Common use of Inspection Period Clause in Contracts

Inspection Period. Buyer, its agents, contractors, consultants, and employees shall have from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is thirty (30) days after the Effective Date (subject to the provisions of Section 5 hereof) (the “Inspection Period”) to (i) examine title to the Property, (ii) obtain an updated survey of the Property, (iii) inspect or otherwise cause the inspection of the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereof, subject, however, to the rights of tenants under the Leases. In the event Buyer fails to deliver to Sellers on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration of the Inspection Period, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereof.

Inspection Period. Buyer, its agents, contractors, consultants, and employees Buyer shall have from and until 5:00 P.M. in the jurisdiction where the Property is located on the date that is calendar days (10 calendar days if not filled in) after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is thirty (30) days after the Effective Date (subject to the provisions of Section 5 hereof) (the “Inspection Period”) to (i) examine title to the Property, (ii) obtain conduct an updated survey of the Property, (iii) inspect or otherwise cause the inspection of the Property and documents in Sellers’ possession which relate at Buyer’s expense. For purposes of this Section, Seller agrees to provide reasonable access to the Property to Buyer, Buyer’s inspectors, and/or other professionals representing Buyer in connection with the inspection. Buyer (including, without limitation, Sellers’ books and records pertaining including Buyer’s inspectors and/or other professionals) hereby agrees to the Property); (iv) conduct such due diligencehold Seller, including without limitationits affiliated entities, non-destructive tests harmless from any liability, claims, injuries, and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey damages arising out of Buyer’s inspection of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection If the sale of the Property pursuant to this Section 6does not close, and Sellers agrees to provide Buyer with full and free access shall, at Buyer’s sole cost, repair all damage to the Property in furtherance thereofresulting from Buyer’s inspection, subject, however, and shall restore the Property to substantially its former condition. The foregoing obligation shall also apply to any final walk through that the Buyer may conduct prior to the Closing Date as agreed upon by Buyer and Seller in writing. Prior to the expiration of the Inspection Period, Buyer may terminate this Agreement if Buyer is not satisfied with the condition of the Property by providing written notice to Seller, whereupon this Agreement shall automatically terminate, and Buyer shall receive a return of the Deposit and the parties will have no further rights or obligations under this Agreement (except those that expressly survive termination). The parties may additionally agree in writing within the Inspection Period using Seller’s Inspection Form for Seller to make certain repairs to the Property or to perform other obligations arising out of tenants under the LeasesBuyer’s inspection. In the event Buyer fails to deliver the termination notice to Sellers on Seller or execute a written agreement for Seller repairs/obligations before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”as may be extended), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration of the Inspection Period, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property Agreement pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereofSection.

Inspection Period. Buyer, and its agents, contractors, consultants, and employees duly authorized representatives shall have from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is thirty (30) days after from the Effective Date (subject to the provisions of Section 5 hereof) (the “Inspection Period”) at reasonable times and upon reasonable notice to (i) examine title Seller, to the Propertyconduct noninvasive inspections and studies, (ii) obtain an updated survey to make a physical inspection of the Property, (iii) inspect or otherwise cause the inspection to examine documents of record encumbering the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books conduct a phase one environmental audit and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests an architectural and studies on engineering evaluation of the Property, as all at Buyer’s sole expense. Seller shall provide the due diligence materials to Buyer shall deem advisable; and within five (v5) to object to matters affecting title to or survey days of the Propertyexecution of this Contract. Sellers agree No invasive inspection may be conducted without Seller’s express written consent, not to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to be unreasonably withheld. Seller shall provide Buyer with full and free access to the Property in furtherance thereofat reasonable times, subjectupon at least 24 hours oral or written notice from Buyer. Buyer shall save, howeverindemnify, defend and hold harmless Seller from the acts and/or omissions of Buyer and its representatives, agents and contractors arising from such inspections, audit and evaluation except to the rights extent caused by the mere discovery by Buyer of tenants under pre-existing conditions at the LeasesProperty or by the gross negligence or willful misconduct of Seller. In The provisions of this Section 5 shall survive the event termination of this Contract or Closing. If Buyer fails in its sole discretion elects not to deliver to Sellers proceed with its purchase of the Property for any reason or no reason at all, Buyer shall, on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration end of the Inspection Period, serve Seller with written notice of its election to terminate this Contract (which notice is hereinafter referred to as “Termination Notice”) and Sellers Closing Agent shall return the Xxxxxxx Money to Buyer and Buyer thereafter this Contract shall thereafter have terminate and be null and void and of no further rights force and effect, and neither Buyer nor Seller shall have any further rights, duties, liabilities or obligations hereunder to the other by reason hereof except for those which explicitly matters that specifically survive termination of this Contractsuch termination. In If Buyer fails to sends the event Buyer delivers the Election Termination Notice to Sellers on or before the expiration end of the Inspection Period, this Contract shall remain in full force and effect and Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration obtain a refund of the Inspection Period, Buyer shall have Xxxxxxx Money pursuant to the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation provisions of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereofparagraph.

