Common use of Entry and Inspection Obligations Clause in Contracts

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s 's rights under this Article V; interview communicate with the Tenants or service providers except without Seller's prior written consent as provided in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties's organization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and amounts satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) Seller being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller's consent to any further physical testing or sampling with respect to the Property after the date hereof. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ ' fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s 's obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser BKP agrees that in entering upon and inspecting or examining the Property and communicating with any TenantsProperty, Purchaser BKP and the other Licensee Parties will not: (i) comply with any reasonable requirements or guidelines imposed or established by Contributor consistent with the other terms hereof, and (ii) shall not unreasonably disturb the Tenants or unreasonably interfere with their the use of the Property pursuant to their respective Tenant the Leases; shall not unreasonably interfere with the operation and maintenance of the PropertyReal Property or Improvements, it being understood and agreed that site visits, inspections and “walk-throughs” do not constitute unreasonable interference or disturbance per se; damage any part of the Property or any personal property owned or held by any Tenant the Tenants or any other person or entity; not injure or otherwise cause bodily harm to Sellers or any TenantContributor, the Tenants or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; not permit any liens to attach to the Property by reason of the exercise of PurchaserBKP’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or not reveal or disclose any information obtained from Contributor or the Broker (or as a result of inspections) concerning the Property and the Documents to anyone outside PurchaserBKP’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards terms set forth in Section 5.2(b)) and Article XII. Purchaser BKP will: (i) , and shall cause its Licensee Parties to, maintain and cause those entering the Property to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms and in amounts reasonably satisfactory to Contributor and workers’ compensation insurance in statutory limits to the extent BKP or any Licensee Party performs any physical inspection or sampling at the Real Property in accordance with Section 5.1. In each case (including coverage for an “insured contract” other than with respect to the indemnity in Section 5.3(bworker’s compensation insurance)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, such policies shall insure Contributor, BKP, Contributor’s property manager, and such other parties as Contributor shall reasonably request, and BKP shall deliver to Sellers a certificate Contributor evidence of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Real Property; . BKP shall also (iii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties inspections and examinations done with regard to the Property; (ii) cause all inspections to be conducted in accordance with standards customarily employed in the industry and in compliance with all Governmental Regulations; (iii) upon termination of this Agreement other than by reason of Contributor’s default, at Contributor’s written request, promptly restore the Property furnish to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out Contributor copies of any personal injury third party studies, reports or death or physical damage to property caused test results received by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at BKP regarding the Property in connection with any such inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or ; and (iv) repair any Licensee Party, except and solely damage to the extent of any exacerbation by Purchaser or any Licensee Party of Real Property and Improvements resulting from any such pre-existing conditionentry upon the Real Property and inspection or examination by BKP. (cb) Notwithstanding any provision of this Agreement to the contraryBKP HEREBY INDEMNIFIES, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3DEFENDS AND HOLDS CONTRIBUTOR, which shall survive Closing or terminationCONTRIBUTOR’S AFFILIATES, CONTRIBUTOR’S PROPERTY MANAGER, AND THE AGENTS, DIRECTORS, PARTNERS, MEMBERS, OFFICERS, EMPLOYEES, SUCCESSORS AND ASSIGNS OF EACH OF THEM (COLLECTIVELY, THE “CONTRIBUTOR PARTIES”) HARMLESS FROM AND AGAINST ANY AND ALL LIENS, CLAIMS, CAUSES OF ACTION, DAMAGES, LIABILITIES, DEMANDS, SUITS, AND OBLIGATIONS TO THIRD PARTIES, TOGETHER WITH ALL LOSSES, PENALTIES, COSTS AND EXPENSES RELATING TO ANY OF THE FOREGOING (INCLUDING BUT NOT LIMITED TO COURT COSTS AND REASONABLE ATTORNEYS’ FEES), ARISING OUT OF ANY INSPECTIONS, INVESTIGATIONS, EXAMINATIONS, SAMPLINGS OR TESTS CONDUCTED BY BKP OR ANY OF THE LICENSEE PARTIES, WHETHER PRIOR TO OR AFTER THE DATE HEREOF, WITH RESPECT TO THE PROPERTY. NOTWITHSTANDING THE FOREGOING, BKP SHALL NOT BE LIABLE TO CONTRIBUTOR PARTIES FOR ANY LIABILITIES OR LOSSES ARISING OUT OF ANY EXISTING PHYSICAL OR ENVIRONMENTAL CONDITIONS AT THE PROPERTY. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon the Real Property or Improvements and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably (i) disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably (ii) interfere with the operation and maintenance of the Property; (iii) damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; (iv) injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; (v) permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; (vi) interview the or communicate with any Tenants or service providers except in accordance with this Article VSection 5.1(b); or (vii) reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (i) maintain and cause those entering the Real Property or Improvements to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and amounts satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyReal Property and Improvements, and and, prior to any entry upon the Real Property or Improvements, deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being verifying that Seller is named as an additional insured on such coverage prior to entry upon the Propertycoverage; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller’s consent to any further physical testing or sampling with respect to the Property after the date hereof. