Common use of Investigation Rights Clause in Contracts

Investigation Rights. From the Agreement Date until such time as this Agreement is either settled or terminated, GT Gateway, GT Gateway’s authorized agents, employees, consultants, architects, engineers and contractors, as well as others authorized by GT Gateway, shall have access to the Property and shall be entitled to enter upon the Property and make such surveying, architectural, engineering, topographical, geological, soil, subsurface, environmental, water drainage, traffic, and other studies related to the availability of water, sewer, natural gas, and other utility services in sufficient quantities to meet GT Gateway’s requirements and such other investigations, inspections, evaluations, studies, tests and measurements (collectively, the “Investigations”) as GT Gateway deems necessary or advisable. Provided, however, GT Gateway’s rights hereunder to conduct Investigations shall be subject to the following requirements and limitations: (i) any entry upon the Property by GT Gateway, GT Gateway’s authorized agents and employees, as well as others authorized by GT Gateway shall require at least twenty-four (24) hours advance notice to Highwoods of the date and time of the entry and the specific Investigations to be conducted in connection with the entry, (ii) the Investigations shall not result in any adverse change to the physical characteristics of the Property (and GT Gateway shall be obligated to completely repair and restore any damage to the Property resulting from the Investigations), and (iii) the Investigations will not substantially or adversely interfere with the rights of the tenant in the Building to use and enjoy its leased space therein according to its Lease thereof. GT Gateway agrees to indemnify and hold Highwoods harmless from and against any and all claims, costs, expenses, and liabilities, including reasonable attorneys’ fees, arising out of claims for injury, including death, to persons or physical injury to property resulting from the Investigations (hereinafter the “GT Gateway’s Continuing Indemnification Obligations”); provided, however, GT Gateway shall not be obligated to indemnify Highwoods from and against any claims, costs, expenses, and liabilities caused by or arising out of the acts or omissions of Highwoods or Highwoods’ employees, representatives or agents, or from the presence or release of Hazardous Substances (as defined in Section 5(c) herein) not introduced onto the Property by GT Gateway or GT Gateway’s authorized agents and employees or other entities conducting the Investigations. Highwoods shall be entitled to have one or more representatives present to observe the Investigations on the Property. GT Gateway shall not be entitled to conduct any environmental Investigations on the Property beyond a Phase I environmental site assessment (i.e. no sampling, drilling, etc.) without first obtaining Highwoods’ prior written consent, which consent may be withheld by Highwoods, in Highwoods’ sole discretion. Notwithstanding any term or provision herein to the contrary, the provisions in this Agreement [including in this Section 4(f)] relating to the Investigations shall apply to all Investigations conducted by the Distributess and GT Gateway’s authorized agents, employees, consultants, architects, engineers and contractors both prior to the Agreement Date and from and after the Agreement Date. GT Gateway will remain responsible and liable to Highwoods for the Continuing Indemnification Obligations and the full amount of actual damages suffered by Highwoods resulting from GT Gateway’s Investigation after the completion of the Closing hereunder, the termination of this Agreement by GT Gateway or Highwoods or a default by GT Gateway under this Agreement.

