Laserfiche WebLink
matters, real property title matters, and the like, as applicable. <br />B.Due Diligence Period. Buyer shall have a period of sixty (60) days following the <br />Contract Date to complete its examination of the Property in accordance with this Section 4 (the <br />“Due Diligence Period”). <br />C.Authorizations During Due Diligence Period. During the Due Diligence Period, <br />Seller authorizes Buyer, upon Buyer providing Seller with evidence that Buyer has general liability <br />insurance reasonably acceptable to Seller, in the amount of at least One Million Dollars <br />($1,000,000), naming Seller as an additional insured and covering the activities, acts, and <br />omissions of Buyer and its representatives at the Property, to <br />(i)enter upon the Property or to cause agents to enter upon the Property for <br />purposes of examination; provided, that Buyer may not take any action upon the Property <br />which reduces the value thereof and Buyer may not conduct any invasive testing at the <br />Property without Seller’s express prior written consent; further provided, that if the <br />transaction contemplated herein is not consummated, Buyer shall promptly restore the <br />Property to its condition prior to entry, and agrees to defend, indemnify and hold Seller <br />harmless, before and after the Closing Date whether or not a closing occurs and regardless <br />of any cancellations or termination of this Agreement, from any liability to any third party, <br />loss or expense incurred by Seller, including without limitation, reasonable attorney fees and <br />costs arising from acts or omissions of Buyer or Buyer’s agents or representatives; and <br />(ii)file any application with any federal, state, county, municipal or regional <br />agency relating to the Property for the purpose of obtaining any approval necessary for <br />Buyer’s anticipated use of the Property. If Seller’s written consent to or signature upon any <br />such application is required by any such agency for consideration or acceptance of any such <br />application Buyer may request from Seller such consent or signature, which Seller shall not <br />unreasonably withhold. Notwithstanding the foregoing, any zoning commitments or other <br />commitments that would further restrict the future use or development of the Property, <br />beyond the restrictions in place as a result of the current zoning of the Property, shall be <br />subject to Seller’s prior review and written approval. <br />D.Environmental Site Assessment. Buyer may, at Buyer’s sole expense, obtain a <br />Phase I environmental site assessment of the Property pursuant to and limited by the authorizations <br />stated in this Section 4. <br />E.Termination of Agreement. If at any time within the Due Diligence Period Buyer <br />determines, in its sole discretion, not to proceed with the purchase of the Property, Buyer may <br />terminate this Agreement by written notice to Seller’s Representative. <br />5.SELLER’S DOCUMENTS <br />Upon Buyer’s request, Seller will provide Buyer a copy of all known environmental inspection, <br />engineering, title, and survey reports and documents in Seller’s possession relating to the Property. <br />In the event the Closing does not occur, Buyer will immediately return all such reports and <br />documents to Seller’s Representative with or without a written request by Seller.