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided thatprovided, for purposes of clarificationhowever, the foregoing obligation to indemnify, defend and hold harmless Purchaser shall not apply be obligated to any Indemnified Liabilities arising by virtue of indemnify Seller for (xi) the mere discovery of unfavorable conditions existing at or on the Property unless Purchaser’s or any Licensee Party’s actions exacerbate such unfavorable conditions or cause further damage or destruction to the Property; or (ii) any matters caused by the gross negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing conditionSeller. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably not disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only in accordance with the confidentiality standards set forth in Section 5.2(b)the Confidentiality Agreement. Purchaser will: will (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”fees actually incurred) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of Section 5.2 and/or this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will take all reasonable steps necessary to not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or prior to Closing, reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)5.2. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to substantially its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, except to the foregoing obligation extent arising due to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified partySeller’s Affiliates, or (y) their respective members, partners, agents, officers, directors, employees, successors, assigns; provided that the foregoing indemnity shall not apply to any claims, damages or other costs arising by virtue of the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not intentionally exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenantsthe Tenant, Purchaser and the other Licensee Parties will take all reasonable steps necessary to not: unreasonably disturb the Tenants Tenant or unreasonably interfere with their its use of the Property pursuant to their respective the Tenant LeasesLease; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any the Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers Tenant except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only except in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and or cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) reasonably satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings samplings, tests and tests examinations conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but . Nothing contained in no event later than ten (10) days this Section 5.3 shall be deemed or construed as Seller’s consent to any further physical testing or sampling with respect to the Property after the damage occursdate hereof. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, except to the foregoing obligation extent arising due to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or Seller’s members, partners, agents, officers, directors, employees, successors, assigns or Affiliates; provided that the foregoing indemnity shall not apply to any claims, damages or other indemnified party, or (y) costs arising by virtue of the mere discovery of any pre-existing condition at the Property by or in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive such Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably not disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: will (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller’s consent to any further physical testing or sampling with respect to the Property after the Property Approval Period. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of Section 5.2 and/or this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in In entering upon and inspecting or examining the Property and communicating with any TenantsTenant, and in addition to the other limitations contained in this Agreement, Purchaser and the other Licensee Parties will not: unreasonably (i) use commercially reasonable efforts to not disturb the Tenants Tenant or unreasonably interfere with their its use of the Property pursuant to their respective Tenant LeasesProperty; (ii) not unreasonably interfere with the operation and maintenance of the Property; (iii) not damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; (iv) not injure or otherwise cause bodily harm to Sellers Seller, the Tenant, or any the Breaktime Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; (v) not permit any liens to attach to the Property by reason Property; and (vi) not unreasonably interfere with the operation and maintenance of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b)Off-Site Garage. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) 2,000,000.00 and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and (ii) deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsHines Inxxxxxts Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) Property and promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property 18 or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller’s consent to any further physical testing or sampling with respect to the Property after the Financing Approval Period. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as close as is reasonably comparable to the condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, liens and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) Claims arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities Claims arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (yi) the mere discovery or release of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing conditioncondition or (ii) the negligence or willful misconduct Seller or any of the Tenants, or any of their respective agents, employees or contractors. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers in an amount of not less than $2,000,000.00 covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) Seller being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its substantially the same condition as existed was in existence immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all alt liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any TenantsLand, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants damage (and fail to repair or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage restore as set forth herein) any part of the Property or any personal property owned or held by any Tenant or any other person or entityLand; injure or otherwise cause bodily harm to Sellers or any Tenant, Seller or to any of their respective its agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property Land by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b)13. Purchaser will: (i) maintain and cause those entering the Property Land to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b13.3(b)) and amounts (not to exceed $1,000,000 per occurrence) reasonably satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyLand, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) Seller being named as an additional insured on such coverage prior to entry upon the PropertyLand; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the PropertyLand; and (iii) promptly restore the Property Land to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten thirty (1030) days after the damage occurs. Nothing contained in this Section 13.3 shall be deemed or construed as Seller’s consent to any further physical testing or sampling with respect to the Property after the date hereof. