Common use of Inspections and Reports; Review of Commitment and Survey Clause in Contracts

Inspections and Reports; Review of Commitment and Survey. Buyer shall have until 5:00 p.m. on the Effective Date, to conduct Inspections (as hereinafter defined) of the Property (the "Due Diligence Period"). Seller shall permit Buyer and Buyer’s representatives to enter the Real Property at any time for the purpose of conducting inspections and investigations reasonably required by Buyer in order to determine the suitability of the Real Property for Buyer’s purposes (collectively, the "Inspections"). Seller will cooperate with Buyer at no cost to Seller to facilitate the Inspections. Buyer shall use commercially reasonable efforts to initiate its Inspections promptly following the Effective Date and to diligently pursue the same to completion. Buyer shall promptly repair any damage to the Property attributable to the conduct of the Inspections, and shall promptly return the Property to substantially the same condition as existed prior to the conduct thereof. No Inspections shall be conducted without Seller’s approval as to the time and manner thereof, which approval shall not be unreasonably withheld, conditioned or delayed. At Seller’s request, any such Inspection shall be performed in the presence of a representative of Seller. If this Agreement is terminated, Buyer shall cause copies of all information and written materials obtained or generated in connection with the conduct of all Inspections, including any tests and environmental studies conducted of the Real Property ("Reports") and the Due Diligence Material, to be delivered to Seller without cost to Seller. If the results of the Inspections or the Reports are not acceptable to Buyer, in its sole discretion, Buyer may terminate this Agreement by written notice given to Seller prior to the expiration of the Due Diligence Period, in which event Buyer shall receive a refund of the Xxxxxxx Deposit and neither of the parties hereto shall have any further rights or obligations hereunder except for obligations that specifically survive the termination of this Agreement. If Buyer fails to terminate this Agreement prior to the expiration of the Due Diligence Period, Buyer shall be deemed to have waived the contingency set forth in this Section 8.2, and elected to proceed with the purchase of the Property. In addition, the Xxxxxxx Deposit shall become nonrefundable to Buyer, but shall remain applicable to the Purchase Price at Closing. Buyer hereby agrees to indemnify, defend and hold harmless Seller from and against any losses, liabilities, damages, costs or expenses incurred by Seller as a result of Buyer’s exercise of the right of inspection granted under this Section 8.2. Buyer acknowledges and agrees that any such Inspections conducted by Buyer or Buyer’s agents and representatives shall be solely at the risk of Buyer. Buyer shall carry commercial general liability insurance covering all activities conducted by Buyer, its agents, contractors and engineers on the Property. Such insurance shall have limits of not less than One Million Dollars ($1,000,000.00) for personal injury to or death of any one person, Two Million Dollars ($2,000,000.00) for personal injury to or death of any number of persons in any one accident and One Million Dollars ($1,000,000.00) for property damage, and shall name Seller as an additional insured. All of the obligations of Buyer under this Section 8.2 shall survive Closing or the termination of this Agreement.

Inspections and Reports; Review of Commitment and Survey. Buyer shall have until 5:00 p.m. on the Effective Date, Date to conduct Inspections (as hereinafter defined) of the Property (the "Due Diligence Period"). Seller shall permit Buyer and Buyer’s representatives to enter the Real Property at any time for the purpose of conducting inspections and investigations reasonably required by Buyer in order to determine the suitability of the Real Property for Buyer’s purposes (collectively, the "Inspections"). Seller will cooperate with Buyer at no cost to Seller to facilitate the Inspections. Buyer shall use commercially reasonable efforts to initiate its Inspections promptly following the Effective Date and to diligently pursue the same to completion. Buyer shall promptly repair any damage to the Property attributable to the conduct of the Inspections, and shall promptly return the Property to substantially the same condition as existed prior to the conduct thereof. No Inspections shall be conducted without Seller’s approval as to the time and manner thereof, which approval shall not be unreasonably withheld, conditioned or delayed. At Seller’s request, any such Inspection shall be performed in the presence of a representative of Seller. If this Agreement is terminated, Buyer shall cause copies of all information and written materials obtained or generated in connection with the conduct of all Inspections, including any tests and environmental studies conducted of the Real Property ("Reports") and the Due Diligence Material, to be delivered to Seller without cost to Seller. If the results of the Inspections or the Reports are not acceptable to Buyer, in its sole discretion, Buyer may terminate this Agreement by written notice given to Seller prior to the expiration of the Due Diligence Period, in which event Buyer shall receive a refund of the Xxxxxxx Deposit and neither of the parties hereto shall have any further rights or obligations hereunder except for obligations that specifically survive the termination of this Agreement. If Buyer fails to terminate this Agreement prior to the expiration of the Due Diligence Period, Buyer shall be deemed to have waived the contingency set forth in this Section 8.2, and elected to proceed with the purchase of the Property. In addition, the Xxxxxxx Deposit shall become nonrefundable to Buyer, but shall remain applicable to the Purchase Price at Closing. Buyer hereby agrees to indemnify, defend and hold harmless Seller from and against any losses, liabilities, damages, costs or expenses incurred by Seller as a result of Buyer’s exercise of the right of inspection granted under this Section 8.2. Buyer acknowledges and agrees that any such Inspections conducted by Buyer or Buyer’s agents and representatives shall be solely at the risk of Buyer. Buyer shall carry commercial general liability insurance covering all activities conducted by Buyer, its agents, contractors and engineers on the Property. Such insurance shall have limits of not less than One Million Dollars ($1,000,000.00) for personal injury to or death of any one person, Two Million Dollars ($2,000,000.00) for personal injury to or death of any number of persons in any one accident and One Million Dollars ($1,000,000.00) for property damage, and shall name Seller as an additional insured. All of the obligations of Buyer under this Section 8.2 shall survive Closing or the termination of this Agreement.