Investigation Rights. From the Agreement Date until such time as this Agreement is either settled or terminated, GT G-T Gateway, GT G-T Gateway’s authorized agents, employees, consultants, architects, engineers and contractors, as well as others authorized by GT G-T Gateway, shall have access to the Property and shall be entitled to enter upon the Property and make such surveying, architectural, engineering, topographical, geological, soil, subsurface, environmental, water drainage, traffic, and other studies related to the availability of water, sewer, natural gas, and other utility services in sufficient quantities to meet GT G-T Gateway’s requirements and such other investigations, inspections, evaluations, studies, tests and measurements (collectively, the “Investigations”) as GT G-T Gateway deems necessary or advisable. Provided, however, GT G-T Gateway’s rights hereunder to conduct Investigations shall be subject to the following requirements and limitations: (i) any entry upon the Property by GT G-T Gateway, GT Gateway’s G-T Gateway ‘s authorized agents and employees, as well as others authorized by GT G-T Gateway shall require at least twenty-four (24) hours advance notice to Highwoods WSI of the date and time of the entry and the specific Investigations to be conducted in connection with the entry, (ii) the Investigations shall not result in any adverse change to the physical characteristics of the Property (and GT G-T Gateway shall be obligated to completely repair and restore any damage to the Property resulting from the Investigations), and (iii) the Investigations will not substantially or adversely interfere with the rights of the tenant in the Building to use and enjoy its leased space therein according to its Lease thereof. GT G-T Gateway agrees to indemnify and hold Highwoods WSI harmless from and against any and all claims, costs, expenses, and liabilities, including reasonable attorneys’ fees, arising out of claims for injury, including death, to persons or physical injury to property resulting from the Investigations (hereinafter the “GT G-T Gateway’s Continuing Indemnification Obligations”); provided, however, GT G-T Gateway shall not be obligated to indemnify Highwoods WSI from and against any claims, costs, expenses, and liabilities caused by or arising out of the acts or omissions of Highwoods WSI or Highwoods’ WSI’s employees, representatives or agents, or from the presence or release of Hazardous Substances (as defined in Section 5(c4(c) herein) not introduced onto the Property by GT G-T Gateway or GT G-T Gateway’s authorized agents and employees or other entities conducting the Investigations. Highwoods WSI shall be entitled to have one or more representatives present to observe the Investigations on the Property. GT G-T Gateway shall not be entitled to conduct any environmental Investigations on the Property beyond a Phase I environmental site assessment (i.e. no sampling, drilling, etc.) without first obtaining Highwoods’ WSI’s prior written consent, which consent may be withheld by HighwoodsWSI, in Highwoods’ WSI’s sole discretion. Notwithstanding any term or provision herein to the contrary, the provisions in this Agreement [including in this Section 4(f3(f)] relating to the Investigations shall apply to all Investigations conducted by the Distributess G-T Gateway and GT G-T Gateway’s authorized agents, employees, consultants, architects, engineers and contractors both prior to the Agreement Date and from and after the Agreement Date. GT G-T Gateway will remain responsible and liable to Highwoods WSI for the Continuing Indemnification Obligations and the full amount of actual damages suffered by Highwoods WSI resulting from GT G-T Gateway’s Investigation Investigations after the completion of the Closing hereunder, the termination of this Agreement by GT G-T Gateway or Highwoods WSI or a default by GT G-T Gateway under this Agreement.

Investigation Rights. From the Agreement Date until such time as this Agreement is either settled or terminated, GT Gatewaythe Distributees, GT Gateway’s the Distributees’ authorized agents, employees, consultants, architects, engineers and contractors, as well as others authorized by GT Gatewaythe Distributees, shall have access to the Property and shall be entitled to enter upon the Property and make such surveying, architectural, engineering, topographical, geological, soil, subsurface, environmental, water drainage, traffic, and other studies related to the availability of water, sewer, natural gas, and other utility services in sufficient quantities to meet GT Gateway’s the Distributees’ requirements and such other investigations, inspections, evaluations, studies, tests and measurements (collectively, the “Investigations”) as GT Gateway the Distributees deems necessary or advisable. Provided, however, GT Gateway’s the Distributees’ rights hereunder to conduct Investigations shall be subject to the following requirements and limitations: (i) any entry upon the Property by GT Gatewaythe Distributees, GT Gateway’s the Distributees’ authorized agents and employees, as well as others authorized by GT Gateway the Distributees shall require at least twenty-four (24) hours advance notice to Highwoods of the date and time of the entry and the specific Investigations to be conducted in connection with the entry, (ii) the Investigations shall not result in any adverse change to the physical characteristics of the Property (and GT Gateway the Distributees shall be obligated to completely repair and restore any damage to the Property resulting from the Investigations), and (iii) the Investigations will not substantially or adversely interfere with the rights of the tenant in the Building to use and enjoy its leased space therein according to its Lease thereof. GT Gateway agrees The Distributees agree to indemnify and hold Highwoods harmless from and against any and all claims, costs, expenses, and liabilities, including reasonable attorneys’ fees, arising out of claims for injury, including death, to persons or physical injury to property resulting from the Investigations (hereinafter the “GT Gateway’s The Distributees’ Continuing Indemnification Obligations”); provided, however, GT Gateway the Distributees shall not be obligated to indemnify Highwoods from and against any claims, costs, expenses, and liabilities caused by or arising out of the acts or omissions of Highwoods or Highwoods’ employees, representatives or agents, or from the presence or release of Hazardous Substances (as defined in Section 5(c) herein) not introduced onto the Property by GT Gateway the Distributees or GT Gateway’s the Distributees’ authorized agents and employees or other entities conducting the Investigations. Highwoods shall be entitled to have one or more representatives present to observe the Investigations on the Property. GT Gateway The Distributees shall not be entitled to conduct any environmental Investigations on the Property beyond a Phase I environmental site assessment assessment (i.e. i. e. no sampling, drilling, etc.) without first obtaining Highwoods’ prior written consent, which consent may be withheld by Highwoods, in Highwoods’ sole discretion. Notwithstanding any term or provision herein to the contrary, the provisions in this Agreement [including in this Section 4(f)] relating to the Investigations shall apply to all Investigations conducted by the Distributess and GT Gateway’s the Distributees’ authorized agents, employees, consultants, architects, engineers and contractors both prior to the Agreement Date and from and after the Agreement Date. GT Gateway The Distributees will remain responsible and liable to Highwoods for the Continuing Indemnification Obligations and the full amount of actual damages suffered by Highwoods resulting from GT Gateway’s the Distributees’ Investigation after the completion of the Closing hereunder, the termination of this Agreement by GT Gateway the Distributees or Highwoods or a default by GT Gateway the Distributees under this Agreement.

