Res 2006-014 - Laserfiche WebLink

Home Browse Search

I I I ARTICLE 6 Insoection and Audit Section 6.1 Scooe of Insoection. The Seller agrees that prior to Closing, the Purchaser, personally or through independent contractors or his authorized agents or representatives, shall be entitled to enter upon the Property at all reasonable times and to conduct such inspections, tests and audits thereon as Purchaser may desire. Further, in the event Purchaser refuses or is unable to close under this Contract, for any reason whatsoever, copies of any and all studies or tests, including, but without limitatio~ soil tests, topographical information, engineering, environmental and economic feasibility studies or other similar preliminary work, shall immediately be delivered to Seller without any representation or warranty of Purchaser and subject to the rights of third parties therein, at no cost to Seller. Section 6.2 INDEMNITY. PURCHASER HEREBY INDEMNIFIES AND HOLDS SELLER HARMLESS FROM AND AGAINST ANY PHYSICAL INJURY TO ANY PERSON OR PHYSICAL DAMAGE TO ANY REAL OR PERSONAL PROPERTY AS A DIRECT RESULT OF PURCHASER'S INSPECTIONS OF THE PROPERTY UNDERTAKEN PURSUANT TO THIS CONTRACT, INCLUDING WITHOUT LIMITATION (I) ANY AND ALL REASONABLE ATTORNEYS' FEES INCURRED BY SELLER AS A RESULT OF A CLAIM RELA TlNG TO SUCH MATTERS OR (TI) ANY MECHANICS' OR MATERIALMEN'S LIENS IMPOSED AGAINST ALL OR ANY PORTION OF THE PROPERTY BY A PARTY CLAIMING TO BE PERFORMING AN INSPECTION OR AUDIT ON PURCHASER'S BEHALF DURING THE TERM OF THIS CONTRACT. ARTICLE 7 Condemnation Prior to Closin2 Section 7.1 Condemnation. In the event of a taking by condemnation or similar proceedings or actions of less than five percent (5%) of the Property in area, this Contract shall not terminate, but shall remain in full force and effect, and Seller shall assign or pay to Purchaser at Closing Seller's interest in and to any condemnation awards or proceeds from any such proceedings or actions in lieu thereof. In the event of a taking by condemnation or similar proceedings or actions of all of the Property, or five percent (5%) or more of the Property in area, Purchaser shall have the option to terminate this Contract upon written notice to Seller within ten (lO) days of Purchaser's receipt of written notice of such condemnation, in which event the Earnest Money shall be promptly refunded by the Title Company to Purchaser, and neither Purchaser nor Seller shall have any further rights or obligations hereunder except with respect to the indemnities provided in Section 6.2. and Section 9.2. If Purchaser does not exercise its option to so tenninate this Contract, then the Contract shall remain in full force and effect and Seller shall assign or pay to Purchaser at Closing Seller's interest in and to any and all condemnation awards or proceeds from any such proceedings or actions in lieu thereof up to but not exceeding the Purchase Price. -9-