5A4 Purchase Agreement (Scott St. NNN) - Fully Executed

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5 to be executed by Seller pursuant hereto or in connection herewith will, when executed and delivered, be valid and enforceable in accordance with its terms. d.The accuracy of all Seller representations and warranties contained in this Agreement shall be a condition to Buyer's obligations under this Agreement, which condition will be merged at the time of, and will not survive, the Closing. If any of the representations or warranties contained in this Agreement is untrue in any material respect and is not cured (at no cost to Buyer) prior to the scheduled Closing, then Buyer may elect to (i) purchase the Property as it then is or, (ii) terminate this Agreement and, anything in this Agreement to the contrary notwithstanding, receive a refund of all Earnest Money. e.Except as specifically set forth in this Agreement, Buyer agrees to purchase the Property “as-is, where-is” and without any representations or warranties by Seller as to the condition of the Property or its fitness for any particular use or purpose. Except as specifically set forth in this Agreement, Seller offers no such representation or warranty as to the Property’s condition or fitness, and nothing in this Agreement will be construed to constitute such a representation or warranty as to the Property’s condition or fitness. 7.CLOSING. A.Provided that all conditions of closing hereunder have been satisfied or waived, the closing of the transaction described herein (the “Closing”) shall occur at the offices of the Title Company on the Closing Date. The “Closing Date” shall be the Contingency Date, or such earlier or later date as may be agreed to in writing by Seller and Buyer. B.The following shall occur on or before the Closing Date: 1.Seller shall deliver all of the following to Buyer, all of which shall be fully-executed by Seller, as appropriate: a.A special warranty deed in the form attached hereto as Exhibit B sufficient to convey the Property to Buyer free and clear of all liens, encumbrances, title defects, and exceptions, subject only to the Permitted Exceptions (the “Special Warranty Deed”), which Special Warranty Deed will restrict Buyer’s use of the Property to the Intended Use and other uses as allowed by this Agreement, articulate the Seller’s right to re-enter and re-take possession of the Property the event of default as set forth in this Agreement, and will prohibit Buyer from discriminating in the sale, lease, rental, use, occupancy, or enjoyment of the Property or any improvements constructed on the Property; b. An affidavit of title in customary form covering the Closing Date and showing title in Seller, subject only to the Permitted Exceptions; c. Any required real estate sale disclosure;