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i. Following the execution of this Agreement, Seller shall not convey or accept any offer to convey the Property or any portion of the Property nor shall the Seller encumber or permit encumbrance of the Property in any way nor grant any property, contract or occupancy right relating to the Property or any portion thereof without the prior written consent of Buyer, which may be withheld in Buyer's sole and absolute discretion. j. If any person or entity makes a claim for payment for services performed prior to closing, the Seller shall pay or cause such claim to be paid or otherwise released prior to closing, subject to Seller's right to contest the validity of such claim. If any-such claim is made after the closing, the Seller shall indemnify, defend, and hold Buyer harmless from any and all claims, demands, or liability. This duty of defense and indembification shall survive the closing and recordation of the deed. k. The Seller has received no notice of any default under any contract, transaction, agreement, encumbrance, or instrument pertaining to the Property which has remained uncured as of the date of this Agreement. Seller shall immediately notify Buyer of the receipt of any such notice and shall resolve all such issues as provided in subsection j, above. 1. Seller is not a "foreign person" within the meaning of applicable law. M. To Seller's actual knowledge, Seller has not hired or used-any real estate broker in this transaction. The parties hereby agree to indemnify and defend each other from any claim for broker services requested by a broker making a claim against the other party. ' n. Seller represents and warrants that it is not in breach of default of any contract related to the Property nor of the lease to Charter Way Tow. The representations and warranties by the parties contained in.this Agreement are deemed to be material and shall survive the execution, delivery, acceptance, and recordation of this Agreement and the deed conveying title to the Property. 21. Enforcement; Attorney's Fees: If suit should be brought for any sum due or the enforcement or declaration-of any right or obligation hereunder, by either party, the prevailing party shall be entitled to all costs incurred in connection with such action, including reasonable attorney's fees. 22. Notices: Any notice which may be or is required to be given shall be in writing and given by personal delivery, by mailing same by certified mail, return receipt requested, postage prepaid, or by express delivery service which provides a written acceptance of delivery, to the other party at the address shown below or at such other place as may be designated by the parties from time to time. Any notice mailed shall be deemed received on the third day after mailing. Personal service and express delivery shall be deemed received on the date of actual receipt. Page 10