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Purchaser and in such event Purchaser has the right, but not the obligation to terminate
<br /> this Agreement within three (3) business days after said notice is delivered by Seller,
<br /> whereupon the Deposit in full shall be returned to Purchaser from the Title Company.
<br /> 3.2 Purchaser's Representations. Purchaser hereby represents and warrants to Seller
<br /> as of the date of this Agreement as follows:
<br /> 3.2.1 Purchaser is a limited liability company duly formed and in good standing
<br /> under the laws of the State of Colorado.
<br /> 3.2.2 This Agreement constitutes the legal, valid and binding obligation of
<br /> Purchaser and is enforceable against Purchaser in accordance with its terms. The
<br /> execution and delivery o f this Agreement, and Purchaser's performance under this
<br /> Agreement, are within Purchaser's powers and have been duly authorized by all necessary
<br /> company action. The person executing this Agreement on behalf of Purchaser has the
<br /> authority to so act.
<br /> 3.3 Disclaimer of Certain Representations and Warranties.
<br /> 3.3.1 Purchaser acknowledges that Seller is affording Purchaser the opportunity
<br /> for full and complete investigations, examinations and inspections of the Property.
<br /> Except as specifically set forth herein, Purchaser acknowledges and agrees that Seller has
<br /> not made any independent investigation or verification of, nor has any knowledge of, the
<br /> accuracy or completeness of any of the Property Information and the Property
<br /> Information is being furnished to Purchaser at its request and for the convenience of
<br /> Purchaser. Purchaser is relying solely on its own investigations of the Property and is not
<br /> relying in any way on Property Information furnished by Seller. Seller expressly
<br /> disclaims any representations or warranties with respect to the accuracy or completeness
<br /> of the Property Information and any duty of disclosure provided in this Agreement, and
<br /> Purchaser releases Seller and Seller's officers, employees, agents and representatives,
<br /> from any and all liability with respect to the Property Information and the Property,
<br /> except for the warranty of title set forth in the Special Warranty Deed delivered at
<br /> Closing.
<br /> 3.3.2 Purchaser acknowledges that it is purchasing the Property based solely on
<br /> its inspection and investigation of the Property and that Purchaser will be purchasing the
<br /> Property "AS IS" and "WITH ALL FAULTS" based upon the condition of the Property
<br /> as of the date of the Closing. Without limiting the foregoing, Purchaser acknowledges
<br /> that, except as expressly set forth in this Agreement, Seller, its officers, employees,
<br /> agents and representatives have not made, do not make and specifically negate and
<br /> disclaim any representations, warranties, promises, covenants, agreements or guaranties
<br /> of any kind or character whatsoever, whether express or implied, oral or written, with
<br /> respect to the Property, including, without limitation, the condition of the Land, the
<br /> existence or nonexistence of Hazardous Materials (defined below), water or water rights,
<br /> development rights, taxes, bonds, covenants, conditions and restrictions, topography,
<br /> drainage, soil, subsoil, utilities, zoning, or other rules and regulations affecting the
<br /> Property. SELLER MAKES NO WARRANTY OR REPRESENTATION, EXPRESS
<br /> OR IMPLIED, OR ARISING BY OPERATION OF LAW, INCLUDING, BUT NOT
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