Inspection Period. Buyer, its agents, contractors, consultants, and employees Buyer shall have a period of sixty (60) days from and after the Effective Date until 5:00 P.M.Date, Atlanta, Georgia time on that day which is thirty (30) days after the Effective Date (subject hereinafter referred to the provisions of Section 5 hereof) (as the “Inspection Period”) ,” to (i) examine title to the Property, (ii) obtain an updated survey of the Property, (iii) inspect or otherwise cause the inspection make any and all inspections of the Property and documents in Sellers’ possession which relate Buyer may desire to the Property (make or have made at Buyer’s sole expense, including, without limitationbut not limited to, Sellers’ books surveys, environmental assessments, topographical studies, soil tests, zoning and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereof, subject, however, to the rights of tenants under the Leasesutilities verification. In the event Buyer fails to deliver to Sellers on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”)that, this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration of the Inspection Period, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon Buyer determines in Buyer’s sole discretion, the Property is unsatisfactory to Buyer, Buyer may terminate this Agreement by delivery of written notice (email shall be deemed acceptable delivery of such termination (whether notice) to Seller prior to the expiration of the Inspection Period. Upon delivery of such written notice by express election by Buyer or whether by automatic operation of this Section 6(A))Xxxxx, Sellers and Buyer shall thereafter have no further rights or receive a refund of the Deposit; and all other obligations hereunder of the parties hereto shall cease and this Agreement shall be void except those for any provisions which explicitly expressly survive termination of this ContractAgreement. If such notice has not been delivered within the Inspection Period, then this Agreement shall continue in full force and effect, the Deposit shall be non-refundable, except as otherwise set forth herein, and Buyer shall continue to have the right to inspect the Property through the Closing. Buyer hereby agrees to indemnify shall indemnify, defend, and hold Sellers Seller harmless from and against any and all costswith respect to damage, liabilitiesloss, lossesliability, judgmentsclaims, fees and expenses (including, without limitation, including reasonable attorneys’ fees actually incurred) (collectivelyand costs), “Costs”) suffered including any construction liens, caused by Sellers the physical inspection activities of Buyer and arising out of Xxxxx’s agents, except for pre-existing conditions merely discovered by Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and . Prior to any on-site inspection of the Property pursuant by Buyer or by any agent of Xxxxx, Buyer shall deliver to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition Seller a certificate of the Property prior to insurance evidencing Buyer’s inspection thereofor its agent’s liability insurance coverage naming Seller as an additional insured, with limits of liability of not less than $1,000,000 for each occurrence. This section shall survive the termination of this Agreement.