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ and consultants’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property Land or any violation of the provisions of this Section 5.313.3; provided thatprovided, for purposes however, that notwithstanding any provision of clarificationthis Agreement to the contrary, (i) the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities arising loss, expenses (including, but not limited to, reasonable attorneys’ and consultants’ fees and court costs), damage and liability suffered by virtue of Seller, its Affiliates and related parties, to the extent the same shall result from (xa) the gross negligence or willful misconduct of Seller Seller, or any other indemnified partyof Seller’s agents employees, representatives or contractors, or (yb) the mere discovery of any pre-existing defective or hazardous condition at on the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing conditionLand. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination13.3. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any TenantsProperty, Purchaser and the other Licensee Parties will not: (i) comply with any reasonable requirements or guidelines imposed or established by Seller consistent with the other terms hereof, and (ii) shall not unreasonably disturb the Tenants or unreasonably interfere with their the use of the Property pursuant to their respective Tenant the Leases; shall not unreasonably interfere with the operation and maintenance of the PropertyReal Property or Improvements, it being understood and agreed that site visits, inspections and “walk-throughs” do not constitute unreasonable interference or disturbance per se; damage any part of the Property or any personal property owned or held by any Tenant the Tenants or any other person or entity; not injure or otherwise cause bodily harm to Sellers or any TenantSeller, the Tenants or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; not permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or not reveal or disclose any information obtained from Seller or the Broker (or as a result of inspections) concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards terms set forth in Section 5.2(b)) and Article XII. Purchaser will: (i) , and shall cause its Licensee Parties to, maintain and cause those entering the Property to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms and in amounts reasonably satisfactory to Seller and workers’ compensation insurance in statutory limits to the extent Purchaser or any Licensee Party performs any physical inspection or sampling at the Real Property in accordance with Section 5.1. In each case (including coverage for an “insured contract” other than with respect to the indemnity in Section 5.3(bworker’s compensation insurance)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, such policies shall insure Seller, Purchaser, Seller’s property manager, and such other parties as Seller shall reasonably request, and Purchaser shall deliver to Sellers a certificate Seller evidence of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.Real

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with conducting any TenantsInspections, Purchaser and the other Licensee Parties will not: (i) unreasonably disturb the Tenants Occupants or unreasonably interfere with their use of the Property pursuant to their respective Tenant LeasesProperty; (ii) unreasonably or materially interfere with the operation and maintenance of the PropertyReal Property or Improvements; (iii) damage any part of the Property or any personal property owned or held by any Tenant Occupant or any other person or entityentity (except for such damage incident to Purchaser’s or any Licensee Parties’ activities on the Property that is repaired by Purchaser); (iv) injure or otherwise cause bodily harm to Sellers Seller or any TenantOccupant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; (v) permit any liens to attach to the Real Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants (vi) communicate with any Occupants, Authorities, or service providers except without prior written notice as provided in accordance with this Article V; or (vii) reveal or disclose any information obtained Confidential Information concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (ix) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers 5,000,000 covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyReal Property or the Improvements, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage to Seller prior to entry upon the PropertyReal Property or Improvements; (iiy) promptly pay when due the costs of all inspections, entries, samplings entry and tests conducted by Purchaser and/or any Licensee Parties and examinations Inspections done with regard to the Property; and (iiiz) promptly restore repair any damage to the Real Property to its condition as existed immediately prior to and Improvements caused by any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after entry upon the damage occursReal Property. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, its partners, agents, officers, directors, employees, successorslenders, successors and assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligationsobligations to third parties, together with all losses, penalties, actual out-of-pocket fines, costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectivelygenerally, “Indemnified LiabilitiesClaims”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings sampling or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or as a result of any violation of the provisions of this Section 5.3; provided thatprovided, for purposes of clarificationhowever, the foregoing obligation to indemnify, defend and hold harmless that Purchaser’s indemnity hereunder shall not apply to include any Indemnified Liabilities arising by virtue of (x) Claims resulting from the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition conditions at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent such condition is aggravated by an act of any exacerbation by Purchaser or any Licensee Party as a result of any such pre-existing conditionthe Inspections. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except as provided in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and amounts (not to exceed $1,000,000) reasonably satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) Seller being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done on behalf of Purchaser with regard to the Property; and (iii) promptly restore the Property to substantially its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten thirty (1030) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller’s consent to any further physical testing or sampling with respect to the Property after the date hereof. