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objection to such Title Defects and take title subject to the same. Any title exceptions contained <br />on the Title Commitment and not objected to by Buyer in accordance with this Section 5, or a <br />title exception that shall be objected to initially, but such objection thereto is later waived or <br />acquiesced to by Buyer, shall be deemed a “Permitted Exception” hereunder. <br /> <br />6. ADDITIONAL REPRESENTATIONS AND WARRANTIES OF SELLER. <br /> <br />A. Seller hereby represents and warrants to Buyer that all of the following are <br />true, correct and complete on and as of the date hereof, and shall continue to be true, correct <br />and complete as of the Closing Date: <br /> <br />1. Seller has no actual knowledge of (i) any orders from or <br />agreements with any governmental authority or private party or any judicial or <br />administrative proceedings or investigations, whether pending or threatened, <br />respecting any environmental, health or safety requirements under federal, <br />state or local laws or regulations relating to the Property, or (ii) any pending, <br />asserted or threatened claims or matters involving material liabilities, <br />obligations or costs arising from the existence, release or threatened or alleged <br />release of any Hazardous Substances at, on or beneath the Property. <br />“Hazardous Substances” shall mean any hazardous or toxic material, <br />substance or waste, pollutant or contaminant which is defined as a hazardous <br />substance or hazardous waste under any Environmental Laws (as defined <br />below). <br /> <br />2. No notice from any governmental body or other person has been <br />served upon Seller or upon the Property claiming the violation of any law or <br />any building, zoning, environmental, health or other ordinance, code, rule or <br />regulation relating to the Property. There are no legal actions, suits or <br />administrative proceedings, including condemnation cases or eminent domain <br />proceedings commenced, pending or threatened against the Property or any <br />portion thereof. Seller has not received notice of any negotiations for purchase <br />in lieu of condemnation relating to the Property or any portion thereof. <br /> <br />a. Seller is not a party to any agreement or commitment to sell, <br />convey, assign, transfer, provide rights of first refusal or other similar <br />rights with respect to, or otherwise dispose of, any part of the Property or <br />any interest therein other than this Agreement. Neither Seller nor any <br />person or entity claiming by, through or under Seller has done or suffered <br />anything whereby any lien, encumbrance, claim or right of another has <br />been created against the Property or any portion thereof or any interest <br />therein other than this Agreement, the Permitted Exceptions and possible <br />construction or materialmen's lien claims arising out of work performed <br />by or on behalf of Seller which will be removed at or before the Closing. <br /> <br />b. There is no action, proceeding or investigation pending or to the <br />best of Seller's knowledge, threatened against Seller or with respect to the <br />Property or any portion thereof before any court or governmental or quasi- <br />governmental department, commission, board, agency or instrumentality. <br /> <br />c. The signatories to this Agreement on behalf of Seller have full <br />right, power and authority to enter into this Agreement and to consummate