Common use of Inspection of the Property Clause in Contracts

Inspection of the Property. Buyer shall have the right during the Inspection Period to make such examinations, studies, inspections and investigations of the Property as Buyer may deem advisable in its sole discretion (collectively, the “Inspections”). The timing of all Inspections shall be mutually agreed to by Seller and Buyer. Additionally, Seller shall cooperate with Buyer in making the Inspections of the Property, and shall promptly deliver copies it possesses of any and all books, records and other information relating to the Property, as Buyer shall reasonably request. In furtherance of the foregoing, Seller agrees to provide Buyer with the following information it possesses pertaining to the Property within seven (7) days following the Effective Date: (a) all leases affecting all or any part of the Property; (b) all service, maintenance, management, and other contracts relating to or affecting all or any part of the Property; (c) all building permits and certificates of occupancy relating to the Property; (d) all real estate and personal property tax statements for the Property for the current calendar year and last calendar year; (e) all plans and specifications relating to the Property and all building and system plans, drawings, blueprints, manuals and related materials; (f) geotechnical reports and structural engineering studies; (g) any environmental reports pertaining to the Property and any audits relating to applicable laws regulating the environment, hazardous substances, hazardous wastes, solid wastes, pollutants, or pollution; and (h) notices received by Seller from any governmental authority or insurer as to any matter (e.g., building code, fire, health, safety, zoning, or environmental) pertaining to the Property or Seller’s operations thereon. If Buyer, in its sole and absolute discretion, is not satisfied with the results of its Inspections of the Property pursuant to this Agreement, then Buyer may, at its sole option, elect to terminate this Agreement by written notice delivered to Seller on or before the expiration of the Inspection Period, in which event neither party shall have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this Agreement. If Buyer shall fail to terminate this Agreement on or prior to the expiration of the Inspection Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.13.

Inspection of the Property. Buyer shall have the right during the Inspection Period to make such examinationsPurchaser, studies, inspections and investigations of the Property as Buyer may deem advisable in its sole discretion (collectively, the “Inspections”). The timing of all Inspections shall be mutually agreed to by Seller and Buyer. Additionally, Seller shall cooperate with Buyer in making the Inspections of decision to purchase has received and had an opportunity to inspect the Property, conduct such tests and shall promptly deliver copies it possesses of any investigations as Purchaser deems appropriate and all books, records and review such other information relating as deemed necessary and has had full access to the Property, as Buyer shall reasonably request. In furtherance of the foregoing, Seller agrees to provide Buyer with the following information it possesses pertaining to the Property within seven (7) days following the Effective Date: (a) all leases affecting all or any part of the Property; (b) all service, maintenance, management, and other contracts relating to or affecting all or any part of the Property; (c) all building permits and certificates of occupancy relating to the Property; (d) all real estate and personal property tax statements for the Property for the current calendar year and last calendar year; (e) all plans and specifications relating to the Property and all building and system plansinformation they consider necessary or appropriate to make an informed decision to purchase. EXCEPT AS SET FORTH HEREIN, drawingsPURCHASER ACKNOWLEDGES AND AGREES THAT SELLER HAS NOT MADE, blueprintsDOES NOT MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS ANY REPRESENTATIONS, manuals and related materials; WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, As To, CONCERNING OR WITH RESPECT To (fA) geotechnical reports and structural engineering studies; THE VALUE, NATURE, QUALITY OR CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY, (gB) any environmental reports pertaining to the Property and any audits relating to applicable laws regulating the environmentTHE COMPLIANCE OF OR BY THE PROPERTY OR ITS OPERATION WITH ANY LAWS, hazardous substancesRULES, hazardous wastesORDINANCES OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY, solid wastes(C) THE HABITABILITY, pollutantsMERCHANTABILITY, or pollution; and MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY, (hF) notices received by Seller from any governmental authority or insurer as to any matter THE MANNER OR QUALITY OF THE CONSTRUCTION OR MATERIALS, IF ANY, INCORPORATED INTO THE PROPERTY, (e.g.D) THE MANNER, building codeQUALITY, fireSTATE OF REPAIR OR LACK OF REPAIR OF THE PROPERTY, health(E) COMPLIANCE WITH ANY ENVIRONMENTAL PROTECTION, safetyPOLLUTION OR LAND USE LAWS, zoningRULES, or environmentalREGULATIONS, ORDERS OR REQUIREMENTS, INCLUDING THE EXISTENCE IN OR ON THE PROPERTY OF HAZARDOUS MATERIALS OR (F) pertaining to the Property or Seller’s operations thereonANY OTHER MATTER WITH RESPECT To THE PROPERTY. If BuyerEXCEPT AS SET FORTH HEREIN, in its sole and absolute discretion, is not satisfied with the results of its Inspections of the Property pursuant to this Agreement, then Buyer may, at its sole option, elect to terminate this Agreement by written notice delivered to Seller on or before the expiration of the Inspection Period, in which event neither party shall have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this Agreement. If Buyer shall fail to terminate this Agreement on or prior to the expiration of the Inspection Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.13THE SALE OF THE PROPERTY As PROVIDED FOR HEREIN Is MADE ON AN “As Is” “WHERE Is” CONDITION AND BASIS WITH ALL FAULTS.