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ and consultants’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided thatprovided, for purposes however, that notwithstanding any provision of clarificationthis Agreement to the contrary, (i) the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities arising loss, expenses (including, but not limited to, reasonable attorneys’ and consultants’ fees and court costs), damage and liability suffered by virtue of Seller, its Affiliates and related parties, to the extent the same shall result from (xa) the gross negligence or willful misconduct of Seller Seller, or any other indemnified partyof Seller’s agents, employees, representatives or contractors, or (yb) the mere discovery of any pre-existing defective or hazardous condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing conditionProperty. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any TenantsProperty, Purchaser and the other Licensee Parties will shall not: unreasonably (i) disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant LeasesLeases in any material respect; unreasonably (ii) disturb Seller or its Affiliates, as occupants of the Property, or interfere with their use of the Property in any material respect, (iii) interfere with the operation and maintenance of the PropertyProperty in any material respect; (iv) damage any part of the Property or any personal property owned or held by Seller, Office Owner, Amenities Owner, any Tenant or any other person or entityPerson in any material respect; (v) injure or otherwise cause bodily harm to Sellers Seller, Amenities Owner or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entityPerson; (vi) permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V(vii) intentionally omitted; or (viii) reveal or disclose any information obtained concerning the Property and Property, the Sale Interests, any Group Company or the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser willshall: (ix) maintain and or cause those to be maintained (including by Licensee Parties entering the Property to maintain perform invasive testing or invasive physical investigations, none of which invasive testing or investigations shall be performed without Seller’s prior written consent, which consent shall be deemed granted if such testing or investigations are required by any Refinancing Source) commercial general liability (occurrence) insurance covering personal injury, death and/or property damage occurring in an amount not less than Two Million or about the Property as a result of the entry into the Property by Purchaser and No/100 Dollars ($2,000,000.00) and other Licensee Parties on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and in amounts reasonably satisfactory to Sellers covering any accident arising in connection Seller (it being agreed that such insurance with the presence or activities a combined single limit of Purchaser or the other Licensee Parties on the Propertyat least $5,000,000 (including umbrella liability insurance) is deemed satisfactory to Seller) and workers’ compensation insurance for such parties as may be required by law, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller (and their property manager (Xxxxxxxxxx Realty Investorsany Group Company designated by Seller) being named as an additional insured on such liability coverage prior to entry upon the Property; (iiy) promptly pay when due the costs of all such inspections, investigations, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iiiz) promptly restore the Property to its condition as existed immediately prior to any such inspectioninspections, investigations, examinations, entries, samplings and testsexaminations, but in no event later than ten (10) days after the damage occursoccurs (or as soon as reasonably practicable thereafter if such restoration cannot be completed in such ten day period with reasonable diligence, provided Purchaser has commenced such restoration during such ten day period and thereafter continues to complete such restoration with reasonable diligence). (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their Seller, its property manager, members, partners, agents, officers, directors, employees, successors, assigns and Affiliates Affiliates, without duplication, harmless from and against any and all liensLiens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) actually incurred and arising out of (x) any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, or samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or Property, each Group Company and their respective properties and assets, and/or (y) any violation of the provisions of this Section 5.3; , provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities arising by virtue of (xi) the mere discovery by Purchaser or any Licensee Party of any existing condition at the Property or (ii) any losses to the extent caused by the gross negligence or willful misconduct of Seller or any other indemnified partyof its property managers, members, partners, agents, officers, directors, employees, consultants or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing conditionAffiliates. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will shall terminate Purchaser’s obligations pursuant to this Section 5.3, which . The provisions of this Section 5.3 shall survive the Closing or terminationearlier termination of this Agreement. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property Properties and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably not knowingly disturb the Tenants or unreasonably interfere with their use of the Property Properties pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the PropertyProperties; damage any part of the Property Properties or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers the Seller, the Target, the Owners, or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property Properties by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property Properties and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and or cause those entering the Property Properties to maintain commercial general liability (occurrence) insurance in an amount not less than Two Five Million and No/100 Dollars ($2,000,000.005,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyProperties, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers the Seller, the Target, the Owners, and their the property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the PropertyProperties; (ii) comply with all Tenant security processes and procedures with respect to which Purchaser