Investigation Rights. From the Agreement Date until such time as this Agreement is either settled or terminated, GT Gatewaythe Distributees, GT Gateway’s the Distributees’ authorized agents, employees, consultants, architects, engineers and contractors, as well as others authorized by GT Gatewaythe Distributees, shall have access to the Property and shall be entitled to enter upon the Property and make such surveying, architectural, engineering, topographical, geological, soil, subsurface, environmental, water drainage, traffic, and other studies related to the availability of water, sewer, natural gas, and other utility services in sufficient quantities to meet GT Gateway’s the Distributees’ requirements and such other investigations, inspections, evaluations, studies, tests and measurements (collectively, the “Investigations”) as GT Gateway deems the Distributees deem necessary or advisable. Provided, however, GT Gateway’s the Distributees’ rights hereunder to conduct Investigations shall be subject to the following requirements and limitations: (i) any entry upon the Property by GT Gatewaythe Distributees, GT Gateway’s the Distributees’ authorized agents and employees, as well as others authorized by GT Gateway the Distributees shall require at least twenty-four (24) hours advance notice to Highwoods of the date and time of the entry and the specific Investigations to be conducted in connection with the entry, (ii) the Investigations shall not result in any adverse change to the physical characteristics of the Property (and GT Gateway the Distributees shall be obligated to completely repair and restore any damage to the Property resulting from the Investigations), and (iii) the Investigations will not substantially or adversely interfere with the rights of the tenant in the Building to use and enjoy its leased space therein according to its Lease thereof. GT Gateway agrees The Distributees agree to indemnify and hold Highwoods harmless from and against any and all claims, costs, expenses, and liabilities, including reasonable attorneys’ fees, arising out of claims for injury, including death, to persons or physical injury to property resulting from the Investigations (hereinafter the “GT Gateway’s The Distributees’ Continuing Indemnification Obligations”); provided, however, GT Gateway the Distributees shall not be obligated to indemnify Highwoods from and against any claims, costs, expenses, and liabilities caused by or arising out of the acts or omissions of Highwoods or Highwoods’ employees, representatives or agents, or from the presence or release of Hazardous Substances (as defined in Section 5(c) herein) not introduced onto the Property by GT Gateway the Distributees or GT Gateway’s the Distributees’ authorized agents and employees or other entities conducting the Investigations. Highwoods shall be entitled to have one or more representatives present to observe the Investigations on the Property. GT Gateway The Distributees shall not be entitled to conduct any environmental Investigations on the Property beyond a Phase I environmental site assessment (i.e. no sampling, drilling, etc.) without first obtaining Highwoods’ prior written consent, which consent may be withheld by Highwoods, in Highwoods’ sole discretion. Notwithstanding any term or provision herein to the contrary, the provisions in this Agreement [including in this Section 4(f)] relating to the Investigations shall apply to all Investigations conducted by the Distributess and GT Gateway’s the Distributees’ authorized agents, employees, consultants, architects, engineers and contractors both prior to the Agreement Date and from and after the Agreement Date. GT Gateway The Distributees will remain responsible and liable to Highwoods for the Continuing Indemnification Obligations and the full amount of actual damages suffered by Highwoods resulting from GT Gateway’s the Distributees’ Investigation after the completion of the Closing hereunder, the termination of this Agreement by GT Gateway the Distributees or Highwoods or a default by GT Gateway the Distributees under this Agreement.