Common use of Entry Rights Clause in Contracts

Entry Rights. Between the Effective Date and the Contingency Date (the "Property Approval Period") and thereafter until the Closing unless this Agreement is terminated, Buyer shall continue to have the right to review and investigate the Due Diligence Items, the physical and environmental condition of the Property, the character, quality, value and general utility of the Property, the zoning, land use, environmental and building requirements and restrictions applicable to the Property, the state of title to the Property, and any other factors or matters relevant to Buyer's decision to purchase the Property. Buyer, in Buyer's sole and absolute discretion, may determine whether or not the Property is acceptable to Buyer within the Property Approval Period. Buyer shall provide Seller with at least one (1) business day's prior written notice of its desire to enter upon the Real Property for inspection and/or testing and any such inspections or testing shall be conducted at a time (including weekends to the extent Seller has a representative reasonably available to be present on such weekends) and manner reasonably approved by Seller and to minimize disruption or interference with any occupants of the Property. Seller shall have the right to be present at any such inspections or testings. Prior to conducting any inspections or testing, Buyer or its consultants shall deliver to Seller a certificate of insurance naming Seller as additional insured (on a primary, non-contributing basis) evidencing commercial general liability and property 753659.08/▇▇▇▇▇▇▇▇▇-00001/4-20-16/pjr/pjr -5- Agreement of Purchase and Sale[20333 South Normandie Avenue][Bridge Acquisition, LLC] damage insurance with limits of not less than Two Million Dollars ($2,000,000) in the aggregate for liability coverage (plus Medical Expenses coverage with a limit of not less than Five Thousand and No/100 Dollars ($5,000.00) per incident), and not less than Two Million Dollars ($2,000,000) in the aggregate for property damage. In addition, prior to conducting any inspections or testing, Buyer or its consultants shall also deliver to Seller proof of Worker’s Compensation and Employer’s Liability Insurance with minimum limits of not less than One Million and No/100 Dollars ($1,000,000.00) each accident/employee/disease. Notwithstanding the foregoing, Buyer shall not be permitted to undertake any air or paint sampling or any intrusive or destructive testing of the Property, including, without limitation, a "Phase II" environmental assessment (collectively, the "Intrusive Tests"), without in each instance first obtaining Seller's prior written consent thereto, which consent Seller may give or withhold in Seller's sole and absolute discretion; provided, however, notwithstanding the foregoing approval standard for Intrusive Tests, and notwithstanding that the same may include or otherwise constitute Intrusive Tests, (i) a geotechnical investigation pursuant to the pre-approved scope of work attached hereto as Exhibit F-1 shall be permitted, (ii) a soil vapor survey pursuant to the pre-approved scope of work attached hereto as Exhibit F-2 shall be permitted; (iii) soil sampling pursuant to the pre-approved scope of work attached hereto as Exhibit F-3 shall be permitted, (iv) arsenic and pesticide sampling pursuant to the pre-approved scopes of work attached hereto as Exhibit F-4 and Exhibit F-5 shall be permitted, and (v) a commercially reasonable, Seller-approved survey and assessment of asbestos containing materials, lead-based paint, and similar materials within the Buildings shall be permitted, and Seller's review and approval of a scope of work for any such ACM/LBP survey and assessment shall not be unreasonably withheld, conditioned or delayed; provided, however, it shall be deemed reasonable for Seller to withhold or condition the same to the extent it would present a discernable health or safety risk to Seller or its employees, visitors or guests that cannot be mitigated or addressed in a commercially reasonable manner by precautions undertaken by Buyer or its consultants. Buyer shall restore the Property to its original condition immediately after any and all testing and inspections conducted by or on behalf of Buyer. Buyer hereby indemnifies and holds Seller, the Seller Group (as defined below), and the Property harmless from any and all costs, loss, damages or expenses of any kind or nature arising out of or resulting from any entry and/or activities upon the Property by Buyer and/or Buyer's agents, employees, contractors or consultants; provided, however, such indemnification obligation shall not be applicable to the extent of Buyer's mere discovery of any pre‑existing adverse physical condition at the Property. Buyer's indemnification obligations under this section shall survive the Close of Escrow or any termination of this Agreement.