is notified in advance, (iii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the PropertyProperties; and (iiiiv) promptly restore the Property Properties to its substantially their condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller’s consent to any further physical testing or sampling with respect to the Properties after the Property Approval Period. (b) Purchaser hereby indemnifies, defends and holds each Seller Seller, the Target, the Owners and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, Party with respect to the Property Properties or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising by virtue of (x) the negligence or willful misconduct fault of Seller any of the persons indemnified under the provisions of this Section or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property Properties in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s 's rights under this Article V; interview communicate with the Tenants or service providers except without Seller's prior written consent as provided in accordance with this Article V; or or, subject to the provisions of Section 17.16, reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties's organization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and amounts satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) Seller being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller's consent to any further physical testing or sampling with respect to the Property after the date hereof. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ ' and consultants' fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s 's obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenantsthe Tenant, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants Tenant or unreasonably interfere with their its use of the Property pursuant to their respective the Tenant LeasesLease; unreasonably interfere with the operation and maintenance of the PropertyReal Property or Improvements; damage any part of the Property Real Property, the Improvements, or any personal property owned or held by any the Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any the Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Real Property by reason of the exercise of Purchaser’s 's rights under this Article V; interview communicate with the Tenants or service providers except as provided in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties's organization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. If testing or sampling are consented to by Seller, Purchaser, at its sole cost, shall promptly repair and/restore the Property. In connection with Purchaser's inspections, examinations, and testing or sampling to the extent consented to by Seller, of the Property, Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and amounts reasonably satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyReal Property or Improvements, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage to Seller prior to entry upon the PropertyReal Property or Improvements; (ii) promptly pay when due the fees and costs of all entry and inspections, entriesexaminations, samplings and tests conducted consented to testing or sampling done by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Real Property, the Improvements, and the Personal Property to its the condition in which the same were found before any such entry upon the Real Property and inspection, examination, consented to testing or sampling was undertaken. Nothing contained in this Section 5.3 shall be deemed or construed as existed immediately prior Seller's consent to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after physical testing or sampling with respect to the damage occurs.Property without compliance with the provisions of this Article V. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agentsdirectors, officers, directorsother principals, agents, employees, successors, successors and assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligationsobligations to third parties, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including including, but not limited to to, court costs and reasonable attorneys’ ' fees) (collectively, “Indemnified Liabilities”collectively referred to in this Section 5.3(b) as "LOSSES AND DAMAGES") arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings sampling or tests that have been or will be conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes 5.3 (excluding any Losses and Damages incurred or suffered by Seller as a result of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere Purchaser's discovery of any pre-existing information or condition at regarding the Property in connection with or relating to the results of any such inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, (except and solely to the extent Purchaser violates the terms of any exacerbation by Purchaser this Agreement in obtaining or any Licensee Party of any disseminating such pre-existing conditiondiscovery or the information related thereto)). (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a no termination of this Agreement will terminate Purchaser’s 's obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property under the auspices of Purchaser to maintain commercial general liability (occurrence) insurance in an amount not less than Two Three Million and No/100 Dollars ($2,000,000.003,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured insureds on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Sellers’ consent to any further physical testing or sampling with respect to the Property after the Final Due Diligence Period. (b) Purchaser hereby indemnifies, defends and holds each Seller Sellers and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will notnot take any action that would intentionally and knowingly: unreasonably disturb the Tenants or unreasonably interfere with their use and enjoyment of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by Seller, any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; or permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants V. Purchaser further agrees that any inspection, test or service providers except study shall be performed in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b)Governmental Regulations. