Common use of Inspection Period Clause in Contracts

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests, but excluding any loss, property damage, bodily injury, cost or expense to the extent (i) caused by any act or omission of Seller or its agents, or (ii) relating to any matter that is merely discovered by Buyer or any of Buyer’s agents. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement, but shall not apply to pre-existing conditions and matters merely discovered by Buyer or such third parties. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer 5.1.1 Purchaser shall have a period of time commencing on the Effective Date and expiring at 5:00 p.m E.D.T. on the forty-fifth (45th) day thereafter ("Inspection Period") within which to examine the Property. During the Inspection Period, Seller shall allow Purchaser and Purchaser's agents access to the Property during normal business hours to (i) conduct physical inspections of the land, improvements and personalty, and conduct soil and engineering, hazardous waste (including asbestos and formaldehyde), marketing, zoning and other studies or tests and (ii) review and/or photocopy at property manager's office during normal business hours, all books and records, currently effective Tenant Leases, lease amendments, improvement agreements, and any other currently effective agreements relating to the use or occupancy of the Property, which documents Seller's property manager will make available to Purchaser for this purpose. Notwithstanding the foregoing, (a) the costs and expenses of Purchaser's investigation shall be borne solely by Purchaser, (b) prior to the expiration of the Inspection Period, Purchaser shall restore any damage to the Property caused by Purchaser or its authorized agents to the condition which existed prior to Purchaser's entry thereon and representatives investigation thereof, (c) Purchaser shall not unreasonably interfere with, interrupt or disrupt the operation of Seller's business on the Property, and such access by Purchaser and/or its agents shall be subject to the rights of Tenants under Tenant Leases, (d) Purchaser shall not permit any mechanic's or materialman's liens or any other liens to attach to the Property by reason of the performance of any work or the purchase of any materials by Purchaser or its agents in connection with any studies or tests conducted pursuant to this SECTION 5.1, (e) Purchaser shall have the right to enter upon vacant units (and, with the Land and Improvements (including all consent of the apartment respective tenants, leased units), but subject provided that Purchaser shall give notice to Seller forty-eight (48) hours prior to entry onto the Property and shall permit Seller to have a representative present during all investigations and inspections conducted with respect to the rights of tenants under Property, (f) Seller agrees that property manager and maintenance supervisor will be available to answer questions which Purchaser may reasonably ask concerning the Leases Property, and in accordance with applicable law(g) at Purchaser shall take all reasonable times during normal business hours actions and implement all reasonable protections necessary to inspect ensure that all actions taken in connection with the investigations and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, includingand all equipment, without limitationmaterials and substances generated, claims for services rendered by third parties conducting used or brought onto the Property in the course of such investigations and inspections and tests. Buyer shall also restore the Land and Improvements pose no material threat to the condition in which safety of persons or the same were found before any such entry upon the Property environment and inspection or examination was undertaken. Such agreement cause no damage to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates other property of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Propertyother persons.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent, which consent shall be deemed given if Seller fails to respond to such request within three (3) business days after Seller’s receipt of a formal written request from Buyer. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Upon prior notice to Seller (by telephone or email), Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements Real Property (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections (with a Seller representative present) and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Except to the extent caused by Seller or its agents, Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, physical loss or property damage, bodily injury, cost or expense damage resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements Real Property to substantially the same condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and with Certificate of Insurance provided to Seller, naming Seller as an additional insured partyinsured, prior to entry of the Property) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Propertyhereof.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consentconsent (provided, however, that if Seller refuses to allow intrusive physical testing in connection with any environmental assessment and Buyer terminates the Agreement due to such refusal, then Buyer shall be entitled to a refund of the Hard Deposit). The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore repair any damage to the Land and Improvements to the condition in which the same were found before caused by any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives shall have the right to enter upon the Land and Improvements (including all of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct reasonably necessary inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests, but excluding any such amounts resulting from Buyer’s or its contractor’s mere discovery of pre-existing property conditions not caused by Buyer or its contractors. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer and its authorized agents and representatives Purchaser shall have the right to enter upon terminate this Agreement at any time on or before that date which is thirty (30) days after the Effective Date (the "Inspection Period") if Purchaser in its sole discretion shall have determined that the Property is not suitable for the Purchaser’s use. Seller agrees to permit Purchaser reasonable access to the Land and Improvements and the books and records of Xxxxxxx Arizona, LLC relating to the Property (including all other than any general ledgers of Seller) for the purpose of reviewing, inspecting and evaluating the Land, the Improvements, the Fixtures and the records relating thereto, as Purchaser deems reasonably necessary to determine the suitability of the apartment units, but subject to the rights of tenants under the Leases and in accordance with applicable law) at all reasonable times during normal business hours to inspect and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspectionsfor Purchaser's purposes; provided, however, Purchaser shall not conduct any intrusive physical testing will be conducted by Buyer only after environmental investigations of the Property beyond a Phase I environmental site assessment (i.e., no sampling or drilling) without first obtaining Seller’s prior written consent. The right granted Purchaser shall only be entitled to access to the Property and to any tenants of the Property during normal business hours and in the immediately preceding sentence may company of an employee of Seller’s property manager. The Due Diligence Items (as defined below) shall be exercised during delivered to Purchaser or made available to Purchaser for review and copying at the period commencing on the Effective Date and ending on the earlier to occur office of the Closing Date property manager for each respective portion of the Property. Purchaser's inspection shall be at Purchaser's sole cost and expense. Purchaser agrees that Purchaser will not interfere with or disturb any of the tenants, nor interfere with or disturb the work of any persons performing work under any contracts or agreements. Purchaser will indemnify and hold Seller harmless from all mechanics' and materialmen's liens or other claims, damages, liabilities or expenses resulting from access to and entry upon the Property or inspections performed by Purchaser, its agents, representatives and/or contractors, except to the extent caused by Seller's negligence or willful misconduct. Purchaser shall repair all damage caused by Purchaser's tests and studies. In the event Purchaser has not notified Seller, in writing, prior to the end of the Inspection Period that it is unconditionally satisfied with the results of its due diligence and inspections, it shall be conclusively presumed that the conditions precedent described in this Section have not been met and that Purchaser has unconditionally and irrevocably elected to terminate this Agreement. In the event this Agreement so terminates, the Title Company shall, upon receipt of written notice from Purchaser confirming the termination of this Agreement, deliver to Purchaser the Contract Deposit and no party shall have any further obligation to the others hereunder, except for those obligations which expressly are to survive the expiration or earlier termination of this Agreement. Buyer In the event this Agreement is not terminated then, except as otherwise specifically provided by this Agreement, the Contract Deposit shall bear be nonrefundable to Purchaser and Purchaser shall have no right to terminate this Agreement. Within five (5) business days after the cost Effective Date, Seller shall deliver to Purchaser, for Purchaser’s review and approval, copies of the items in the possession of Seller or under Seller’s control listed on Exhibit D attached hereto (collectively, the “Due Diligence Items”), except for tenant lease files in item (f) (other than the lease agreements) and any items listed in item (h) of the Due Diligence Items which shall be made available to Purchaser for review and copying at the office of Seller's property manager. Notwithstanding the foregoing, Seller shall have no obligation to deliver any Due Diligence Item that Seller is contractually or otherwise prohibited from disclosing provided, that, Seller shall provide written notice to Purchaser of any Due Diligence Items in the possession or control of Seller and withheld by virtue of such prohibition. Except as set forth in Section 5.3, Seller makes no representation or warranty as to the accuracy of the contents or completeness of the Due Diligence Items other than the Leases. If this Agreement is terminated, the Due Diligence Items and all copies thereof, received by Purchaser shall be immediately delivered to Seller. The Due Diligence Items, results of inspections performed by or on behalf of Purchaser and testscontents thereof shall remain confidential and shall not be disclosed by Purchaser to any person or entity, except (i) Purchaser’s employees, (ii) Purchaser’s board of directors, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies (iii) Purchaser’s legal counsel and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests agents engaged by Purchaser in connection with its potential purchase of the Property, including, without limitation, claims for services rendered by third parties conducting but such inspections and tests. Buyer disclosure shall also restore the Land and Improvements only be permitted to the condition extent Purchaser has complied with the confidentiality agreement already executed by Purchaser in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination connection with its review of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. Buyer 5.1.1Purchaser shall have a period of time commencing on the Effective Date and expiring at 5:00 p.m., El Paso, Texas time on the twenty first (21st) day thereafter (the "Inspection Period") within which to examine the Property. During the Inspection Period, Seller shall allow Purchaser and Purchaser's agents access to the Property during normal business hours