Inspections and Reports; Review of Commitment and Survey. Buyer shall have until 5:00 p.m. on a) Prior to the Effective Date, to conduct Inspections (as hereinafter defined) of Xxxxx has had the Property (the "Due Diligence Period"). Seller shall permit Buyer and Buyer’s representatives opportunity to enter the Real Property Properties at any time for the purpose of conducting inspections and investigations reasonably required by Buyer in order to determine the suitability of the Real Property Properties for Buyer’s purposes (collectively, the "“Inspections"”). Seller will cooperate with Buyer at no cost Prior to Seller the Effective Date, pursuant to facilitate Section 3.2 herein, Xxxxx has also had the Inspectionsopportunity to review the status of title to the Properties as set forth in each Commitment and all matters relating to each Survey. Buyer shall use commercially reasonable efforts to initiate its Inspections promptly following the Effective Date and to diligently pursue the same to completion. Buyer shall promptly repair any damage to the Property attributable to the conduct of acknowledges that it has approved the Inspections, the Due Diligence Material and shall promptly return all other aspects of the Property Properties, and Buyer hereby expressly waives any due diligence contingency or other similar contingency relating to substantially the same condition as existed or suitability of the Properties. b) In the event that Buyer or its representatives desire to access the Properties prior to the conduct thereof. No Inspections Closing, Buyer shall be conducted without Seller’s obtain Sellers’ prior approval as to the time and manner thereof, which approval shall not be unreasonably withheld, conditioned or delayed. At Seller’s Sellers’ request, a representative of Sellers may accompany Buyer or its representatives when accessing the Properties. Any such access shall be subject to any such Inspection limitation under the Leases and shall be performed in a manner which does not interfere with the presence use, operation, or enjoyment of a representative the Properties, including, but not limited to, the rights of Sellerany tenant on the Properties. If this Agreement is terminatedBuyer shall promptly repair any damage to the Properties attributable to the conduct of the Inspections, and shall promptly return the Properties to substantially the same condition as existed prior to the conduct thereof. Buyer shall cause copies of all information and written materials obtained or generated by third parties in connection with the conduct of all Inspections, including any tests and environmental studies conducted of the Real Property Properties ("“Reports") and the Due Diligence Material”), to be delivered to Seller Sellers upon Sellers’ written request without cost to Seller. If the results of the Inspections or the Reports are not acceptable to Buyer, in its sole discretion, Buyer may terminate this Agreement by written notice given to Seller prior to the expiration of the Due Diligence Period, in which event Buyer shall receive a refund of the Xxxxxxx Deposit and neither of the parties hereto shall have any further rights or obligations hereunder except for obligations that specifically survive the termination of this Agreement. If Buyer fails to terminate this Agreement prior to the expiration of the Due Diligence Period, Buyer shall be deemed to have waived the contingency set forth in this Section 8.2, and elected to proceed with the purchase of the Property. In addition, the Xxxxxxx Deposit shall become nonrefundable to Buyer, but shall remain applicable to the Purchase Price at Closing. Buyer Sellers. c) Xxxxx hereby agrees to indemnify, defend and hold harmless Seller Sellers from and against any losses, liabilities, damages, costs or expenses incurred by Seller Sellers as a result of Buyer’s exercise of the right of inspection granted under this Section 8.2Section, except with respect to any losses, liabilities, damages, costs or expenses arising merely out of the discovery of preexisting conditions of the Property not exacerbated by Xxxxx. Buyer Xxxxx acknowledges and agrees that any such Inspections conducted by Buyer or Buyer’s agents and representatives shall be solely at the risk of Buyer. Buyer shall carry commercial general liability insurance covering all activities conducted by Buyer, its agents, contractors and engineers on the PropertyProperties. Such insurance shall have limits of not less than One Million Dollars ($1,000,000.00) for personal injury to or death of any one person, Two Million Dollars ($2,000,000.00) for personal injury to or death of any number of persons in any one accident and One Million Dollars ($1,000,000.00) for property damage, and shall name Seller Sellers, its agents, employees, and representatives as an additional insured. Insurance carried by the Buyer shall be primary and non-contributory to any insurance carried by Sellers. Prior to any entry onto the Properties by Buyer or its agents or representatives, and as a condition to Buyer’s right to enter onto the Properties, Buyer shall provide proof of such insurance to Sellers. All of the obligations of Buyer under this Section 8.2 shall survive Closing or the termination of this Agreement.