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings entry and tests conducted by Purchaser and/or any Licensee Parties inspections and examinations done by Purchaser with regard to the Property; and (iiiii) subject to Section 5.3(b), to the extent Purchaser’s inspections or examination causes any physical damage to the Property (and not merely the discovery of unfavorable conditions) promptly repair or restore the Property to its the condition as existed immediately prior to in which the same was in before any such inspection, investigations, examinations, entries, samplings entry upon the Property and tests, but in no event later than ten (10) days after the damage occursinspection or examination was undertaken. (b) Purchaser hereby indemnifiesagrees to indemnify, defends defend and holds each hold Seller and all of their members, its partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligationsobligations to third parties, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of or in connection with any personal injury or death of persons whomsoever or physical loss or destruction or damage to property caused by inspectionsproperty, investigations, examinations, entries, samplings or tests conducted any other claims of tenants or third parties (including liens) provided such claims are based on any acts or omissions on the Property by Purchaser or any Licensee Party. Notwithstanding the foregoing, whether prior Purchaser shall not be liable for any liens, claims, causes of action, damages, liabilities, demands, suits, or obligations to third parties, or after losses, penalties, costs and expenses related to any of the date hereofforegoing (including but not limited to court costs and reasonable attorney’s fees) incurred by Seller and its partners, agents, employees, successors, assigns and Affiliates and arising from (i) Purchaser’s discovery of adverse facts or conditions with respect to the Property Property, which facts or any violation of conditions were not otherwise caused by Purchaser’s activities on the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified partyProperty, or (yii) the mere discovery of any pre-existing condition at on the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing conditionProperty. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any TenantsProperty, Purchaser and the other Licensee Parties will shall not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; (i) unreasonably interfere with the operation and maintenance of the Property; (ii) damage any part of the Property or any personal property owned or held by any Tenant Seller or any other person or entity; (iii) injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective its agents, guests, invitees, contractors and employees, or to any other person or entity; (iv) permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or (v) reveal or disclose the Due Diligence Materials or any other documents, materials or other information obtained concerning the Property and the Documents or Seller to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII or applicable law. Purchaser willshall also: (iI) maintain and cause those entering the Property to maintain commercial general liability insurance issued by a financially responsible insurance company (occurrenceat least an A- / VII rating in the most recent edition of Best’s Insurance Guide) insurance in an amount not having limits of no less than Two Million and No/100 Dollars $2,000,000.00 per occurrence ($2,000,000.00) inclusive of excess umbrella coverage), and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and in amounts satisfactory to Sellers Seller covering any accident matter arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and that names Seller as an additional insured; prior to any entry onto the Property, Purchaser shall deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Propertycoverage; (iiII) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iiiIII) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten five (105) days after the damage occurs. All insurance required pursuant to clause (II) of the immediately preceding sentence shall be primary in relation to any insurance carried by Seller, shall contain a 20289493.10 13 full waiver of subrogation clause, and shall be written on an occurrence (and not a claims made) basis. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, its agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or arising out of any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, all of which obligations shall survive Closing or terminationthe termination of this Agreement. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside PartiesParties prior to Closing, except to the extent required by law or in connection with any litigation, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Five Million and No/100 Dollars ($2,000,000.005,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as nearly as possible as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property Properties and communicating with any Tenants, Purchaser and the other Licensee Parties will take all reasonable steps necessary to not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property Properties pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the PropertyProperties; damage any part of the Property Properties or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property Properties by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or prior to Closing, reveal or disclose any information obtained concerning the Property Properties and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only except in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property Properties to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) reasonably satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyProperties, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the PropertyProperties; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the PropertyProperties; and (iii) promptly restore the Property Properties to its their condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller Sellers and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating DAL02:624104.4 LEGAL_US_W # 74790953.14 17 to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property Properties or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, except to the foregoing obligation extent arising due to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller Sellers or any other indemnified partySellers’ Affiliates, or (y) their respective members, partners, agents, officers, directors, employees, successors, assigns; provided that the foregoing indemnity shall not apply to any claims, damages or other costs arising by virtue of the mere discovery of any pre-existing condition at the Property Properties by or in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with conducting any TenantsInspections, Purchaser and the other Licensee Parties will not: (i) unreasonably disturb the Tenants Occupants or unreasonably interfere with their use of the Property pursuant to their respective Tenant LeasesProperty; (ii) unreasonably or materially interfere with the operation and maintenance of the PropertyReal Property or Improvements; (iii) damage any part of the Property or any personal property owned or held by any Tenant Occupant or any other person or entityentity (except for such damage incident to Invasive Testing that is repaired by Purchaser as provided in Section 5.1 (a)); (iv) injure or otherwise