Inspection of the Property. Buyer Beginning on September 26, 2019 and ending at 6:00 pm Eastern time on November 4, 2019 (the “Due Diligence Period”), the Purchaser and the Purchaser’s affiliates, engineers, employees, officers, directors, agents, representatives and attorneys (the “Purchaser’s Agents”) shall have the right during (subject to the Inspection Period Cap (as defined herein)) to make such undertake a due diligence review of 100% of the Property. During the Due Diligence Period, with prior written notice (which may be accomplished by electronic mail) of no less than two (2) days to the Seller and the Property Manager, and at reasonable times, the Purchaser shall also have the right to conduct inspections of the Property, including, without limitation, physical examinations, studiesstructural tests, inspections due diligence investigations, and investigations of the Property as Buyer may deem advisable in its sole discretion feasibility studies (collectively, the “Inspections”). The timing Seller shall instruct the Property Manager to give the Purchaser and the Purchaser’s Agents reasonable access to relevant personnel during regular business hours and with reasonable prior written notice and shall provide access to all reports, books, records, contracts, data, documentation and any other information related to the Property in the Seller’s or Property Manager’s possession or control. The Seller shall instruct the Property Manager to provide interior access (on a one time basis) to the Purchaser and the Purchaser’s Agents for each of all the unoccupied Units and up to ten percent (10%) of the occupied Units (the “Inspection Cap”). The Seller and the Purchaser shall confer promptly after the Effective Date to identify the Units for which the Seller will attempt to provide access. All Inspections shall be mutually agreed conducted in compliance with the terms hereof and subject to by the rights of all tenants in possession. The Purchaser agrees that it shall not enter any homes currently leased to a tenant without providing a representative of the Property Manager a reasonable opportunity to be present, and only upon advance notice to the respective tenant(s), as required under the terms of the applicable Lease. Notwithstanding the foregoing, the Seller reserves the right to have a representative of the Seller accompany the Purchaser or its contractors, agents, employees and Buyer. Additionallythe like, Seller shall cooperate with Buyer in making during any Inspection or the Inspections conduct of any other physical investigation of the Property, and shall promptly deliver copies it possesses of any and all books, records and other information relating to the Property, as Buyer shall reasonably request. In furtherance of the foregoing, Seller agrees to provide Buyer with the following information it possesses pertaining to the Property within seven (7) days following the Effective Date: (a) all leases affecting all or any part of the Property; (b) all service, maintenance, management, and other contracts relating to or affecting all or any part of the Property; (c) all building permits and certificates of occupancy relating to the Property; (d) all real estate and personal property tax statements for the Property for the current calendar year and last calendar year; (e) all plans and specifications relating to the Property and all building and system plans, drawings, blueprints, manuals and related materials; (f) geotechnical reports and structural engineering studies; (g) any environmental reports pertaining to the Property and any audits relating to applicable laws regulating the environment, hazardous substances, hazardous wastes, solid wastes, pollutants, or pollution; and (h) notices received by Seller from any governmental authority or insurer as to any matter (e.g., building code, fire, health, safety, zoning, or environmental) pertaining to the Property or Seller’s operations thereon. If Buyer, in its sole and absolute discretion, is not satisfied with the results of its Inspections of the Property pursuant to this Agreement, then Buyer may, at its sole option, elect to terminate this Agreement by written notice delivered to Seller on or before the expiration of the Inspection Period, in which event neither party shall have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of this Agreement. If Buyer shall fail to terminate this Agreement on or prior to the expiration of the Inspection Period, Buyer shall have no further right to terminate this Agreement pursuant to this Section 1.13.

