing Date, then this Agreement
<br />shall automatically terminate without penalty to City; provided that Purchaser's obligation
<br />under Section 4.2 below shall continue after the termination of this Agreement.
<br />
<br />ARTICLE 3 - CITY'S DISCLAIMER AND CITY'S RELEASE
<br />
<br />City's Disclaimer. Except as otherwise expressly provided in this Agreement, City
<br />disclaims the making of any representations or warranties, express or implied, regarding
<br />the Property or matters affecting the Property, including, without limitation, the physical
<br />condition of the Property, title to or the boundaries of the Property, soil condition,
<br />hazardous waste, toxic substance or other environmental matters, compliance with health,
<br />safety, land use and zoning laws, regulations and orders, traffic patterns and all other
<br />information pertaining to the Property. Purchaser, moreover, acknowledges Purchaser (i)
<br />has entered into this Agreement with the intention of making and relying upon his own (or
<br />his experts') investigation of the physical, environmental, economic and legal condition of
<br />the Property, and (ii) is not relying upon any representations and warranties made by City
<br />or anyone acting or claiming to act on City's behalf concerning the Property.
<br />
<br />Purchaser's Release. Purchaser shall purchase the Property in its existing condition on the
<br />Closing Date and Purchaser agrees that, from and after the Closing Date, except with
<br />respect to any claims arising out of City's fraud, Purchaser, for himself and his agents,
<br />affiliates, successors and assigns, hereby releases and forever discharges City, its agents,
<br />affiliates, successors and assignees from, and waives any right to proceed against City for,
<br />any and all rights, claims and demands at law or in equity related to the presence of
<br />hazardous materials in on or beneath the Property (or which may come to be located in, on
<br />or beneath the Property), including any claims for contribution pursuant to the
<br />Comprehensive Environmental Response, Compensation and Liability Act of 1980, as
<br />amended, or any other or similar environmental statue, rule or decision with respect
<br />thereto. Without limiting the foregoing, Purchaser hereby specificaily waives with respect
<br />to matters covered by the foregoing release, the provisions of California Civil Code Section
<br />1542 which provide:
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