Entry Rights. Between the Effective Date and the Contingency Date (the "Property Approval Period") and thereafter until the Closing unless this Agreement is terminated, Buyer shall continue to have the right to review and investigate the Due Diligence Items, the physical and environmental condition of the Property, the character, quality, value and general utility of the Property, the zoning, land use, environmental and building requirements and restrictions applicable to the Property, the state of title to the Property, and any other factors or matters relevant to Buyer's decision to purchase the Property. Buyer, in Buyer's sole and absolute discretion, may determine whether or not the Property is acceptable to Buyer within the Property Approval Period. Buyer shall provide Seller with at least one (1) business day's prior written notice of its desire to enter upon the Real Property for inspection and/or testing and any such inspections or testing shall be conducted at a time (including weekends to the extent Seller has a representative reasonably available to be present on such weekends) and manner reasonably approved by Seller and to minimize disruption or interference with any occupants of the Property. Seller shall have the right to be present at any such inspections or testings. Prior to conducting any inspections or testing, Buyer or its consultants shall deliver to Seller a certificate of insurance naming Seller as additional insured (on a primary, non-contributing basis) evidencing commercial general liability and property 753659.08/▇▇▇▇▇▇▇▇▇-00001/4753659.08/WLA 374981-00001/4-20-16/pjr/pjr -5- Agreement of Purchase and Sale[20333 Sale [20333 South Normandie Avenue][Bridge Avenue] [Bridge Acquisition, LLC] damage insurance with limits of not less than Two Million Dollars ($2,000,000) in the aggregate for liability coverage (plus Medical Expenses coverage with a limit of not less than Five Thousand and No/100 Dollars ($5,000.00) per incident), and not less than Two Million Dollars ($2,000,000) in the aggregate for property damage. In addition, prior to conducting any inspections or testing, Buyer or its consultants shall also deliver to Seller proof of Worker’s Compensation and Employer’s Liability Insurance with minimum limits of not less than One Million and No/100 Dollars ($1,000,000.00) each accident/employee/disease. Notwithstanding the foregoing, Buyer shall not be permitted to undertake any air or paint sampling or any intrusive or destructive testing of the Property, including, without limitation, a "Phase II" environmental assessment (collectively, the "Intrusive Tests"), without in each instance first obtaining Seller's prior written consent thereto, which consent Seller may give or withhold in Seller's sole and absolute discretion; provided, however, notwithstanding the foregoing approval standard for Intrusive Tests, and notwithstanding that the same may include or otherwise constitute Intrusive Tests, (i) a geotechnical investigation pursuant to the pre-approved scope of work attached hereto as Exhibit F-1 shall be permitted, (ii) a soil vapor survey pursuant to the pre-approved scope of work attached hereto as Exhibit F-2 shall be permitted; (iii) soil sampling pursuant to the pre-approved scope of work attached hereto as Exhibit F-3 shall be permitted, (iv) arsenic and pesticide sampling pursuant to the pre-approved scopes of work attached hereto as Exhibit F-4 and Exhibit F-5 shall be permitted, and (v) a commercially reasonable, Seller-approved survey and assessment of asbestos containing materials, lead-based paint, and similar materials within the Buildings shall be permitted, and Seller's review and approval of a scope of work for any such ACM/LBP survey and assessment shall not be unreasonably withheld, conditioned or delayed; provided, however, it shall be deemed reasonable for Seller to withhold or condition the same to the extent it would present a discernable health or safety risk to Seller or its employees, visitors or guests that cannot be mitigated or addressed in a commercially reasonable manner by precautions undertaken by Buyer or its consultants. Buyer shall restore the Property to its original condition immediately after any and all testing and inspections conducted by or on behalf of Buyer. Buyer hereby indemnifies and holds Seller, the Seller Group (as defined below), and the Property harmless from any and all costs, loss, damages or expenses of any kind or nature arising out of or resulting from any entry and/or activities upon the Property by Buyer and/or Buyer's agents, employees, contractors or consultants; provided, however, such indemnification obligation shall not be applicable to the extent of Buyer's mere discovery of any pre‑existing adverse physical condition at the Property. Buyer's indemnification obligations under this section shall survive the Close of Escrow or any termination of this Agreement.]

