2008-12-05_PERMIT FILE - M2008082 (3)

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® 2002 LandAmerica Financial Group, Inc. All Rights Reserved • 4. No Warranty: Assignor assigns the Owner Membership Interest AS IS, WHERE IS, and Assignor makes no representations or warranties (of title or otherwise) as to the Owner Membership Interest or the property owned by the Owner, except that Assignor warrants it has not encumbered or transferred its Owner Membership Interest or the property owned by the LLC except with the knowledge of Exchangor or its counsel. 5. Release. Exchangor fully, finally, and forever releases and discharges Assignor and its successors, assigns, directors, officers, members, employees, agents, and representatives from any and all actions, causes of action, claims, debts, demands, liabilities, obligations, and suits, of whatever kind or nature, in law or equity, that Exchangor has or in the future may have, whether known or unknown, arising out of the actions or omissions of Assignor, except for claims or actions arising from Assignor's own fraud, willful misconduct or gross negligence. 6. Entire Agreement: Modification: This Assignment constitutes the entire and complete agreement between the parties hereto and supersedes any prior oral or written agreements between the parties with respect to the transaction contemplated herein. It is expressly agreed that there are no verbal understandings or agreements which in any way change the terms, covenants and conditions herein set forth, and that no modification of this Assignment and no waiver of any of its terms and conditions shall be effective unless made in writing and duly executed by the parties hereto. 7. Binding Effect: All covenants, agreements, warranties, and provisions of this Assignment shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, personal representatives, successors, and permitted assigns and shall survive and continue in full force and effect and shall be enforceable after the date of this Assignment. 8. Controlling Law: This Assignment has been made and entered into under the laws of the State of Virginia, and said laws shall control the interpretation hereof. 9. Construction of Terms: Where appropriate, any word denoting the singular shall be deemed to denote the plural, and vice versa. Where appropriate, any word denoting or referring to one gender shall be deemed to include the other gender. Capitalized terms used in this Assignment and not otherwise defined herein shall have the meanings assigned thereto in the QEAA. • M 19 Assignint DLR LLC 2