to (i) conduct soil and engineering, hazardous waste (including asbestos and formaldehyde), marketing, feasibility, zoning and other studies or tests and to otherwise determine the feasibility of the Property for Purchaser's intended use and (ii) review and/or photocopy at Property Manager's office during normal business hours, all currently effective Tenant leases, lease amendments, improvement agreements, and any other currently effective agreements relating to the use or occupancy of the Property, which documents Property Manager will make available to Purchaser for this purpose. Notwithstanding the foregoing, (a) the costs and expenses of Purchaser's investigation shall be borne solely by Purchaser, (b) prior to the expiration of the Inspection Period, Purchaser shall restore any damage to the Property caused by Purchaser or its authorized agents to the condition which existed prior to Purchaser's entry thereon and representatives investigation thereof, (c) Purchaser shall not unreasonably interfere with, interrupt or disrupt the operation of Seller's business on the Property, and such access by Purchaser and/or its agents shall be subject to the rights of Tenants under Tenant Leases, (d) Purchaser shall not permit any mechanic's or materialman's liens or any other liens to attach to the Property by reason of the performance of any work or the purchase of any materials by Purchaser or its agents in connection with any studies or tests conducted pursuant to this Section 5.1, (e) Purchaser shall have the right to enter upon vacant units and, with the Land and Improvements (including all consent of the apartment respective tenants, leased units, but subject provided that Purchaser shall give notice to Seller forty-eight (48) hours prior to entry onto the Property and shall permit Seller to have a representative present during all investigations and inspections conducted with respect to the rights of tenants under Property, (f) Seller agrees Property Manager and maintenance supervisor will be available to answer questions which Purchaser may reasonably ask concerning the Leases Property, and in accordance with applicable law(g) at Purchaser shall take all reasonable times during normal business hours actions and implement all reasonable protections necessary to inspect ensure that all actions taken in connection with the investigations and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur of the Closing Date or termination of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, includingand all equipment, without limitationmaterials and substances generated, claims for services rendered by third parties conducting used or brought onto the Property in the course of such investigations and inspections and tests. Buyer shall also restore the Land and Improvements pose no material threat to the condition in which safety of persons or the same were found before any such entry upon the Property environment and inspection or examination was undertaken. Such agreement cause no damage to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates other property of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Propertyother persons.

Inspection Period. Buyer Purchaser and its authorized agents and representatives agent shall have a period of forty {40) days following the right Effective Date (the "Inspection Period") to enter upon the Land and Improvements (including inspect or cause to be inspected all aspects of the apartment unitsphysical and economic condition of the Subject Premises, but subject access to the rights of tenants under the Leases and in accordance with applicable law) which shall be freely granted to Purchaser and/or Purchaser's agents, representatives, at all reasonable times upon proper notice to Seller and Tenant to the extent required under the Lease. Seller shall be entitled to have a representative present during normal business hours to inspect and conduct inspections and tests as Buyer may deem prudent on the Property at its sole cost and expense, including, without limitation, engineering and hazardous material any such inspections; provided, however, Seller's unavailability shall not be a cause to delay any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consentsuch inspections. The right granted If Purchaser is not satisfied in its sole and exclusive discretion with the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur results of the Closing Date inspections for any reason whatsoever, Purchaser may rescind this transaction by mailing written notice to Seller within one (1) day after the expiration date of the Inspection Period and shall thereupon receive a refund of the Deposit held by Escrow Agent and be relieved of any and all liability hereunder except for any obligations hereunder that expressly survive termination. Purchaser shall have no obligations to notify Seller of any reasons for such rescission. Purchaser shall pay all costs and expenses of its investigations and shall repair any damage which it causes to the Subject Premises and shall defend, indemnify and hold Seller harmless from all liens, claims and liabilities relating to the Purchaser's activities, including but not limited to, all attorneys' fees incurred by Seller (using attorneys of Seller's choice), provided, however, no such indemnity shall apply to the mere discovery of pre• existing conditions, which obligations shall survive the expiration, termination or termination full performance of this Agreement. Buyer shall bear the cost of all inspections and tests, and Buyer shall give reasonable notice to the management of any inspection or test to be conducted on the Property. Buyer hereby indemnifies and holds Seller and the Property harmless as to all loss, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, without limitation, claims for services rendered by third parties conducting such inspections and tests. Buyer shall also restore the Land and Improvements to the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing or any termination of the Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.