Inspection of the Property. (a) NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, SELLER IS CONVEYING THE PROPERTY TO BUYER "AS IS", "WHERE IS", AND WITH ALL FAULTS AND SPECIFICALLY AND EXPRESSLY EXCEPT AS SET FORTH IN SECTION 18a, WITHOUT ANY WARRANTIES, REPRESENTATIONS OR GUARANTEES, EITHER EXPRESS OR IMPLIED, OF ANY KIND, NATURE, OR TYPE WHATSOEVER FROM OR ON BEHALF OF THE SELLER. BUYER ACKNOWLEDGES AND AGREES THAT DURING THE INSPECTION PERIOD, BUYER WILL CONDUCT ITS OWN INDEPENDENT INVESTIGATION AND INSPECTION OF ALL ASPECTS OF THE PROPERTY. BUYER FURTHER ACKNOWLEDGES AND AGREES THAT ANY INFORMATION PROVIDED BY SELLER TO BUYER WITH RESPECT TO THE PROPERTY HAS BEEN OBTAINED FROM A VARIETY OF SOURCES AND THAT SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION. (b) Buyer shall have until 45 days after the right during later of (i) the Inspection Period to make such examinations, studies, inspections and investigations Effective Date or (ii) the date on which Seller has notified Buyer that substantially all of the documents and information described in Section 6a have been made available to Buyer (the "Inspection Period") to inspect and review, at Buyer's sole cost and expense, all matters relating to the Property as Buyer may deem advisable in its sole discretion (collectivelythe "Due Diligence Review"), including without limitation all plans and specifications, the “Inspections”). The timing of all Inspections shall be mutually agreed to by Seller and Buyer. Additionally, Seller shall cooperate with Buyer in making the Inspections physical condition of the Property, Contracts, Leases, Licenses and shall promptly deliver copies it possesses of Permits, Trade Materials, Books and Records, Plans, Warranties and Guaranties, Survey, Title Commitment, Estoppel Certificates, ad valorem property tax statements, as well as any and reports obtained by Buyer, all books, records and other information documents relating to the Propertyconstruction, as Buyer shall reasonably request. In furtherance replacement or repair of any portion of the foregoingImprovements, and any other document or other aspect of the Property (if the same are available to Seller). After execution of this Agreement and delivery of the Deposit to the Title Company, Seller agrees to shall provide Buyer with the following information it possesses pertaining reasonable access to the Property within seven (7) days following the Effective Date: (a) all leases affecting all to Buyer and Buyer's agents and Seller shall make available to Buyer documents in Seller's or any part of the Property; (b) all service, maintenance, management, and other contracts relating to or affecting all or any part of the Property; (c) all building permits and certificates of occupancy relating to the Property; (d) all real estate and personal property tax statements for the Property for the current calendar year and last calendar year; (e) all plans and specifications Manager's possession relating to the Property at the offices of the Manager of the Property, all during normal business hours. Buyer shall not interfere with Seller's or any Tenant's business operations and all building shall not contact any Tenant or Manager without the prior approval and system plans, drawings, blueprints, manuals and related materials; (f) geotechnical reports and structural engineering studies; (g) any environmental reports pertaining to the Property and any audits relating to applicable laws regulating the environment, hazardous substances, hazardous wastes, solid wastes, pollutants, or pollution; and (h) notices received by Seller from any governmental authority or insurer as to any matter (e.g., building code, fire, health, safety, zoning, or environmental) pertaining to the Property or participation of Seller’s operations thereon. If Buyer, in at its sole and absolute exclusive discretion, is chooses not satisfied with the results of its Inspections of the Property pursuant to this Agreementproceed to Closing, then Buyer may, at its sole option, elect to terminate this Agreement by shall give written notice delivered (the "Inspection Termination Notice") to Seller of such fact on or before the expiration close of business on the last day of the Inspection PeriodPeriod (the "Cutoff Date"). If Buyer does not timely give the Inspection Termination Notice to Seller, Buyer shall be deemed to be satisfied with the Property and all matters relating thereto, including, without limitation, the Survey, Title Commitment, Estoppel