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DEFINED BY THE TEXAS SOLID WASTE DISPOSAL ACT AND THE REGULATIONS <br />ADOPTED THEREUNDER, OR THE U.S. ENVIRONMENTAL PROTECTION AGENCY <br />REGULATIONS AT 40 C.F.R., PART 261, OR THE DISPOSAL OR EXISTENCE, IN OR <br />ON THE PROPERTY, OF ANY HAZARDOUS SUBSTANCE, AS DEFINED BY THE <br />COMPREHENSIVE ENVIRONMENTAL RESPONSE COMPENSATION AND LIABILITY <br />ACT OF 1980, AS AMENDED, AND REGULATIONS PROIVIULGATED THEREUNDER. <br />SPECIAL CONDITIONS: <br />1. Closing shall be no later than ten (10) days after final approval by the City of Paris of the <br />zoning change hereinafter required, with possession of the property given to Purchaser at <br />time of Closing; PROVIDED: Purchaser shall have the right to store its fixtures in the <br />building on the properiy upon execution of this contract. <br />2. Ad valorem taxes for 2009 will be prorated to date of Closing. <br />Seller and Purchaser agree that Purchaser is taking the within described property "AS IS", <br />with any and all latent and patent defects; and that there is no warranty by Seller that the <br />property is fit for a particular purpose. Purchaser acknowledges that it is not relying upon <br />any representation, statement or other assertion with respect to the property condition, but <br />is relying upon its examination of the property. Purchaser takes the property with the express <br />understanding that there are no express or implied warranties (except for limited warranties <br />of title set forth in the Closing documents); and the provisions of this paragraph shall survive <br />the Closing. <br />4. This contract is CONTINGENT upon Purchaser obtaining zoning of the property for its <br />intended purposes. <br />5. All closing costs incurred in this transaction will be paid by Purchaser; tax proration not <br />being considered a "closing cost". <br />6. Seller and Purchaser each acknowledge that they have been advised they may obtain separate <br />counsel to advise them concerning this contract and its subsequent consummation. They <br />further acknowledge that A. W. Clem may not only be representing them in this transaction, <br />but also the Title Company as examining attorney and a lending institution if a loan is to be <br />perfected. Seller and Purchaser agree that they find no conflict in this multiple <br />representation; that there is no conflict between them at this time; and acknowledge they <br />have been fully advised of their rights by A. W. Clem. Each agrees that A. W. Clem may, <br />with their full knowledge and consent, represent them in this transaction; and that should any <br />conflict subsequently occur between the parties or other interests which he may represent, <br />A. W. Clem shall immediately withdraw as attorney for all parties, and they shall each <br />employ other counsel. <br />-2- <br />~ <br />