Entry Rights. Between Subject to the Effective Date and rights of the Contingency Date (tenants under the "Property Approval Period") and thereafter until leases at the Closing unless this Agreement is terminatedProperty, Buyer shall continue to have the right to review and investigate the Due Diligence Items, the physical and environmental condition of the Property, the character, quality, value and general utility of the Property, the zoning, land use, environmental and building requirements and restrictions applicable to the Property, the state of title to the Property, and any other factors or matters relevant to Buyer's ’s decision to purchase the Property. Buyer, in Buyer's sole and absolute discretion, may determine whether or not the Property is acceptable to Buyer within the Property Approval Period. Buyer shall provide Seller with at least one (1) business day's ’s prior written email notice or telephone notice with a confirmation email [***] of its desire to enter upon the Real Property for inspection and/or testing and any such inspections or testing shall be conducted at a time (including weekends to the extent Seller has a representative reasonably available to be present on such weekends) and manner reasonably approved by Seller and to minimize disruption or interference with any occupants of the Propertytenants. Seller shall have the right to be present at any such inspections or testings. Prior to conducting any inspections or testing, Buyer or its consultants shall deliver to Seller a certificate of insurance naming Seller as additional insured (on a primary, non-contributing basis) evidencing commercial general liability and property 753659.08/▇▇▇▇▇▇▇▇▇-00001/4-20-16/pjr/pjr -5- Agreement of Purchase and Sale[20333 South Normandie Avenue][Bridge Acquisitiondamage insurance, LLC] damage insurance issued by a carrier which is licensed or authorized to do business in California, with limits of not less than Two Million Dollars ($2,000,000) in the aggregate for liability coverage (plus Medical Expenses coverage with a limit of not less than Five Thousand and No/100 Dollars ($5,000.00) per incident)coverage, and not less than Two Million Dollars ($2,000,000) in the aggregate for property damage. In addition, prior to conducting any inspections or testing, Buyer or its consultants shall also deliver to Seller proof of Worker’s Compensation and Employer’s Liability Insurance with minimum limits of not less than One Million and No/100 Dollars ($1,000,000.00) each accident/employee/disease. Notwithstanding the foregoing, Buyer shall not be permitted to undertake any air or paint sampling or any intrusive or destructive testing of the Property, including, without limitation, a "“Phase II" ” environmental assessment (collectively, the "“Intrusive Tests"”), without in each instance first obtaining Seller's ’s prior written consent thereto, which consent Seller may give or withhold be withheld in Seller's ’s sole and absolute discretion; provided, however, notwithstanding the foregoing approval standard for Intrusive Tests, and notwithstanding that the same may include or otherwise constitute Intrusive Tests, (i) a geotechnical investigation pursuant . If Seller fails to the pre-approved scope advise Buyer of work attached hereto as Exhibit F-1 shall be permitted, (ii) a soil vapor survey pursuant to the pre-approved scope of work attached hereto as Exhibit F-2 shall be permitted; (iii) soil sampling pursuant to the pre-approved scope of work attached hereto as Exhibit F-3 shall be permitted, (iv) arsenic and pesticide sampling pursuant to the pre-approved scopes of work attached hereto as Exhibit F-4 and Exhibit F-5 shall be permitted, and (v) a commercially reasonable, Seller-approved survey and assessment of asbestos containing materials, lead-based paint, and similar materials within the Buildings shall be permitted, and Seller's review and its approval of a scope of work for any proposed Intrusive Tests within two (2) business days after request, such ACM/LBP survey and assessment shall not be unreasonably withheld, conditioned or delayed; provided, however, it failure shall be deemed reasonable for Seller to withhold or condition the same to the extent it would present a discernable health or safety risk to Seller or its employees, visitors or guests that cannot be mitigated or addressed in a commercially reasonable manner by precautions undertaken by Buyer or its consultantsSeller’s disapproval thereof. Buyer shall restore the Property to its original condition immediately after Promptly following any and all testing and inspections conducted by or on behalf of Buyer, Buyer shall restore the Property to substantially its condition prior to such tests and inspections. Buyer hereby indemnifies agrees to indemnify, defend and holds Seller, the hold Seller Group (as defined below), and the Property “Seller Group” (defined in Section 10.1.2, below) harmless from any and all costs, loss, damages or expenses of any kind or nature arising out of or resulting from any entry and/or activities upon the Property by Buyer and/or Buyer's ’s agents, employees, contractors or consultants; provided, however, such indemnification obligation shall not be applicable (i) to the extent of Buyer's ’s mere discovery of any pre‑existing pre-existing adverse physical condition at the Property or (ii) with respect to any such liability arising due to the gross negligence or willful misconduct of Seller or the Seller Group. Notwithstanding anything to the contrary in this Agreement, Buyer shall not be relieved of its obligation to indemnify, defend and hold harmless Seller in the event that, and to the extent that, any pre-existing condition is aggravated by Buyer and/or Buyer’s representatives in connection with any inspection of the Property. Buyer's indemnification obligations under this section Seller acknowledges Buyer may desire to discuss or otherwise inquire about matters related to the Property with various governmental entities, the tenants of the Property and utilities and other third parties (such third parties are, collectively, the “Third Parties”). Upon at least one (1) business day’s prior email notice or telephone notice with a confirmation [***], Buyer shall survive be permitted to contact any Third Parties to discuss such matters so long as Seller is given the Close of Escrow or opportunity to be present at any termination of this Agreementsuch discussions; provided, however, that Buyer shall have the right without notice to Seller to contact governmental entities to perform normal and customary inquiries regarding zoning and code compliance.

