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6.3.C. - Page 14 <br /> relate to) (i) the approval of this Agreement; (ii) City's conveyance of the City Property to <br /> Buyer; (iii) the environmental condition of the City Property including the presence of any <br /> hazardous materials on, under, or about the City Property; or (iv) any acts, omissions, <br /> negligence, or willful misconduct by Buyer or its employees, agents, contractors, or <br /> subcontractors in connection with Buyer's development of the City Property, excepting <br /> only claims arising out of the sole negligence or willful misconduct of City or City Parties. <br /> Buyer's indemnity obligations under this Section shall survive the Closing. <br /> 10. Waiver and Release. Buyer hereby releases City and City Parties from <br /> any and all manner of rights, liabilities, claims, actions, causes of action, suits, <br /> proceedings, demands, damages, costs, expenses (including attorney's fees and costs) <br /> or other compensation whatsoever, in law or equity, of whatever kind or nature, whether <br /> known or unknown, direct or indirect, foreseeable or unforeseeable, absolute or <br /> contingent that Buyer now has or may have or which may arise in the future arising out <br /> of, directly or indirectly, or in any way connected with (i) the physical or environmental <br /> condition of the City Property, whether express, implied or otherwise, including those of <br /> fitness for a particular purpose or use; (ii) the City Property's compliance with or failure <br /> to comply with any applicable laws; and (iii)any hazardous materials that may be located <br /> on, under, or about the City Property (collectively, the "Released Claims"), except to the <br /> extent the same results from, constitutes, or arises from a material misrepresentation of <br /> any of the matters expressly represented by Seller herein or in any of the documents to <br /> be delivered by Seller at Closing. <br /> Buyer acknowledges and agrees that it understands that factual matters now <br /> unknown to it may have given or may hereafter give rise to Released Claims that are <br /> presently unknown, unanticipated and unsuspected, and Buyer further acknowledges and <br /> agrees that the releases herein have been negotiated and agreed upon in light of that <br /> realization and that Buyer nevertheless intends to release, discharge and acquit City from <br /> any such unknown Released Claims. In connection with the foregoing waiver and <br /> release, Buyer expressly waives the benefits of Section 1542 of the California Civil Code, <br /> which provides as follows: <br /> "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE <br /> CREDITOR DOES NOT KNOW OR EXPECT TO EXIST IN HIS OR HER FAVOR <br /> AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN TO HIM OR <br /> HER MUST HAVE MATERIALLY AFFECTED THE SETTLEMENT WITH THE <br /> DEBTOR." 1 Ate <br /> 1 <br /> .ril <br /> Buyer's n ials <br /> The provisions of this Section are a material portion of the consideration given by <br /> Buyer to the City in exchange for City's performance under this Agreement and shall <br /> survive the Closing. <br /> OAK#4848-2211-8209 v3 <br /> Page 8 of 29 <br /> ATTYIAGR/2016.2971BUTLER MAIN STREET PURCHASE&SALE AGREEMENT FOR 4 REMNANT PROPERTIES <br /> REV: 10-10-16 VR <br />