cause bodily harm to Sellers Seller or any TenantOccupant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; (v) permit any liens to attach to the Real Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants (vi) communicate with any Occupants, Authorities, or service providers except without prior written notice as provided in accordance with this Article V; or (vii) reveal or disclose any information obtained Confidential Information concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (ix) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance or self insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers 5,000,000 covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyReal Property or the Improvements, and deliver to Sellers a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage to Seller prior to entry upon the PropertyReal Property or Improvements; (iiy) promptly pay when due the costs of all inspections, entries, samplings entry and tests conducted by Purchaser and/or any Licensee Parties and examinations Inspections done with regard to the Property; and (iiiz) promptly restore repair any damage to the Real Property to its condition as existed immediately prior to and Improvements caused by any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after entry upon the damage occursReal Property. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, its partners, agents, officers, directors, employees, successorslenders, successors and assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligationsobligations to third parties, together with all losses, penalties, actual out-of-pocket fines, costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectivelygenerally, “Indemnified LiabilitiesClaims”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings sampling or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or as a result of any violation of the provisions of this Section 5.3; provided thatprovided, for purposes of clarificationhowever, the foregoing obligation to indemnify, defend and hold harmless that Purchaser’s indemnity hereunder shall not apply to include any Indemnified Liabilities arising by virtue Claims resulting from the discovery, investigation or clean-up of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition conditions at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent such condition is aggravated by an act of any exacerbation by Purchaser or any Licensee Party as a result of any such pre-existing conditionthe Inspections. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably not disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: will (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Five Million and No/100 Dollars ($2,000,000.005,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of Section 5.2 and/or this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenantsthe Tenant, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their any Tenant's use of the Property pursuant to their respective its Tenant LeasesLease; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant the Tenants or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenantthe Tenants, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s 's rights under this Article V; interview communicate with the Tenants or service providers except without first coordinating such communications through Seller and without first giving Seller the right to participate in accordance with this Article Vany such communications; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties's organization, and only except in accordance with the confidentiality standards set forth in Section 5.2(b)) and Article XII. Purchaser will: (i) maintain and cause those entering the Property to maintain commercial comprehensive general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including contractual indemnity coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) and amounts satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) Seller being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspectioninspections, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. Nothing contained in this Section 5.3 shall be deemed or construed as Seller's consent to any further physical testing or sampling with respect to the Property after the date hereof. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ ' fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s 's obligations pursuant to this Section 5.3, which 5.3 and such obligations shall expressly survive the Closing or terminationand any termination of this Agreement. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser The Partnership agrees that in entering upon and inspecting or examining the Property and communicating with any TenantsProperty, Purchaser the Partnership and the other Licensee Parties will not: (i) comply with any reasonable requirements or guidelines imposed or established by Contributor consistent with the other terms hereof, and (ii) shall not (A) unreasonably disturb the Tenants or other occupants or unreasonably interfere with their the use of the Property pursuant to their respective Tenant Leasesthe Leases or the Operating Agreement; (B) unreasonably interfere with the construction, renovation, operation and maintenance of the PropertyReal Property or Improvements; (C) damage any part of the Property or any personal property owned or held by any Tenant the Tenants or any other person or entityPerson; (D) injure or otherwise cause bodily harm to Sellers or any TenantContributor, the Tenants or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; (E) permit any liens to attach to the Property by reason of the exercise of Purchaserthe Partnership’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or (F) reveal or disclose any non-public information obtained from Contributor or its agents or employees (or as a result of inspections) concerning the Property and the Documents to anyone outside Purchaserthe Partnership’s organization and the Permitted Outside Partiesorganization, and only except in accordance with the confidentiality standards terms set forth in Section 5.2(b)Sections 5.1 and 5.3(b) and Article XII. Purchaser The Partnership will: (i) maintain , and shall cause those entering the Property to its Licensee Parties to, maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms and in amounts reasonably satisfactory to Contributor and workers’ compensation insurance in statutory limits to the extent the Partnership or any Licensee Party performs any physical inspection or sampling at the Real Property in accordance with Section 5.1. In each case (including coverage for an “insured contract” other than with respect to workers’ compensation insurance), such policies shall insure Contributor, the indemnity in Section 5.3(b)) satisfactory to Sellers covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the PropertyPartnership, Contributor’s