Entry Rights. Between the Effective Date and the Contingency Date (the "“Property Approval Period") and thereafter until ”), subject to the Closing unless this Agreement is terminatedrights of tenants under the Leases, Buyer shall continue to have the right to review and investigate the Due Diligence Items, the physical and environmental condition of the Property, the character, quality, value and general utility of the Property, the zoning, land use, environmental and building requirements and restrictions applicable to the Property, the state of title to the Property, and any other factors or matters relevant to Buyer's ’s decision to purchase the Property. Buyer, in Buyer's ▇▇▇▇▇’s sole and absolute discretion, may determine whether or not the Property is acceptable to Buyer within the Property Approval Period. Buyer shall provide Seller with at least one two (12) business day's days’ prior written email notice or telephone notice with a confirmation email (to ▇▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ at ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ or (▇▇▇) ▇▇▇-▇▇▇▇) of its desire to enter upon the Real Property for inspection and/or testing and any such inspections or testing shall be conducted at a time (including weekends to the extent Seller has a representative reasonably available to be present on such weekends) and manner reasonably approved by Seller and to minimize disruption or interference with any occupants of the Propertytenants. Seller shall have the right to be present at any such inspections or testings. Prior to conducting any inspections or testing, Buyer or its consultants shall deliver to Seller a certificate of insurance naming Seller as additional insured (on a primary, non-contributing basis) evidencing commercial general liability and property 753659.08/▇▇▇▇▇▇▇▇▇-00001/4-20-16/pjr/pjr -5- Agreement of Purchase and Sale[20333 South Normandie Avenue][Bridge Acquisition, LLC] damage insurance with limits of not less than Two Million Dollars ($2,000,000) in the aggregate for liability coverage (plus Medical Expenses coverage with a limit of not less than Five Thousand and No/100 Dollars ($5,000.00) per incident)coverage, and not less than Two Million Dollars ($2,000,000) in the aggregate for property damage. In addition, prior to conducting any inspections or testing, Buyer or its consultants shall also deliver to Seller proof of (i) statutory Worker’s Compensation and (ii) Employer’s Liability Insurance with minimum limits of not less than One Million and No/100 Dollars ($1,000,000.00) each accident/employee/disease. Notwithstanding the foregoing, Buyer shall not be permitted to undertake any air or paint sampling or any intrusive or destructive testing of the Property, including, without limitation, a "“Phase II" ” environmental assessment (collectively, the "“Intrusive Tests"”), without in each instance first obtaining Seller's ’s prior written consent thereto, which consent Seller may give or withhold in Seller's ’s sole and absolute discretion; provided, however, notwithstanding the foregoing approval standard for Intrusive Tests, and notwithstanding that the same may include or otherwise constitute Intrusive Tests, (i) a geotechnical investigation pursuant . If Seller fails to the pre-approved scope advise Buyer of work attached hereto as Exhibit F-1 shall be permitted, (ii) a soil vapor survey pursuant to the pre-approved scope of work attached hereto as Exhibit F-2 shall be permitted; (iii) soil sampling pursuant to the pre-approved scope of work attached hereto as Exhibit F-3 shall be permitted, (iv) arsenic and pesticide sampling pursuant to the pre-approved scopes of work attached hereto as Exhibit F-4 and Exhibit F-5 shall be permitted, and (v) a commercially reasonable, Seller-approved survey and assessment of asbestos containing materials, lead-based paint, and similar materials within the Buildings shall be permitted, and Seller's review and its approval of a scope of work for any proposed Intrusive Tests within such ACM/LBP survey and assessment shall not be unreasonably withheldtwo (2) business day period, conditioned or delayed; provided, however, it such failure shall be deemed reasonable for Seller to withhold or condition the same to the extent it would present a discernable health or safety risk to Seller or its employees, visitors or guests that cannot be mitigated or addressed in a commercially