3.3 Indemnification . Purchaser will defend, indemnify and hold Seller free and harmless from and against any and all claims, damages and liabilities relating to or arising out of Purchaser’s exercise of its rights under Section 3.2 above provided that Purchaser shall not responsible for any latent defects that are merely discovered by Purchaser and not intentionally exacerbated by Purchaser. Purchaser will assure that all costs associated with its conduct of the investigations are fully satisfied and that the Property is not subjected to any liens with respect thereto. 3.4 Copies of Reports . In the event of a material default by Purchaser, Purchaser shall provide to Seller copies of all reports resulting from Purchaser’s exercise of its rights under this Article 3. Such reports will be provided without cost to Seller and without warranty or representation from Purchaser with respect to the information contained therein. ARTICLE 4 REPRESENTATIONS AND WARRANTIES 4.1 Seller’s Representations and Warranties . Seller is selling the Surplus Property AS-IS with all faults, but represents and warrants to Purchaser as follows: 4.1.1 Authority . Seller has full power and authority to sell, convey and transfer the Surplus Property as provided for in this Agreement and this Agreement is binding and enforceable against Seller. 4.1.2 Hazardous Materials . To Seller’s actual knowledge, Seller has not caused any Hazardous Materials to be placed or disposed of on or at the Surplus Property or any part thereof in any manner or quantity which would constitute a violation of any Environmental Law, nor has Seller received any written notices that the Surplus Property is in violation of any Environmental Law. As used herein, (a) the term “Hazardous Materials” shall mean any hazardous, toxic or dangerous substance, material, waste, gas or particulate matter which is defined as such for purposes of regulation by any local government authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a hazardous waste, hazardous material, hazardous substance, extremely hazardous waste, or restricted hazardous waste under any provision of California law, (ii) petroleum, (iii) asbestos, (iv) polychlorinated biphenyl, (v) radioactive material, (vi) designated as a hazardous substance pursuant to Section 311 of the Clean Water Act, 33 U.S.C. Sec. 1251 et seq. (33 U.S.C. Sec. 1317), (vii) defined as a hazardous waste pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. Sec. 6901 et seq. (42 U.S.C. Sec. 6903), or (viii) defined as a hazardous substance pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. Sec. 9601 et seq. (42 U.S.C. Sec. 9601); and (b) the term “Environmental Laws” shall mean all statutes specifically described in the definition of Hazardous Materials and all other federal, state or local laws, regulations or orders relating to or imposing liability or standards of conduct concerning any Hazardous Material. 4.1.3 With respect to the Surplus Property, there are no existing or pending contracts of sale, options to purchase, rights of first refusal (or the like) or other unrecorded agreements or understandings with third parties regarding the ownership or use of the Property.
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