Common use of License to Enter Upon Real Property Clause in Contracts

License to Enter Upon Real Property. Optionor hereby grants to Optionee and its agents and employees a license to enter upon the Eligible Properties until the earlier of the Closing, and termination of this Agreement for the purpose of conducting any inspections, investigations, tests or studies of the Eligible Properties, including soils and environmental tests, and agrees to cooperate with Optionee’s investigation of the Eligible Properties. Optionee agrees (i) that neither Optionee, nor its employees or agents, will permit waste or material damage to any of the Eligible Properties during the course of such investigation, and (ii) to indemnify, protect, defend and hold Optionor, and the applicable Land free and harmless from and against any and all damages, claims, losses, liabilities, costs and expenses arising from such activities of Optionee, its agents and employees, and from all mechanic’s, materialmen’s and other liens resulting from any such conduct. Notwithstanding the foregoing, Optionee shall not be obligated to reimburse Optionor or Underlying Seller for liens, liability, loss or damages resulting from the mere discovery of any existing conditions in, on or under the Land; provided that neither Optionee, nor its employees or agents, negligently or willfully exacerbate the condition. As a condition to Optionee’s entry onto any Eligible Property, Optionee shall provide Optionor with a certificate evidencing the issuance of a policy of commercial general liability insurance covering the liability of Optionee, Optionor and Underlying Seller arising out of any investigative activities of Optionee or Optionee’s agents on the applicable Land. Such policy of insurance shall cover any claims of damages suffered by persons or property resulting from any acts or omissions of Optionee, Optionee’s employees, agents, contractors, suppliers, consultants or other related parties, shall have aggregate liability limits of not less than Two Million Dollars ($2,000,000.00) for bodily injury, personal injury and property damage liability, and shall name Optionor, Underlying Seller and their respective successors and assigns as additional insureds.

License to Enter Upon Real Property. Optionor Optionors hereby grants grant to Optionee and its agents and employees a license to enter upon the Eligible Properties until the earlier of the Closing, and termination of this Agreement for the purpose of conducting any inspections, investigations, tests or studies of the Eligible Properties, including soils and environmental tests, and agrees to cooperate with Optionee’s investigation of the Eligible Properties. Optionee agrees (i) that neither Optionee, nor its employees or agents, will permit waste or material damage to any of the Eligible Properties during the course of such investigation, and (ii) to indemnify, protect, defend and hold OptionorOptionors, and the applicable Land free and harmless from and against any and all damages, claims, losses, liabilities, costs and expenses arising from such activities of Optionee, its agents and employees, and from all mechanic’s, materialmen’s and other liens resulting from any such conduct. Notwithstanding the foregoing, Optionee shall not be obligated to reimburse an Optionor or Underlying Seller for liens, liability, loss or damages resulting from the mere discovery of any existing conditions in, on or under the Land; provided that neither Optionee, nor its employees or agents, negligently or willfully exacerbate the condition. As a condition to Optionee’s entry onto any Eligible Property, Optionee shall provide Optionor Optionors with a certificate evidencing the issuance of a policy of commercial general liability insurance covering the liability of Optionee, the applicable Optionor and Underlying Seller arising out of any investigative activities of Optionee or Optionee’s agents on the applicable Land. Such policy of insurance shall cover any claims of damages suffered by persons or property resulting from any acts or omissions of Optionee, Optionee’s employees, agents, contractors, suppliers, consultants or other related parties, shall have aggregate liability limits of not less than Two Million Dollars ($2,000,000.00) for bodily injury, personal injury and property damage liability, and shall name the applicable Optionor, Underlying Seller and their respective successors and assigns as additional insureds.

License to Enter Upon Real Property. Optionor Seller hereby grants to Optionee Buyer and its agents and employees a license to enter upon the Eligible Properties until Real Property during the earlier of the Closing, and termination term of this Agreement for the purpose of conducting any inspections, investigations, tests or feasibility studies and physical examinations of the Eligible PropertiesReal Property, including soils and environmental tests, and agrees to cooperate with Optioneein Buyer’s investigation of the Eligible PropertiesReal Property. Optionee Buyer shall deliver to Seller not less than one (1) Business Day’s written notice prior to each such entry. Buyer agrees (i) that neither OptioneeBuyer, nor its employees or agents, will permit waste or material damage to any of the Eligible Properties Real Property during the course of such investigation, and (ii) to indemnify, protect, defend and hold Optionor, Seller and the applicable Land Real Property free and harmless from and against any and all damages, claims, losses, liabilities, costs and expenses arising from such activities of OptioneeBuyer, its agents and employees, and from all mechanic’s, materialmen’s and other liens resulting from any such conduct. Notwithstanding Prior to any entry on the foregoingProperty by Buyer before the Close of Escrow, Optionee Buyer shall not be obligated to reimburse Optionor or Underlying Seller for liens, liability, loss or damages resulting from the mere discovery of any existing conditions in, on or under the Land; provided that neither Optionee, nor its employees or agents, negligently or willfully exacerbate the condition. As secure and maintain: (a) a condition to Optionee’s entry onto any Eligible Property, Optionee shall provide Optionor with a certificate evidencing the issuance of a policy of commercial comprehensive general liability insurance covering the liability of Optionee, Optionor and Underlying Seller arising out of any investigative activities of Optionee or Optionee’s agents on the applicable Land. Such policy of insurance shall cover any claims of damages suffered by persons or property resulting from any acts or omissions of Optionee, Optionee’s employees, agents, contractors, suppliers, consultants or other related parties, shall have aggregate liability limits of not less than Two Million Dollars ($2,000,000.00) for bodily injury, personal injury and property damage liabilitypolicy the amount of $2,000,000.00, that will cover the activities of Buyer and its agents and consultants on the Property and shall name OptionorSeller an additional insured thereunder, Underlying Seller and their respective successors (b) workers’ compensation and assigns employer's liability insurance in accordance with the provisions of California law. Such policies shall be endorsed to name Seller, and Seller’s officers, agents and employees as additional insureds, including products and completed operations coverages, primary coverage and auto endorsements, and waiver of subrogation. Prior to Buyer’s first entry on the Real Property, Buyer shall provide to Seller certificates of insurance and endorsements, in a form acceptable to Seller evidencing the insurance required herein. Buyer will repair any damage to the Real Property caused by such tests, surveys, inspections and studies or reimburse Seller for all reasonable expenses incurred by Seller in repairing such damages if Buyer does not promptly repair such damages after written notice of such damages has been delivered by Seller to Buyer. For the avoidance of doubt, Buyer shall have no obligation to repair, remediate or indemnify Seller for any existing condition discovered by Buyer so long as that condition is not exacerbated by Buyer. The foregoing agreement of indemnity, repair and reimbursement shall survive any termination of this Agreement.