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any time against Seller for a breach of any representation or warranty, whether known or unknown, with
<br />respect to which a Claim Notice has not been delivered to Seller on or prior to the applicable date set forth
<br />in Section 7.6 (Survival of Representations and Warranties) shall not be valid or effective, and Seller shall
<br />have no liability with respect thereto.
<br />7.9. Definition of Claim and Claim Notice.
<br />For purposes of this Agreement, the terms "Claim(s)" and "Claim Notice" shall have the
<br />following meanings:
<br />7.9.1. "Claim(s)" shall mean any and all claims, allegations, suits, actions, proceedings,
<br />investigations, demands, claims, liabilities, fines, penalties, liens, judgments, losses, injuries, damages,
<br />expenses or costs, including reasonable attorneys' and experts' fees and costs and investigation and
<br />remediation costs arising out of or incurred in connection with this Agreement or the Property; and
<br />7.9.2. "Claim Notice" shall mean a notice delivered in accordance with the notice
<br />provisions set forth in Section 11.3 (Notices) by Purchaser to Seller setting forth (i) the identity of the
<br />Property with respect to which a breach or inaccuracy of a representation or warranty or any other term or
<br />provision is alleged to have occurred, (ii) a reasonably detailed description of the claimed breach or
<br />inaccuracy, including reasonably detailed information as to the adverse effect on the value of the Property
<br />or Property to which such claimed breach relates, (iii) the specific provision of this Agreement under
<br />which such breach is claimed, (iv) reasonably detailed evidence of the satisfaction of the conditions to the
<br />claiming party's recovery set forth in this Article 7, and (v) otherwise in accordance with applicable law.
<br />7.10. Sale "AS -IS".
<br />PURCHASER ACKNOWLEDGES THAT THE SALE AND CONVEYANCE OF THE
<br />PROPERTY IS SPECIFICALLY MADE "AS -IS" AND "WHERE -IS," WITHOUT ANY
<br />REPRESENTATIONS OR WARRANTIES EXPRESS OR IMPLIED (EXCEPT FOR THE EXPRESS
<br />REPRESENTATIONS AND WARRANTIES SET FORTH IN SECTION 7.1 [SELLER'S
<br />REPRESENTATIONS AND WARRANTIES] OF THIS AGREEMENT), INCLUDING, WITHOUT
<br />LIMITATION, IMPLIED WARRANTIES OF FITNESS FOR ANY PARTICULAR PURPOSE OR
<br />MERCHANTABILITY OR ANY OTHER WARRANTIES WHATSOEVER CONTAINED IN OR
<br />CREATED BY APPLICABLE LAW OR OTHERWISE. WITHOUT LIMITING THE GENERALITY
<br />OF THE FOREGOING, NEITHER SELLER NOR ANY OF ITS AGENTS HAVE MADE, AND
<br />SPECIFICALLY NEGATE AND DISCLAIM, ANY REPRESENTATIONS, WARRANTIES,
<br />PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER,
<br />WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, OF, AS TO,
<br />CONCERNING, OR WITH RESPECT TO (i) THE VALUE, NATURE, QUALITY OR CONDITION
<br />OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE PHYSICAL COMPONENTS OR
<br />CONDITION OF THE IMPROVEMENTS OR THE WATER, SOIL AND GEOLOGY OF THE LAND,
<br />(ii) THE SUITABILITY OF THE PROPERTY FOR ANY AND ALL ACTIVITIES AND USES
<br />WHICH MAY BE CONDUCTED THEREON, (iii) THE COMPLIANCE OF OR BY THE PROPERTY
<br />WITH ANY LAWS, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE
<br />GOVERNMENTAL AUTHORITY, (iv) THE HABITABILITY, MERCHANTABILITY,
<br />MARKETABILITY, ECONOMIC VIABILITY, PROFITABILITY OR FITNESS FOR A
<br />PARTICULAR PURPOSE OF THE PROPERTY, OR (v) ANY OTHER MATTER WITH RESPECT
<br />TO THE PROPERTY, AND SPECIFICALLY, THAT NEITHER SELLER NOR ANY OF ITS
<br />AGENTS HAVE MADE, AND SPECIFICALLY NEGATE AND DISCLAIM, ANY
<br />REPRESENTATIONS OR WARRANTIES REGARDING COMPLIANCE OF THE PROPERTY
<br />WITH ANY ENVIRONMENTAL PROTECTION, POLLUTION OR LAND USE LAWS, RULES,
<br />REGULATIONS, ORDERS OR REQUIREMENTS, INCLUDING WITHOUT LIMITATION, THOSE
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