Inspections Prior to Closing a. As-Is Sale. Purchaser acknowledges and agrees that it is purchasing the Real Estate on an “as is” basis and “with all faults” basis. Purchaser acknowledges that it has been given the opportunity to make a full and complete investigation and inspection of the Real Estate and that Purchaser has had an opportunity to make full inquiry of Seller as to all matters deemed relevant by Purchaser in evaluating the Real Estate. Purchaser acknowledges and agrees that, except as expressly provided in this Agreement, Seller has made no representations or warranties and has no continuing responsibility or liability regarding the Real Estate, including, without limitation, its physical condition and its “Environmental Condition” (as defined below). Purchaser is not relying in any way upon any representations, statements, agreements, warranties, studies, plans, reports, descriptions, guidelines or other information or material furnished by Seller or its representatives, whether oral or written, express or implied, of any nature whatsoever, except as expressly provided in this Agreement. Further, nothing in this Agreement requires Seller to conduct any investigation or commission any reports or studies to assess the environmental condition of the Property.
Inspections Prior to Closing. (a) PURCHASER ACKNOWLEDGES THAT THE PROPERTY IS BEING SOLD “AS IS, WHERE IS” AND “WITH ALL FAULTS” WITHOUT ANY OBLIGATION OF SELLER TO PERFORM ANY REPAIRS, IMPROVEMENTS, MAINTENANCE OR OTHER WORK TO THE ORIGINAL HD PARCEL (INCLUDING THE PROPERTY) OR ANY PART THEREOF, AND WITHOUT, EXCEPT AS EXPRESSLY SET FORTH HEREIN TO THE CONTRARY, ANY WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND FROM SELLER, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF FITNESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, HABITABILITY, TENANTABILITY OR ENVIRONMENTAL CONDITION. SELLER EXPRESSLY DISCLAIMS ANY REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE ORIGINAL HD PARCEL (INCLUDING THE PROPERTY), EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, INCLUDING ANY REPRESENTATIONS BY ANY BROKERS OR SALESMEN, AND PURCHASER DOES HEREBY ACKNOWLEDGE THAT,
Inspections Prior to Closing. (a) Subject to the terms and conditions hereof and to any rights or restrictions under any of the Permitted Exceptions, Purchaser, its agents and representatives, shall at all times during the Inspection Period (but upon forty-eight (48) hours’ prior email notice to Seller’s representative, who is Xxxxxxx Xxxxxx, with an email address of xxxxxxx_xxxxxx@xxxxxxxxx.xxx) have the privilege, opportunity and right of entering upon the Property in order to conduct such examinations, tests, studies and investigations of the Property, including, but not limited to, the physical and environmental conditions thereof, as Purchaser deems reasonably necessary or reasonably desirable to satisfy itself as to the condition of the Property, and Purchaser will rely solely upon same and not upon any information (including without limitation environmental studies or reports of any kind or any Seller Information (as defined below)) provided by or on behalf of Seller or its agents, consultants or employees with respect thereto; provided, however, any such access on the Property shall not interfere with Seller’s business or other activities at the Property and Seller’s Adjacent Property. At Seller’s election, a representative of Seller may be present during any entry by Purchaser or its representatives upon the Property for conducting its studies and investigations. Purchaser shall not cause or permit any mechanics' liens, materialmen’s liens or other liens to be filed against the Property or Seller’s Adjacent Property as a result of its activities at the Property, and if any such liens are filed Purchaser shall cause same to be dismissed, by payment, bonding or otherwise, not later than thirty (30) days following Purchaser obtaining actual knowledge of the filing thereof. Purchaser agrees to indemnify, defend and hold harmless Seller and its partners, affiliates, officers, employees, trustees, beneficiaries, shareholders, directors, members, managers, attorneys, advisors, and other agents (“Seller Parties”) harmless from and against (i) any and all damages to person or property, and (ii) any and all liabilities, damages, costs and expenses (including without limitation reasonable attorneys’ fees and court costs); which arise as a result of or in connection with Purchaser’s exercise of its rights pursuant to this Section, excluding any damages, liabilities, costs or expenses caused by primarily by the negligence or willful misconduct of any of the Seller Parties.
Inspections Prior to Closing. (a) “AS IS.” Purchaser acknowledges and agrees that, except as expressly provided in this Agreement, Seller has made no representations or warranties and has no continuing responsibility or liability regarding the Property, including, without limitation, its condition and its “Environmental Condition” (as herein defined). Purchaser acknowledges and agrees it is purchasing the Property on an “as is” basis and “with all faults” basis. Purchaser is not relying in any way upon any representations, statements, agreements, warranties, studies, plans, reports, descriptions, guidelines or other information or material furnished by Seller or its representatives, whether oral or written, express or implied, of any nature whatsoever, except as expressly provided in this Agreement. Further, nothing in this Agreements requires Seller to conduct any reports or studies to assess the environmental condition of the Property.
Inspections Prior to Closing. (a) Seller hereby agrees within five (5) business days following the “Effective Date” (as such term is defined in Paragraph 30) to make available to Buyer those materials pertaining to the Property, such as copies of existing title insurance policy, map of instrument survey, and Phase 1 environmental audit reports, (collectively, the “Existing Reports”). If the Closing does not occur for any reason, Buyer agrees to promptly return to Seller the Existing Reports and any and all copies thereof made by Buyer or its agents or representatives.
