Right to Enter and Inspect the Property. From time to time prior to the Closing, Buyer may enter the Property with Buyer’s representatives, contractors, and agents to examine the Property, conduct soil tests, environmental studies, engineering feasibility studies, and other tests and studies, and to plan the proposed development of the Property; provided, however, Buyer shall restore, to Seller’s satisfaction, any damage it causes to the Property to a condition equal to or better than the condition prior to causing such damage. Any entry upon the Property and all examinations and investigations shall be at the sole risk and expense of Buyer. Buyer shall indemnify, defend and hold Seller harmless from and against any and all claims, demands, causes of action, losses, damages, liabilities, costs and expenses (including without limitation, attorneys’ fees and disbursements), suffered or incurred by Seller that arises out of or in connection with any entry upon the Property or investigations or other activities conducted thereon by Buyer or Buyer’s representatives, or any liens or encumbrances filed or recorded against the Property as a consequence of the investigations or any and all other activities undertaken by Buyer or Buyer’s representatives. Notwithstanding anything in this Agreement to the contrary, the representations and indemnities set forth herein shall survive any termination of this Agreement.
Appears in 1 contract
Sources: Purchase and Sale Agreement
Right to Enter and Inspect the Property. From time to time prior to the Closing, Buyer may enter the Property with Buyer’s representatives, contractors, and agents to examine the Property, conduct soil tests, environmental studies, engineering feasibility studies, and other tests and studies, and to plan the proposed development of the Property; provided, however, Buyer shall restore, to Seller’s satisfaction, any damage it causes to the Property to a condition equal to or better than the condition prior to causing such damage. Any entry upon the Property and all examinations and investigations shall be at the sole risk and expense of Buyer. Buyer shall indemnify, defend and hold Seller, its elected officials, employees, volunteers, and representatives (collectively, including Seller, “Seller Indemnified Parties”) harmless from and against any and all claims, demands, causes of action, losses, damages, liabilities, costs and expenses (including without limitation, attorneys’ fees and disbursements), suffered or incurred by the Seller Indemnified Parties that arises arise out of or in connection with any entry upon the Property or investigations or other activities conducted thereon by Buyer or Buyer’s representatives, or any liens or encumbrances filed or recorded against the Property as a consequence of the investigations or any and all other activities undertaken by Buyer or Buyer’s representatives. Notwithstanding anything in this Agreement to the contrary, the representations and indemnities set forth herein shall survive any termination of this Agreement.
Appears in 1 contract
Sources: Purchase and Sale Agreement
Right to Enter and Inspect the Property. From time to time prior to the Closing, Buyer may enter the Property with Buyer’s representatives, contractors, and agents to examine the Property, conduct soil tests, environmental studies, engineering feasibility studies, and other tests and studies, and to plan the proposed development of the Property; provided, however, Buyer shall restore, restore to Seller’s satisfaction, any damage it causes to the Property to a condition equal to or better than the condition prior to causing such damage. Any entry upon the Property and all examinations and investigations shall be at the sole risk and expense of Buyer. Buyer shall indemnify, defend and hold Seller, its elected officials, employees, volunteers, agents and representatives (collectively, including Seller, “Seller Indemnified Parties”) harmless from and against any and all claims, demands, causes of action, losses, damages, liabilities, costs and expenses (including without limitation, attorneys’ fees and disbursements), suffered or incurred by the Seller Indemnified Parties that arises arise out of or in connection with with: (i) any entry upon the Property or investigations or other activities conducted thereon by Buyer or Buyer’s employees, representatives, contractors, or agents; (ii) any liens or encumbrances filed or recorded against the Property as a consequence of the investigations Buyer’s investigations; or (iii) any and all other activities undertaken by Buyer or Buyer’s employees, representatives, contractors, or agents related to the Property. Notwithstanding anything in this Agreement to the contrary, the representations and indemnities set forth herein shall survive any termination of this Agreement.Agreement.
Appears in 1 contract
Sources: Purchase and Sale Agreement