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easements of record provided (a) there exists at Closing no violation of any of the <br />foregoing; and (b) none of the foregoing prevents County's intended use and <br />development of the Properties ("Permitted Exceptions"). <br />3.1 County may order an Ownership and Encumbrance Report or Title Insurance <br />Commitment with respect to the Properties. County shall within thirty (30) days <br />following the Effective Date of this Agreement deliver written notice to Seller of title <br />defects. Title shall be deemed acceptable to County if (a) County fails to deliver notice <br />of defects within the time specified, or (b) County delivers notice and Seller cures the <br />defects within thirty (30) days from receipt of notice from County of title defects <br />("Curative Period"). Seller shall use best efforts to cure the defects within the Curative <br />Period and if the title defects are not cured within the Curative Period, County shall have <br />thirty (30) days from the end of the Curative Period to elect, by written notice to Seller, <br />to: (i) to terminate this Agreement, whereupon shall be of no further force and effect, or <br />(ii) extend the Curative Period for up to an additional 90 days; or (iii) accept title subject <br />to existing defects and proceed to closing. <br />3.2 This agreement is contingent upon a "clean" Phase 1 Environmental Assessment <br />of the Property for the County's intended use. The Seller shall permit access to the <br />County (or its agent) for such testing and examination needed for the Phase 1 <br />Assessment upon reasonable notice by the County. At the conclusion of the Phase 1 <br />Assessment, the property shall be returned to its original condition, ordinary wear and <br />tear excepted. <br />3.3 In the event that the Phase 1 Environmental Assessment does not come back as <br />a "clean" report, this agreement is further contingent upon a "clean" Phase 2 <br />Environmental Assessment of the Property for the County's intended use. The Seiler <br />shall permit access to the County (or its agent) for such testing and examination needed <br />for the Phase 2 Assessment upon reasonable notice by the County. At the conclusion <br />of the Phase 2 Assessment, the property shall be returned to its original condition, <br />ordinary wear and tear excepted. <br />4. Representations of the Seller. <br />4.1 Seller is indefeasibly seized of marketable, fee simple title to the Properties, and <br />is the sole owner of and has good right, title, and authority to convey and transfer the <br />Properties which is the subject matter of this Agreement, free and clear of all liens and <br />encumbrances. <br />A-2 From and after the E=ffective ®ate of this Agroomont, Sellor shall take no action <br />which would impair or otherwise affect title to any portion of the Properties, and shall <br />record no documents in the Public Records which would affect title to the Properties, <br />without the prior written consent of the County. <br />4.3.1 There are no existing or pending special assessments affecting the Properties, <br />which are or may be assessed by any governmental authority, water or sewer authority, <br />school district, drainage district or any other special taxing district. <br />2 <br />