Due Diligence; Condition of Property; Care and Maintenance Sample Clauses

Due Diligence; Condition of Property; Care and Maintenance a. For a period up to and including forty-five (45) days prior to the Closing Date, (“Developer Due Diligence Period”), Developer may, at Developer’s expense, perform any tests or inspections of the Development Property necessary to determine the suitability of the Development Property for Developer’s intended use, which study may include, but not be limited to, a physical inspection of the Development Property by persons of Developer’s choice; Developer’s evaluation of the area of the Development Property and availability to the Development Property of sufficient sanitary and storm sewer, gas, water, communication, and electrical utility services; Developer’s evaluation of parking availability, traffic flow, and ingress and egress to and from the Development Property; Developer’s evaluation of the zoning classification of the Development Property; Developer’s inspection and review of all agreements, leases, conveyances, encumbrances, restrictive covenants, contracts, or easements affecting the Development Property in any manner whatsoever; preparation, review, and approval of the Developer’s site and development plans for the Development Property, if any, by all governing agencies and necessary third parties; and other aspects of the Development Property pertaining to its use for Developer’s purposes. Developer agrees to repair any damage to the Development Property caused by Xxxxxxxxx’s exercise of its rights under this Section. Developer shall indemnify and hold City harmless with respect to all costs and expenses (including, without limitation reasonable attorneys’ fees) incurred by City due to Developer’s (i) entry onto the Development Property, and (ii) failure to repair any damage to the Development Property caused by Developer’s entry onto the Development Property. This provision shall survive the Closing or termination of this Agreement. If Developer is not satisfied for any reason with the Development Property, then on or before the expiration of the Developer Due Diligence Period, Developer may, in its sole discretion, terminate this Agreement by providing written notice to the City. Termination of this Agreement pursuant to this Section 3.5(a) will terminate all obligations of each party under this Agreement.
Sample 1
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