reasonable manner by precautions undertaken by Buyer or its consultantsSeller’s disapproval thereof. Buyer shall restore the Property to its original condition immediately after any and all testing and inspections conducted by or on behalf of Buyer. Buyer hereby indemnifies agrees to indemnify, defend and holds Seller, hold the Seller Group (as defined below), and the Property harmless from any and all costs, loss, damages or expenses of any kind or nature arising out of or resulting from any entry and/or activities upon the Property by Buyer and/or Buyer's ’s agents, employees, contractors or consultants; provided, however, such indemnification obligation Buyer shall not be applicable have any liability or obligation to indemnify, defend, or hold the extent Seller Group or Property harmless with respect to (a) any negligence or willful misconduct of Buyer's any member of the Seller Group; (b) the mere discovery of any pre‑existing adverse physical condition at or defect on or affecting the Property not caused by Buyer or its employees, agents, consultants, or contractors during their inspections including, without limitation, the pre-existing presence or discovery of any matter (such as, but not limited to, any Hazardous Substance (as defined below)), except to the extent that any such condition, defect, or matter is exacerbated or aggravated by Buyer or such other Buyer parties; (c) the results or findings of any inspection; or (d) Buyer’s election to terminate this Agreement pursuant to Section 4.1.4 below as a result of any inspection pursuant to this Agreement. Notwithstanding anything to the contrary in this Agreement, Buyer shall not be relieved of its obligation to indemnify, defend and hold harmless Seller in the event that any pre-existing condition is aggravated by Buyer and/or Buyer’s representatives in connection with any inspection of the Property. Buyer's ’s indemnification obligations under this section shall survive the Close of Escrow or any termination of this Agreement. ▇▇▇▇▇ agrees that the provisions of this Section 4.1.2 shall supersede any prior access agreements between Buyer (or its affiliate) and Seller, as of the date of this Agreement.

Entry Rights. Between Subject to the Effective Date and rights of the Contingency Date (tenants under the "Property Approval Period") and thereafter until leases at the Closing unless this Agreement is terminatedProperty, Buyer shall continue to have the right to review and investigate the Due Diligence Items, the physical and environmental condition of the Property, the character, quality, value and general utility of the Property, the zoning, land use, environmental and building requirements and restrictions applicable to the Property, the state of title to the Property, and any other factors or matters relevant to Buyer's ’s decision to purchase the Property. Buyer, in Buyer's sole and absolute discretion, may determine whether or not the Property is acceptable to Buyer within the Property Approval Period. Buyer shall provide Seller with at least one (1) business day's ’s prior written email notice or telephone notice with a confirmation email [***] of its desire to enter upon the Real Property for inspection and/or testing and any such inspections or testing shall be conducted at a time (including weekends to the extent Seller has a representative reasonably available to be present on such weekends) and manner reasonably approved by Seller and to minimize disruption or interference with any occupants of the Propertytenants. Seller shall have the right to be present at any such inspections or testings. Prior to conducting any inspections or testing, Buyer or its consultants shall deliver to Seller a certificate of insurance naming Seller as additional insured (on a primary, non-contributing basis) evidencing commercial general liability and property 753659.08/▇▇▇▇▇▇▇▇▇-00001/4-20-16/pjr/pjr -5- Agreement of Purchase and Sale[20333 South Normandie Avenue][Bridge Acquisitiondamage insurance, LLC] damage insurance issued by a carrier which is licensed or authorized to do business in California, with limits of not less than Two Million Dollars ($2,000,000) in the aggregate for liability coverage (plus Medical Expenses coverage with a limit of not less than Five Thousand and No/100 Dollars ($5,000.00) per incident)coverage, and not less than Two Million Dollars ($2,000,000) in the aggregate for