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38 <br />such term or of any subsequent breach of the same or of any other term of these Restrictive <br />Govenants or of Grantee's rights. No delay or omission by Grantee in exercise of any right or <br />remedy shall impaix such right or remedy or be construed as a waiver. <br />ARTICLE V. DOCUMENTATION AND TITLE <br />A. Pra Condition. The parties acknowledge that the Property is currently <br />with no improvements other than as described in Fxbibit A and easements and <br />rights of way of record, <br />B, Title. The Grantor covenants and represents that the Grantor is the sole owner and <br />is seized of the Property in fee simple and has good right to establish ~ the aforesaid; that there is <br />legal access to the Property, that the Property is free and clear of any and all encumbrances, except <br />easements of record, none of which would nullify, impair or limit in any way the terms or effect of <br />these Restrictive Covenants; Grantor shall defend its title against the claims of all ,persons <br />whomsoever, and Grantor covenants that the State shall have the benefit of all of the benefits <br />derived from and arising out of the aforesaid Restrictive Covenants. <br />ARTICLE VI. MISCELLANEOUS <br />A. 5ubse uent Transfers. Grantor agrees for itself, its successors and assigns, to notify <br />State in writing of the names and addresses of any party to whom the Property, or any part thereof, <br />is to be transferred at or prior to the time said transfer is consum,,,~~d, ~y transferee or assignee <br />of the Property shall take title subject to these Restrictive Covenants and subject to Grantor's <br />obligation to grant State the conservation easement as set forth herein, shall perform all such acts as <br />shall be necessary to effect the transfer. Grantor, for itself, its successors and assigns, further agrees <br />to make specific reference to these Restrictive Covenants in a separate paragraph of any subsequent <br />lease, deed ar other legal instrument by which any interest in the Property is conveyed. <br />B. Conservation Pun~ose. <br />(1) ~ The parties hereto recognize and agree that the benefits of these Restrictive <br />Covenants are in gross and assignable, provided, however that the Grantee hereby covenants and <br />agrees, that in the event it transfers or assigns its interest in these Restrictive Covenants, the <br />organization receiving the interest will be a qualified organization as that term is defined in Section <br />170(h)(3) of the Internal Revenue Code of 1984 (ar any successor section) and the regulations <br />promulgated thereunder, which is organized or operated primarily for one of the conservation <br />purposes specified in Section 170(h}(4xA) of the Internal Revernaee Code, and the Grantee further <br />covenants and agrees that the terms of the transfer or assignment will be such that the transferee or <br />assignee will be required to continue to carry out in perpetuity the conservation purposes that the <br />contribution was originally intended to advance, set Earth in the Recitals herein. <br />(2) Unless otherwise specifically set Earth in these Restrictive Covenants, <br />nothing herein shall convey to ar establish for the public a right of access aver the Property. <br />5 <br />