Inspections and Reports; Review of Commitment and Survey. Buyer shall have until a) During the period commencing on October 30, 2023 and expiring at 5:00 p.m. PM (Eastern Time) on the Effective DateDecember 1, to conduct Inspections (as hereinafter defined) of the Property 2023 (the "“Due Diligence Period"”). , Seller shall permit permitted Buyer and BuyerXxxxx’s representatives to enter the Real Property at any time for the purpose of conducting inspections and investigations reasonably required by Buyer in order to determine the suitability of the Real Property for Buyer’s purposes (collectively, the "“Inspections"”). Seller will cooperate with Buyer at no cost Prior to Seller to facilitate the Inspections. Buyer shall use commercially reasonable efforts to initiate its Inspections promptly following the Effective Date Date, pursuant to Section 3.2 herein, Xxxxx has also reviewed the status of title to the Property as set forth in the Commitment and all matters relating to diligently pursue the same to completionSurvey. Buyer shall promptly repair any damage to the Property attributable to the conduct of the Inspections, and shall promptly return the Property to substantially the same condition as existed prior to the conduct thereof. No Inspections shall be conducted without Seller’s approval as to the time and manner thereof, which approval shall not be unreasonably withheld, conditioned or delayed. At Seller’s request, any such Inspection shall be performed in the presence of a representative of Seller. If this Agreement Any such Inspection shall be subject to any limitation under the Leases and shall be performed in a manner which does not interfere with the use, operation, or enjoyment of the Property, including, but not limited to, the rights of any tenant on the Property. b) After the Effective Date, in the event that the Commitment is terminatedamended or supplemented by the Title Company to include new exceptions that do not appear on the Commitment delivered to Buyer by the Title Company prior to November 22, 2023 (the last such Commitment, the “Original Commitment”), then Buyer shall cause copies have until five (5) days following Buyer’s receipt of any such amended or supplemented Commitment to notify Seller of any disapproved item disclosed in the amended or supplemented Commitment that was not disclosed in the Original Commitment. In the event Seller is unwilling to commit to remove all information and written materials obtained or generated in connection with the conduct of all Inspections, including any tests and environmental studies conducted of the Real Property ("Reports") and the Due Diligence Material, new exceptions objected to be delivered by Buyer prior to Seller without cost to Seller. If the results of the Inspections or the Reports are not acceptable to Buyer, in its sole discretionClosing, Buyer may terminate this Agreement by delivering notice thereof in writing to Seller by the earlier to occur of (i) the Closing Date or (ii) five (5) days after Seller’s written notice given to Seller prior Buyer of Seller’s unwillingness to remove one or more of such new title exceptions. If Buyer terminates this Agreement pursuant to its rights set forth in the expiration of the Due Diligence Periodpreceding sentence, in which event Buyer shall receive a refund of the Xxxxxxx Deposit Deposit, together with all interest earned, shall be promptly returned to Buyer and neither of the parties hereto party shall have any further rights or obligations hereunder except for obligations that specifically survive the termination of under this Agreement. If Buyer fails to terminate , except that if the recording of such new exception is a default by Seller under this Agreement prior to Agreement, then notwithstanding the expiration of the Due Diligence Periodforegoing, Buyer shall be deemed entitled to have waived the contingency set forth all rights and remedies provided in this Section 8.2, and elected to proceed with Agreement upon the purchase occurrence of the Property. In addition, the Xxxxxxx Deposit shall become nonrefundable to Buyer, but shall remain applicable to the Purchase Price at Closing. Buyer a default by Seller. c) Xxxxx hereby agrees to indemnify, defend and hold harmless Seller from and against any losses, liabilities, damages, costs or expenses incurred by Seller as a result of BuyerXxxxx’s exercise of the right of inspection granted under this Section 8.2Section. Buyer Notwithstanding the foregoing, or anything to the contrary in this Agreement, in no event will Buyer’s indemnity obligation hereunder extend to any claim by Seller arising solely because of mere discovery of any existing adverse conditions or environmental contamination or legal noncompliance on the Property not caused or exacerbated by Buyer. Xxxxx acknowledges and agrees that any such Inspections conducted by Buyer or Buyer’s agents and representatives shall be solely at the risk of Buyer. Buyer shall carry commercial general liability insurance covering all activities conducted by Buyer, its agents, contractors and engineers on the Property. Such insurance shall have limits of not less than One Million Dollars ($1,000,000.00) for personal injury to or death of any one person, Two Million Dollars ($2,000,000.00) for personal injury to or death of any number of persons in any one accident and One Million Dollars ($1,000,000.00) for property damage, damage and shall name Seller as an additional insured. Prior to any entry onto the Property by Buyer or its agents or representatives, and as a condition to Buyer’s right to enter onto the Property, Buyer shall provide proof of such insurance to Seller. All of the obligations of Buyer under this Section 8.2 shall survive Closing or the termination of this Agreement.