property manager, and such other parties as Contributor shall reasonably request, and the Partnership shall deliver to Sellers a certificate Contributor evidence of insurance verifying such coverage and Sellers and their property manager (Xxxxxxxxxx Realty Investors) being named as an additional insured on such coverage prior to entry upon the Real Property; . The Partnership shall also (ii1) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties inspections and examinations done conducted with regard to the Property; (2) cause all such inspections to be conducted in accordance with standards customarily employed in the industry and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together compliance with all lossesGovernmental Regulations; (3) upon termination of this Agreement other than by reason of Contributor’s default, penaltiesat Contributor’s written request, actual out-of-pocket costs and expenses relating promptly furnish to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out Contributor copies of any personal injury written third-party studies, reports or death or physical damage to property caused test results received by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at Partnership regarding the Property in connection with any such inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or ; and (4) repair any Licensee Party, except and solely damage to the extent of any exacerbation by Purchaser or any Licensee Party of Real Property and Improvements resulting from any such pre-existing conditionentry upon the Real Property and inspection or examination by the Partnership. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Million and No/100 Dollars ($2,000,000.00) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) reasonably satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating . Nothing contained in this Section 5.3 shall be deemed or construed as Seller's consent to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury further physical testing or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, sampling with respect to the Property or any violation of the provisions of this Section 5.3; provided that, for purposes of clarification, the foregoing obligation to indemnify, defend and hold harmless shall not apply to any Indemnified Liabilities arising by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at after the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely to the extent of any exacerbation by Purchaser or any Licensee Party of any such pre-existing conditionApproval Period. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.

Entry and Inspection Obligations. (a) Purchaser agrees that in entering upon and inspecting or examining the Property and communicating with any Tenants, Purchaser and the other Licensee Parties will not: unreasonably not disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Tenant Leases; unreasonably interfere with the operation and maintenance of the Property; damage any part of the Property or any personal property owned or held by any Tenant or any other person or entity; injure or otherwise cause bodily harm to Sellers Seller or any Tenant, or to any of their respective agents, guests, invitees, contractors and employees, or to any other person or entity; permit any liens to attach to the Property by reason of the exercise of Purchaser’s rights under this Article V; interview communicate with the Tenants or service providers except in accordance with this Article V; or reveal or disclose any information obtained concerning the Property and the Documents to anyone outside Purchaser’s organization and the Permitted Outside Parties, and only in accordance with the confidentiality standards set forth in Section 5.2(b). Purchaser will: will (i) maintain and cause those entering the Property to maintain commercial general liability (occurrence) insurance in an amount not less than Two Five Million and No/100 Dollars ($2,000,000.005,000,000.00) (which may be issued through a combination of primary and umbrella coverage) and on terms (including coverage for an “insured contract” with respect to the indemnity in Section 5.3(b)) satisfactory to Sellers Seller covering any accident arising in connection with the presence or activities of Purchaser or the other Licensee Parties on the Property, and deliver to Sellers Seller a certificate of insurance verifying such coverage and Sellers Seller and their its property manager (Xxxxxxxxxx Realty InvestorsXxxxx Interests Limited Partnership) being named as an additional insured on such coverage prior to entry upon the Property; (ii) promptly pay when due the costs of all inspections, entries, samplings and tests conducted by Purchaser and/or any Licensee Parties and examinations done with regard to the Property; and (iii) promptly restore the Property to its condition as existed immediately prior to any such inspection, investigations, examinations, entries, samplings and tests, but in no event later than ten (10) days after the damage occurs. (b) Purchaser hereby indemnifies, defends and holds each Seller and all of their its members, partners, agents, officers, directors, employees, successors, assigns and Affiliates harmless from and against any and all liens, claims, causes of action, damages, liabilities, demands, suits, and obligations, together with all losses, penalties, actual out-of-pocket costs and expenses relating to any of the foregoing (including but not limited to court costs and reasonable attorneys’ fees) (collectively, “Indemnified Liabilities”) arising out of any personal injury or death or physical damage to property caused by inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, whether prior to or after the date hereof, with respect to the Property or any violation of the provisions of Section 5.2 and/or this Section 5.3; provided that, for purposes of clarification, that the foregoing obligation to indemnify, defend and hold harmless indemnity shall not apply to any Indemnified Liabilities claims, damages or other costs arising (i) from Seller’s own gross negligence or willful misconduct, or (ii) by virtue of (x) the negligence or willful misconduct of Seller or any other indemnified party, or (y) the mere discovery of any pre-existing condition at the Property in connection with any inspections, investigations, examinations, entries, samplings or tests conducted by Purchaser or any Licensee Party, except and solely but only to the extent of any exacerbation by Purchaser or any Licensee Party of any such parties do not exacerbate such pre-existing condition. (c) Notwithstanding any provision of this Agreement to the contrary, neither the Closing nor a termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.3, which shall survive Closing or termination. (d) Notwithstanding anything in this Agreement to the contrary, the Inspection Agreement shall not be merged into this Agreement at Closing or otherwise.