Common use of Inspection Period Clause in Contracts

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests, but excluding any loss, property damage, bodily injury, cost or expense to the extent (i) caused by any act or omission of Seller or its agents, or (ii) relating to any matter that is merely discovered by Buyer or any of Buyer’s agents. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer 5.1.1 Purchaser shall have a period of time commencing on the Effective Date and expiring at 5:00 p.m E.D.T. on the forty-fifth (45th) day thereafter ("Inspection Period") within which to examine the Property. During the Inspection Period, Seller shall allow Purchaser and Purchaser's agents access to the Property during normal business hours to (i) conduct physical inspections of the land, improvements and personalty, and conduct soil and engineering, hazardous waste (including asbestos and formaldehyde), marketing, zoning and other studies or tests and (ii) review and/or photocopy at property manager's office during normal business hours, all books and records, currently effective Tenant Leases, lease amendments, improvement agreements, and any other currently effective agreements relating to the use or occupancy of the Property, which documents Seller's property manager will make available to Purchaser for this purpose. Notwithstanding the foregoing, (a) the costs and expenses of Purchaser's investigation shall be borne solely by Purchaser, (b) prior to the expiration of the Inspection Period, Purchaser shall restore any damage to the Property caused by Purchaser or its authorized agents to the condition which existed prior to Purchaser's entry thereon and representatives investigation thereof, (c) Purchaser shall not unreasonably interfere with, interrupt or disrupt the operation of Seller's business on the Property, and such access by Purchaser and/or its agents shall be subject to the rights of Tenants under Tenant Leases, (d) Purchaser shall not permit any mechanic's or materialman's liens or any other liens to attach to the Property by reason of the performance of any work or the purchase of any materials by Purchaser or its agents in connection with any studies or tests conducted pursuant to this SECTION 5.1, (e) Purchaser shall have the right to enter upon vacant units (and, with the Land and Improvements (including all consent of the apartment respective tenants, leased units), but subject provided that Purchaser shall give notice to Seller forty-eight (48) hours prior to entry onto the Property and shall permit Seller to have a representative present during all investigations and inspections conducted with respect to the rights of tenants under Property, (f) Seller agrees that property manager and maintenance supervisor will be available to answer questions which Purchaser may reasonably ask concerning the Leases Property, and in accordance with applicable law(g) at Purchaser shall take all reasonable times during normal business hours actions and implement all reasonable protections necessary to inspect ensure that all actions taken in connection with the investigations and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, includingand all equipment, without limitationmaterials and substances generated, claims for services rendered by third parties conducting used or brought onto the Property in the course of such investigations and inspections and tests. Buyer shall also restore the Land and Improvements pose no material threat to the condition in which safety of persons or the same were found before any such entry upon the Property environment and inspection or examination was undertaken. Such agreement cause no damage to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates other property of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Propertyother persons.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent, which consent shall be deemed given if Seller fails to respond to such request within three (3) business days after Seller’s receipt of a formal written request from Buyer. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement, but shall not apply to pre-existing conditions and matters merely discovered by Buyer or such third parties. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer 5.1.1Purchaser shall have a period of time commencing on the Effective Date and expiring at 5:00 p.m., El Paso, Texas time on the twenty first (21st) day thereafter (the "Inspection Period") within which to examine the Property. During the Inspection Period, Seller shall allow Purchaser and Purchaser's agents access to the Property during normal business hours to (i) conduct soil and engineering, hazardous waste (including asbestos and formaldehyde), marketing, feasibility, zoning and other studies or tests and to otherwise determine the feasibility of the Property for Purchaser's intended use and (ii) review and/or photocopy at Property Manager's office during normal business hours, all currently effective Tenant leases, lease amendments, improvement agreements, and any other currently effective agreements relating to the use or occupancy of the Property, which documents Property Manager will make available to Purchaser for this purpose. Notwithstanding the foregoing, (a) the costs and expenses of Purchaser's investigation shall be borne solely by Purchaser, (b) prior to the expiration of the Inspection Period, Purchaser shall restore any damage to the Property caused by Purchaser or its authorized agents to the condition which existed prior to Purchaser's entry thereon and representatives investigation thereof, (c) Purchaser shall not unreasonably interfere with, interrupt or disrupt the operation of Seller's business on the Property, and such access by Purchaser and/or its agents shall be subject to the rights of Tenants under Tenant Leases, (d) Purchaser shall not permit any mechanic's or materialman's liens or any other liens to attach to the Property by reason of the performance of any work or the purchase of any materials by Purchaser or its agents in connection with any studies or tests conducted pursuant to this Section 5.1, (e) Purchaser shall have the right to enter upon vacant units and, with the Land and Improvements (including all consent of the apartment respective tenants, leased units, but subject provided that Purchaser shall give notice to Seller forty-eight (48) hours prior to entry onto the Property and shall permit Seller to have a representative present during all investigations and inspections conducted with respect to the rights of tenants under Property, (f) Seller agrees Property Manager and maintenance supervisor will be available to answer questions which Purchaser may reasonably ask concerning the Leases Property, and in accordance with applicable law(g) at Purchaser shall take all reasonable times during normal business hours actions and implement all reasonable protections necessary to inspect ensure that all actions taken in connection with the investigations and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, includingand all equipment, without limitationmaterials and substances generated, claims for services rendered by third parties conducting used or brought onto the Property in the course of such investigations and inspections and tests. Buyer shall also restore the Land and Improvements pose no material threat to the condition in which safety of persons or the same were found before any such entry upon the Property environment and inspection or examination was undertaken. Such agreement cause no damage to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates other property of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Propertyother persons.