Inspections and Reports; Review of Commitment and Survey. Buyer shall have until 5:00 p.m. a) During the period commencing on the Effective DateDate and expiring at 5:00 PM (Eastern Time) on March 16, to conduct Inspections (as hereinafter defined) of the Property 2022 (the "“Due Diligence Period"”). , Seller shall permit Buyer and Buyer’s representatives to enter the Real Property at any time for the purpose of conducting inspections and investigations reasonably required by Buyer in order to determine the suitability of the Real Property for Buyer’s purposes (collectively, the "“Inspections"”). Seller will cooperate with Buyer at no cost During the Due Diligence Period, pursuant to Seller to facilitate the Inspections. Section 3.2 herein, Buyer shall use commercially reasonable efforts also review the status of title to initiate its Inspections promptly following the Effective Date Property as set forth in the Commitment and all matters relating to diligently pursue the same to completionSurvey. Buyer shall promptly repair any damage to the Property attributable to the conduct of the Inspections, and shall promptly return the Property to substantially the same condition as existed prior to the conduct thereof. No Inspections shall be conducted without Seller’s approval as to the time and manner thereof, which approval shall not be unreasonably withheld, conditioned or delayed. At Seller’s request, any such Inspection shall be performed in the presence of a representative of Seller. If Any such Inspection shall be subject to any limitation under the Leases and shall be performed in a manner which does not interfere with the use, operation, or enjoyment of the Property, including, but not limited to, the rights of any tenant on the Property. In the event Buyer terminates this Agreement is terminatedAgreement, Buyer shall cause copies of all information and written materials obtained or generated by third parties in connection with the conduct of all Inspections, including any tests and environmental studies conducted of the Real Property ("“Reports") and the Due Diligence Material”), to be delivered to Seller upon issuance thereof without cost to Seller. . b) If the results of the Inspections or the Reports are not acceptable to Buyer, or for any other reason or no reason at all, Buyer, in its sole and absolute discretion, Buyer may terminate this Agreement by written notice given to Seller prior to the expiration of the Due Diligence Period, in which event Buyer shall receive a refund of the Xxxxxxx Exxxxxx Deposit and neither of the parties hereto shall have any further rights or obligations hereunder except for obligations that specifically survive the termination of this Agreement. If Buyer fails to terminate this Agreement prior to the expiration of the Due Diligence Period, Buyer shall be deemed to have waived the contingency set forth in this Section 8.2Section, and elected to proceed with the purchase of the Property. In addition, the Xxxxxxx Exxxxxx Deposit shall become nonrefundable to Buyer, but shall remain applicable to the Purchase Price at Closing. . c) Buyer hereby agrees to indemnify, defend and hold harmless Seller from and against any losses, liabilities, damages, costs or expenses incurred by Seller as a result of Buyer’s exercise of the right of inspection granted under this Section 8.2Section. Buyer acknowledges and agrees that any such Inspections conducted by Buyer or Buyer’s agents and representatives shall be solely at the risk of Buyer. Buyer shall carry commercial general liability insurance covering all activities conducted by Buyer, its agents, contractors and engineers on the Property. Such insurance shall have limits of not less than One Million Dollars ($1,000,000.00) for personal injury to or death of any one person, Two Million Dollars ($2,000,000.00) for personal injury to or death of any number of persons in any one accident and One Million Dollars ($1,000,000.00) for property damage, and shall name Seller as an additional insured. Prior to any entry onto the Property by Buyer or its agents or representatives, and as a condition to Buyer’s right to enter onto the Property, Buyer shall provide proof of such insurance to Seller. All of the obligations of Buyer under this Section 8.2 shall survive Closing or the termination of this Agreement.