Certificates and other documents and information made available to Buyer during its Due Diligence Review. If Buyer timely gives the Inspection Termination Notice to Seller, the Deposit together with all interest earned thereon shall be immediately returned to Buyer, less and with the exception of One Hundred and No/100 Dollars ($100.00) of the Deposit together with all interest earned on such $100 which shall be immediately delivered to Seller in which event neither party shall have any further rights or obligations under this Agreement other than obligations, which, by their express terms, survive termination of consideration for the Due Diligence Review and Sellers' entering into this Agreement. If Buyer timely gives the Inspection Termination Notice to Seller, all rights and obligations of the parties hereto shall fail terminate (other than the obligation of Buyer to terminate keep confidential all documents and other material furnished to Buyer pursuant to the transactions contemplated by this Agreement on and the indemnity obligation owed by Buyer to Seller in connection with Buyer's Due Diligence Review, as provided in this Section 16), and this Agreement shall be null and void and of no further force and effect. Buyer shall be solely responsible for all damage or loss of any kind or nature whatsoever, whether to persons or to property, which may arise as a result of or otherwise because of the acts or omissions of Buyer or its agents in connection with the Due Diligence Review and Buyer shall promptly and at its expense restore the Property and repair any damage occasioned by such review to the condition the Property was in prior to such review. Buyer does hereby indemnify and hold Seller harmless from and against all loss, cost, damage, claim and liability of any kind and nature which may arise as a result of or otherwise because of any act or omission of Buyer or its agents. All matters reviewed or discovered by Buyer in the expiration course of the Inspection Due Diligence Review and all other documents and materials furnished by or on behalf of Seller to Buyer pursuant to the transactions contemplated by this Agreement shall be strictly confidential and shall be deemed to be "Evaluation Material" under the Confidentiality Agreement - Principal between Buyer and Broker ("Confidentiality Agreement"). The Confidentiality Agreement, the Confidentiality Agreement-Agent and the Registration Agreement attached hereto as Exhibit "O" are incorporated herein by reference. If no Closing occurs hereunder, this paragraph, the preceding paragraph and the Confidentiality Agreement shall survive the termination of this Agreement. (c) Buyer shall have ninety (90) days after the Effective Date (the "Financing Feasibility Period") to obtain third party financing upon terms acceptable to Buyer. If, after the Cut-Off Date, Buyer determines that Buyer is unable to obtain acceptable financing, Buyer shall have give written notice (the "Financing Termination Notice") to Seller of such fact on or before the close of business on the last day of the Financing Feasibility Period. If Buyer timely gives the Financing Termination Notice to Seller, the Deposit together with all interest earned thereon shall be immediately returned to Buyer, less and with the exception of an amount certified by Seller equal to Seller's out of pocket expenses incurred in connection with this Agreement and the transactions contemplated hereby paid to third parties including, without limitation, Seller's attorneys' fees and expenses, costs of the Survey, and architectural and engineering consulting expenses, and photocopying and reproduction expenses, up to but not exceeding $40,000, which amount shall be immediately delivered to Seller. If Buyer timely gives the Financing Termination Notice to Seller, all rights and obligations of the parties hereto shall terminate (other than the obligation of Buyer to keep confidential all documents and other material furnished to Buyer pursuant to the transactions contemplated by this Agreement and the indemnity obligation owed by Buyer to Seller in connection with Buyer's Due Diligence Review, as provided in this Section 16), and this Agreement shall be null and void and of no further right force and effect. If Buyer does not timely give the Financing Termination Notice, the Deposit shall become fully non-refundable except for Seller's uncured default or failure to terminate this Agreement pursuant to this Section 1.13close on the Closing Date.