property damage. In addition, prior to conducting any inspections or testing, Buyer or its consultants shall also deliver to Seller proof of Worker’s Compensation and Employer’s Liability Insurance with minimum limits of not less than One Million and No/100 Dollars ($1,000,000.00) each accident/employee/disease. Notwithstanding the foregoing, Buyer shall not be permitted to undertake any air or paint sampling or any intrusive or destructive testing of the Property, including, without limitation, a "“Phase II" ” environmental assessment (collectively, the "“Intrusive Tests"”), without in each instance first obtaining Seller's ’s prior written consent thereto, which consent Seller may give or withhold be withheld in Seller's ’s sole and absolute discretion; provided, however, notwithstanding the foregoing approval standard for Intrusive Tests, and notwithstanding that the same may include or otherwise constitute Intrusive Tests, (i) a geotechnical investigation pursuant . If Seller fails to the pre-approved scope advise Buyer of work attached hereto as Exhibit F-1 shall be permitted, (ii) a soil vapor survey pursuant to the pre-approved scope of work attached hereto as Exhibit F-2 shall be permitted; (iii) soil sampling pursuant to the pre-approved scope of work attached hereto as Exhibit F-3 shall be permitted, (iv) arsenic and pesticide sampling pursuant to the pre-approved scopes of work attached hereto as Exhibit F-4 and Exhibit F-5 shall be permitted, and (v) a commercially reasonable, Seller-approved survey and assessment of asbestos containing materials, lead-based paint, and similar materials within the Buildings shall be permitted, and Seller's review and its approval of a scope of work for any proposed Intrusive Tests within two (2) business days after request, such ACM/LBP survey and assessment shall not be unreasonably withheld, conditioned or delayed; provided, however, it failure shall be deemed reasonable for Seller to withhold or condition the same to the extent it would present a discernable health or safety risk to Seller or its employees, visitors or guests that cannot be mitigated or addressed in a commercially reasonable manner by precautions undertaken by Buyer or its consultantsSeller’s disapproval thereof. Buyer shall restore the Property to its original condition immediately after Promptly following any and all testing and inspections conducted by or on behalf of Buyer, Buyer shall restore the Property to substantially its condition prior to such tests and inspections. Buyer hereby indemnifies agrees to indemnify, defend and holds Seller, the hold Seller Group (as defined below), and the Property “Seller Group” (defined in Section 10.1.2, below) harmless from any and all costs, loss, damages or expenses of any kind or nature arising out of or resulting from any entry and/or activities upon the Property by Buyer and/or Buyer's ’s agents, employees, contractors or consultants; provided, however, such indemnification obligation shall not be applicable (i) to the extent of Buyer's ’s mere discovery of any pre‑existing pre-existing adverse physical condition at the Property or (ii) with respect to any such liability arising due to the gross negligence or willful misconduct of Seller or the Seller Group. Notwithstanding anything to the contrary in this Agreement, Buyer shall not be relieved of its obligation to indemnify, defend and hold harmless Seller in the event that, and to the extent that, any pre-existing condition is aggravated by Buyer and/or Buyer’s representatives in connection with any inspection of the Property. Buyer's indemnification obligations under this section Seller acknowledges Buyer may desire to discuss or otherwise inquire about matters related to the Property with various governmental entities, the tenants of the Property and utilities and other third parties (such third parties are, collectively, the “Third Parties”). Upon at least one (1) business day’s prior email notice or telephone notice with a confirmation email [***], Buyer shall survive be permitted to contact any Third Parties to discuss such matters so long as Seller is given the Close of Escrow or opportunity to be present at any termination of this Agreementsuch discussions; provided, however, that Buyer shall have the right without notice to Seller to contact governmental entities to perform normal and customary inquiries regarding zoning and code compliance.