Inspection Period. (a) Between the Effective Date and the Closing Date, Buyer and its authorized Buyer’s agents and representatives designees shall have the right to enter upon the Land Real Property, at their sole risk and Improvements (including all expense, for the purposes of inspecting the apartment unitsProperty and making surveys, but subject to the rights of tenants under the Leases soil, environmental and in accordance with applicable law) at all reasonable times during normal business hours to inspect mechanical and conduct structural engineering studies, and any other investigations and inspections and tests as Buyer may deem prudent on reasonably require to assess the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur condition of the Closing Date Property. Notwithstanding the foregoing, Buyer and Buyer’s agents and designees shall not be permitted to enter the Real Property without first notifying Seller by telephone or termination email communication. All invasive or disruptive due diligence activities shall be coordinated with Seller prior to commencement of this Agreementsaid activities. Buyer shall bear conduct its tests and investigation of the cost Property in a manner designed to minimize interference with the business and activities of all inspections and testsexisting Tenants, and Buyer shall give reasonable notice to pay for all such work performed on the management Property and shall not permit the creation of any inspection lien in favor of any contractor, subcontractor, materialman, mechanic, surveyor, architect or test to be conducted on the Propertylaborer. Buyer hereby indemnifies expressly agrees to indemnify, defend and holds hold Seller harmless (if and only to the Property harmless as extent permitted by applicable law) against any claim, lien, damage or injury to either persons or property, and all losscosts and expenses related thereto, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, including without limitation, claims for services rendered reasonable attorney’s fees and costs, arising out of Buyer’s or its agent’s or representative’s actions under this Section 15. Prior to entry upon the Property by third parties conducting Buyer’s consultants or contractors, Buyer shall cause its consultants or contractors to deliver to Seller a certificate of liability insurance insuring Seller and Buyer in an amount not less than $1,000,000.00 per occurrence. Buyer shall promptly repair all damage to the Property arising from any of its inspections or tests and shall restore the Property to the substantially same condition existing immediately prior to such inspections and tests. Buyer This Section 15 shall also restore survive the Land and Improvements to Closing of the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing transaction contemplated herein or any termination of the this Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer Purchaser and its authorized agents and representatives agent shall have a period of forty {40) days following the right Effective Date (the "Inspection Period") to enter upon the Land and Improvements (including inspect or cause to be inspected all aspects of the apartment unitsphysical and economic condition of the Subject Premises, but subject access to the rights of tenants under the Leases and in accordance with applicable law) which shall be freely granted to Purchaser and/or Purchaser's agents, representatives, at all reasonable times upon proper notice to Seller and Tenant to the extent required under the Lease. Seller shall be entitled to have a representative present during normal business hours to inspect and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material any such inspections; provided, however, Seller's unavailability shall not be a cause to delay any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consentsuch inspections. The right granted If Purchaser is not satisfied in its sole and exclusive discretion with the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur results of the Closing Date inspections for any reason whatsoever, Purchaser may rescind this transaction by mailing written notice to Seller within one (1) day after the expiration date of the Inspection Period and shall thereupon receive a refund of the Deposit held by Escrow Agent and be relieved of any and all liability hereunder except for any obligations hereunder that expressly survive termination. Purchaser shall have no obligations to notify Seller of any reasons for such rescission. Purchaser shall pay all costs and expenses of its investigations and shall repair any damage which it causes to the Subject Premises and shall defend, indemnify and hold Seller harmless from all liens, claims and liabilities relating to the Purchaser's activities, including but not limited to, all attorneys' fees incurred by Seller (using attorneys of Seller's choice), provided, however, no such indemnity shall apply to the mere discovery of pre• existing conditions, which obligations shall survive the expiration, termination or termination full performance of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consentconsent (provided, however, that if Seller refuses to allow intrusive physical testing in connection with any environmental assessment and Buyer terminates the Agreement due to such refusal, then Buyer shall be entitled to a refund of the Hard Deposit). The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore repair any damage to the Land and Improvements to the condition in which the same were found before caused by any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests, but excluding any such amounts resulting from Buyer’s or its contractor’s mere discovery of pre-existing property conditions not caused by Buyer or its contractors. