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• • State of California ( "Section 1542 "), or any other federal or state statutory rights or rules, or principles of common law or equity, or those of any jurisdiction, government, or political subdivision thereof, similar to Section 1542. Section 1542 provides as follows: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." Buyer's Initials: 14. Brokers. Seller shall pay a brokerage commission to CB Richard Ellis, Inc. (the "Broker ") pursuant to a separate agreement between Seller and the Broker. Except for the Broker referred to in this Paragraph 14, each party represents to the other that it has not dealt with any other broker, agent, or finder for which a commission or fee is payable in connection with the transaction contemplated by this Agreement. Each party shall indemnify, defend, protect and hold harmless the other from any Claims arising from such party's breach of its representation contained in this paragraph. 15. Seller's Operating Covenants. (a) Contracts. Prior to the Closing, Seller shall terminate all Contracts, except for the Contracts that Seller agrees to assign to Buyer and that Buyer agrees to assume. Buyer shall notify Seller of those Contracts, if any, that Buyer wishes to assume within thirty (30) days after receipt of such Contracts. If Buyer fails to notify Seller of its election to assume any of the Contracts within such thirty (30) day period, Buyer shall be deemed to have elected not to assume any of the Contracts. Those Contracts that Buyer expressly elects to assume, if any, shall be identified in an exhibit to the Assignment and assigned to and assumed by Buyer pursuant to the Assignment. (b) Leases. From and after the Effective Date, and so long as this Agreement is in effect, (i) Seller shall not execute any new leases or modify, amend, or extend the Lease or any other leases or rental agreements, except with Buyer's written approval, which approval may be withheld in Buyer's sole and absolute discretion; (ii) Seller shall not grant any concession, rebate, allowance or free rent with respect to the Lease, or consent to any sublease, assignment, termination, or lease surrender proposed by Docktown Marina, Inc., except with Buyer's written approval, which approval may be withheld in Buyer's sole and absolute discretion; and (iii) Seller shall not create any obligations relating to any new or existing lease of the Property. (c) Other Operating Covenants. From and after the Effective Date, Seller shall not encumber the Property with any liens, encumbrances or other instruments creating a cloud on title or securing a monetary obligation that will survive the Closing. Seller has paid or will pay in full, prior to the Closing, all bills and invoices that are received by Seller prior to the Closing for labor, goods, materials and services of any kind relating to the Property ordered by or at the direction of Seller and utility charges relating to the period prior to the Closing. Subject to Purchase and Sale Agreement 1548 Maple 03.04. 2011 v.4 18