Inspection Period. (a) Between the Effective Date and the Closing Date, Buyer and its authorized Buyer’s agents and representatives designees shall have the right to enter upon the Land Real Property, at their sole risk and Improvements (including all expense, for the purposes of inspecting the apartment unitsProperty and making surveys, but subject to the rights of tenants under the Leases soil, environmental and in accordance with applicable law) at all reasonable times during normal business hours to inspect mechanical and conduct structural engineering studies, and any other investigations and inspections and tests as Buyer may deem prudent on reasonably require to assess the Property at its sole cost and expense, including, without limitation, engineering and hazardous material inspections; provided, however, any intrusive physical testing will be conducted by Buyer only after obtaining Seller’s prior written consent. The right granted in the immediately preceding sentence may be exercised during the period commencing on the Effective Date and ending on the earlier to occur condition of the Closing Date Property. Notwithstanding the foregoing, Buyer and Buyer’s agents and designees shall not be permitted to enter the Real Property without first notifying Seller by telephone or termination email communication. All invasive or disruptive due diligence activities shall be coordinated with Seller prior to commencement of this Agreementsaid activities. Buyer shall bear conduct its tests and investigation of the cost Property in a manner designed to minimize interference with the business and activities of all inspections and testsexisting Tenants, and Buyer shall give reasonable notice to pay for all such work performed on the management Property and shall not permit the creation of any inspection lien in favor of any contractor, subcontractor, materialman, mechanic, surveyor, architect or test to be conducted on the Propertylaborer. Buyer hereby indemnifies expressly agrees to indemnify, defend and holds hold Seller harmless (if and only to the Property harmless as extent permitted by applicable law) against any claim, lien, damage or injury to either persons or property, and all losscosts and expenses related thereto, property damage, bodily injury, cost or expense resulting from Buyer’s inspections and tests of the Property, including, including without limitation, claims for services rendered reasonable attorney’s fees and costs, arising out of Buyer’s or its agent’s or representative’s actions under this Section 15. Prior to entry upon the Property by third parties conducting Buyer’s consultants or contractors, Buyer shall cause its consultants or contractors to deliver to Seller a certificate of liability insurance insuring Seller and Buyer in an amount not less than $1,000,000.00 per occurrence. Buyer shall promptly repair all damage to the Property arising from any of its inspections or tests and shall restore the Property to the substantially same condition existing immediately prior to such inspections and tests. Buyer This Section 15 shall also restore survive the Land and Improvements to Closing of the condition in which the same were found before any such entry upon the Property and inspection or examination was undertaken. Such agreement to repair and restore, and to indemnify and hold harmless Seller shall expressly survive closing transaction contemplated herein or any termination of the this Agreement. Buyer shall maintain, or shall cause its contractors to maintain, public liability and property damage insurance insuring Buyer (and naming Seller as an additional insured party) against any liability arising out of any entry or inspections of the Property or work performed about the Property pursuant to the provisions hereof and shall deliver certificates of insurance evidencing such coverage to Seller prior to any entry by Buyer or its contractors on the Property.