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all a period of the apartment unitstime, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending at 5:00 p.m., Monday, November 7, 2022, in which to conduct its due diligence prior to consummation of the purchase and sale of the Property (the “Inspection Period”). During the Inspection Period, Buyer may enter upon the Property with its agents or engineers, as needed, to inspect, examine, survey and otherwise do whatever Buyer deems necessary to determine whether the Property is suitable for Buyer’s purposes, such determination to be made at Xxxxx’s sole and absolute discretion. Said privilege shall include, without limitation, the right, at Buyer’s sole cost and expense, to perform traffic studies, make soil tests, borings, percolation tests and other tests to obtain information necessary to determine surface, subsurface, environmental and topographic conditions, to delineate wetlands, obtain acceptable access to the Property consistent with Buyer’s Intended Use, and to obtain from applicable governmental authorities information regarding access, utilities, rights-of-way, and development permits regarding the Property. Xxxxx will coordinate access to the Property during this period with the City Manager of the Seller, or the City Manager’s designee, and provide reasonable notice to said official prior to any entry. Provided further that Xxxxx’s due diligence activities shall not interfere with the City’s current use of the Property as a surface parking lot as well as the solid waste activities that are currently accomplished on the earlier to occur Property. Buyer shall share the results of its physical investigations of the Closing Date Property with the Seller at such time as they become available and promptly upon Xxxxx’s receipt of same (whether in hard copy or electronic form). Buyer shall be solely liable for all costs and expenses, or damage or injury to any person or property resulting from any such inspection, whether caused by the acts of Buyer or any of its employees, agents, contractors, consultants or representatives, and Buyer shall indemnify, defend and hold harmless Seller from any liability, claims and expenses (including, without limitation, construction liens and/or reasonable attorneys’ fees and costs) resulting therefrom. In the event any notice to owner or claim of lien is filed by any of Buyer’s contractors, subcontractors, professionals, laborers, or suppliers, Buyer shall promptly obtain a release of lien from the claimant or lienor, or, alternatively, where appropriate, Buyer may transfer such a lien to a cash bond pursuant to the requirements of Chapter 713, Florida Statutes. Buyer agrees that all contracts or agreements regarding the Property with any and all of Buyer’s contractors, subcontractors, professionals, laborers, and materialmen shall contain language substantially similar to the following: “Buyer hereby represents that it is the Contract Buyer and not the owner of the Property. Buyer shall be responsible for all payments due under the provisions of this Agreement, and the interest of the owner of the Property shall not be subject to liens for improvements, services, materials, or labor made by or on behalf of the Buyer.” Buyer shall restore the Property to substantially the same condition as it existed prior to Buyer’s activities and shall remove and dispose of any waste generated by Buyer’s activities in compliance with all applicable laws, regulations, and requirements. The obligations of Buyer under this paragraph shall survive termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice In addition to the management of any inspection or test to be conducted rights set forth above, commencing on the Property. Effective Date and terminating on the expiration date of the Inspection Period, Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from may obtain at Buyer’s inspections sole cost and discretion, environmental studies (including, but not limited to, Phase I and II studies), audits and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and testsProperty to determine the existence of any environmental matters to the Property (the “Environmental Studies”). Buyer shall also restore share the Land results of Environmental Studies with the Seller at such time as they become available and Improvements to the condition promptly upon Xxxxx’s receipt of same (whether in which the same were found before any such entry upon the Property and inspection hard copy or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Propertyelectronic form).

Inspection Period. Upon prior notice to Seller (by telephone or email), Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements Real Property (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections (with a Seller representative present) and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Except to the extent caused by Seller or its agents, Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, physical loss or property damage, bodily injury, cost or expense damage resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements Real Property to substantially the same condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and with Certificate of Insurance provided to Seller, naming Seller as an additional insured partyinsured, prior to entry of the Property) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Propertyhereof.