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financial condition of the Property or any portion thereof, (xii) compliance of the Property with any or all past, present or future federal, state or local ordinances, codes or similar laws, building, fire or zoning ordinances, codes or other similar laws, (xiii) the existence or non-existence of underground storage tanks, (xiv) any other matter affecting the stability or integrity of the land (xv) the potential for further development of the Property, (xvi) the existence of vested land use, zoning or building entitlement affecting the Property, (xvii) the merchantability of the Property or fitness of the Property for any particular purpose (Buyer affirming that Buyer has not relied on Seller's skill or judgment to select or fumish the Property for any particular purpose, and that Seller makes no warranty that the Property is fit for any particular purpose), or (xviii) tax consequences (including, but not limited to, the amount, use or provisions relating to any tax credits). The Seller shall sell and convey to Buyer and Buyer shall accept the Property "AS IS, WHERE IS WITH ALL FAULTS AND LIMITATIONS." Buyer has fully reviewed the disclaimer and waivers set forth in this Agreement with its counsel and understands the significance and effect thereof. (1) Waiver. No claim of waiver, consent, or acquiescence with respect to any provision of this Agreement shall be made against any party hereto except on the basis of a written instrument executed by or on behalf of such party. However, the party for whose unilateral benefit a condition is herein inserted shall have the right to waive such condition. (m) Counterparts: Facsimile/Electronic Mail. This Agreement may be executed via facsimile and/or electronic mail and in one or more counterparts, each of which shall be deemed an original and all of which taken together shall constitute but one and the same instrument. (n) Rule of Construction. Seller and Buyer have experience with the subject matter of this Agreement, have been represented by counsel and have each fully participated in the negotiation and drafting of this Agreement. Accordingly, this Agreement shall be construed without regard to the rule that ambiguities in a document are to be construed against the drafter. (o) Termination of Option. The underlying Option shall not terminate until Closing under this Agreement or the naturally occurring expiration of the Option under the terms of the Option. (p) This Contract represents the result of negotiations between Seller and Buyer, neither of whom has acted under duress or compulsion and each of whom has had the opportunity to consult with counsel of its own choice. Consequently, the provisions hereof shall be interpreted and construed in accordance with their usual and customary meanings, and all parties waive any rule that any ambiguous or conflicting provisions be construed against the party who caused this Contract to be dratted. [SIGNATURE PAGE FOLLO WSJ 999999.009-2231269x3 10