Entry Rights. Between the Effective Date and the Contingency Date (the "“Property Approval Period"”) and thereafter until during the Closing unless pendency of this Agreement is terminatedAgreement, subject to the rights of tenants under the Leases, Buyer shall continue to have the right to review and investigate the Due Diligence Items, the physical and environmental condition of the Property, the character, quality, value and general utility of the Property, the zoning, land use, environmental and building requirements and restrictions applicable to the Property, the state of title to the Property, and any other factors or matters relevant to Buyer's ’s decision to purchase the Property. Buyer, in Buyer's ’s sole and absolute discretion, may determine whether or not the Property is acceptable to Buyer within the Property Approval PeriodPeriod and whether Buyer can secure appropriate financing thereon. Buyer shall provide Seller with at least one two (12) business day's days’ prior written email notice or telephone notice with a confirmation email of its desire to enter upon the Real Property for inspection and/or testing and any such inspections or testing shall be conducted at a time (including weekends to the extent Seller has a representative reasonably available to be present on such weekends) and manner reasonably approved by Seller and to minimize disruption or interference with any occupants of the Propertytenants. Seller shall have the right to be present at any such inspections or testings. Prior to conducting any inspections or testing, Buyer or its consultants shall deliver to Seller a certificate of insurance naming Seller as additional insured (on a primary, non-contributing basis) evidencing commercial general liability and property 753659.08/▇▇▇▇▇▇▇▇▇-00001/4-20-16/pjr/pjr -5- Agreement of Purchase and Sale[20333 South Normandie Avenue][Bridge Acquisition, LLC] damage insurance with limits of not less than Two Million Dollars ($2,000,000) in the aggregate for liability coverage (plus Medical Expenses coverage with a limit of not less than Five Thousand and No/100 Dollars ($5,000.00) per incident), and not less than Two Million Dollars ($2,000,000) in the aggregate for property damage. In addition, prior to conducting any inspections or testing, Buyer or its consultants shall also deliver to Seller proof of (i) statutory Worker’s Compensation and (ii) Employer’s Liability Insurance with minimum limits of not less than One Million and No/100 Dollars ($1,000,000.00) each accident/employee/disease. Notwithstanding the foregoing, Buyer shall not be permitted to undertake any air or paint sampling or any intrusive or destructive testing of the Property, including, without limitation, a "“Phase II" ” environmental assessment (collectively, the "“Intrusive Tests"”), without in each instance first obtaining Seller's ’s prior written consent thereto, which consent Seller may give or withhold in Seller's ’s sole and absolute discretion; provided, however, notwithstanding that if any “Phase I” environmental assessment identifies a recognized environmental condition or the foregoing approval standard potential for Intrusive Testssoil contamination and recommends further testing, Seller’s consent to a Phase II environmental assessment, the consultant performing such assessment, and notwithstanding that the same may include or otherwise constitute Intrusive Tests, (i) a geotechnical investigation pursuant to the pre-approved corresponding scope of work attached hereto as Exhibit F-1 shall be permittedrelating to such recommendation, (ii) a soil vapor survey pursuant to the pre-approved scope of work attached hereto as Exhibit F-2 shall be permitted; (iii) soil sampling pursuant to the pre-approved scope of work attached hereto as Exhibit F-3 shall be permitted, (iv) arsenic and pesticide sampling pursuant to the pre-approved scopes of work attached hereto as Exhibit F-4 and Exhibit F-5 shall be permitted, and (v) a commercially reasonable, Seller-approved survey and assessment of asbestos containing materials, lead-based paint, and similar materials within the Buildings shall be permitted, and Seller's review and approval of a scope of work for any such ACM/LBP survey and assessment shall may not be unreasonably withheld, conditioned or delayed; provided. If Seller fails to advise Buyer of its approval of any proposed Intrusive Tests within such two (2) business day period, however, it such failure shall be deemed reasonable for Seller to withhold or condition the same to the extent it would present a discernable health or safety risk to Seller or its employees, visitors or guests that cannot be mitigated or addressed in a commercially reasonable manner by precautions undertaken by Buyer or its consultantsSeller’s disapproval thereof. Buyer shall restore the Property to substantially its original condition condition, ordinary wear and tear and casualty excepted, immediately after any and all testing and inspections conducted by or on behalf of Buyer. Buyer hereby indemnifies agrees to indemnify, defend and holds Seller, hold the Seller Group (as defined below), and the Property harmless from any and all costs, loss, damages or expenses of any kind or nature arising out of or resulting from any entry and/or activities upon the Property by Buyer and/or Buyer's ’s agents, employees, contractors or consultants; provided, however, such indemnification obligation shall not be applicable to the extent of (i) Buyer's ’s mere discovery of any pre‑existing pre-existing adverse physical condition at the Property, (ii) any such costs, loss, damages or expenses to extent arising out of the negligence or willful misconduct of Seller or any other member of the Seller Group, or (iii) any consequential, punitive, or specials damages. Notwithstanding anything to the contrary in this Agreement, Buyer shall not be relieved of its obligation to indemnify, defend and hold harmless Seller in the event that any pre-existing condition is aggravated by Buyer and/or Buyer’s representatives in connection with any inspection of the Property; provided, however, that such obligation of Buyer shall be limited to the extent of Buyer’s aggravation of the pre-existing condition. Buyer's ’s indemnification obligations under this section shall survive the Close of Escrow or any termination of this Agreement. Buyer agrees that the provisions of this Section 4.1.2 shall supersede any prior access agreements between Buyer (or its affiliate) and Seller, as of the date of this Agreement.