Inspection Period. Buyer, Buyer and its agents, contractorsconsultants and contractors shall have, consultantsfrom the Local Execution Date until the final Closing hereunder or earlier termination of this Agreement, the right to enter upon all portions of the Subdivision and all parcels of land in the vicinity of the Subdivision owned by Seller or the HOA (collectively, the “Land”), with twenty-four (24) hours notice to Seller (which notice can be in the form of an email, a telephone call or a text message) to inspect and perform such tests and studies deemed necessary or appropriate by Buyer. Seller hereby grants to Buyer a nonexclusive license to enter upon all portions of the Land for the purpose of making such inspections, and employees Seller shall have cooperate with all parties performing such inspections. The period of time from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that through the sixtieth (60th) day which thereafter is thirty (30) days after the Effective Date (subject hereinafter referred to the provisions of Section 5 hereof) (as the “Inspection Period”) to (i) examine title to the Property.” The results of all inspections, (ii) obtain an updated survey tests, examinations and studies of any portion of the Property, (iii) inspect or otherwise cause the inspection of the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereof, subject, however, to the rights of tenants under the Leases. In the event Buyer fails to deliver to Sellers on or before the expiration of Land performed during the Inspection Period a written notice stating that Buyer has completed must be suitable to Buyer, in its inspection of the Property and has determined sole discretion. Prior to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer shall have no further right may notify Seller that such results are suitable to terminate this Contract under this Buyer by delivering to Seller a written Notice of Suitability (the “Notice of Suitability”) signed by one of the corporate officers of Buyer listed in Section 6(A33 below (collectively, the “Authorized Officers”). On or before No such Notice of Suitability shall be valid and effective unless signed by one of the expiration Authorized Officers. As used herein, the term “NOS Date” shall mean the date on which Buyer delivers to Seller a Notice of Suitability executed in accordance with the foregoing terms. If Buyer fails for any reason to send Seller the Notice of Suitability by the end of the Inspection Period, and such failure continues for a period of ten (10) days after written notice from Seller, this Agreement shall automatically terminate. Also, if Buyer notifies Seller in writing at any time prior to issuance of a Notice of Suitability that the results of its inspections, tests, examinations or studies are not suitable to Buyer, then this Agreement shall automatically terminate. Upon termination, Buyer shall have be entitled to an immediate refund of the right to terminate this Contract for any reason or no reasonXxxxxxx Money, and upon thereafter neither party shall have any further obligation to the other hereunder, except such obligations that survive termination (whether by express election provision herein, and except that Buyer shall promptly restore any physical damage caused to the Land by Buyer or whether by automatic operation of this Section 6(A))the aforesaid inspections, Sellers tests and other activities, and Buyer shall thereafter have no further rights indemnify Seller for any and all claims of bodily injury or damage to property (including the Land itself) arising out of Buyer’s inspections of the Land. Buyer shall also indemnify Seller for liens which may be filed against the Land or any portion thereof by persons or entities employed or contracted by Buyer to perform inspections of the Land. However, Buyer’s indemnity of Seller and obligation to repair the Land shall not cover or apply to: (1) any loss, cost or expense arising or resulting from acts or omissions of Seller, (2) any diminution in the value of the Property arising or resulting from matters discovered by Buyer during its investigations of the Land, (3) any latent defects in the Land discovered by Buyer, or (4) the release or spread of any Hazardous Substance discovered, but not deposited, by Buyer on or under the Land. Buyer’s repair and indemnification obligations hereunder except those under this Section 9 (i) shall apply to all time periods during which explicitly this Agreement is in force and effect, including periods after the Inspection Period, and (ii) shall survive termination of this Contract. Agreement, but only with respect to those claims filed by Seller against Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses in a court of competent jurisdiction within the period of one (including, without limitation, reasonable attorneys’ fees actually incurred1) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereofyear after such termination.

Inspection Period. Buyer, and its agents, contractors, consultants, and employees duly authorized representatives shall have until ten (10) days from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is thirty (30) days after the Effective Date (subject to the provisions of Section 5 hereof) (the “Inspection Period”) at reasonable times and upon reasonable notice to (i) examine title Seller, to the Propertyconduct noninvasive inspections and studies, (ii) obtain an updated survey to make a physical inspection of the Property, (iii) inspect or otherwise cause the inspection to examine documents of record encumbering the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books conduct a phase one environmental audit and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests an architectural and studies on engineering evaluation of the Property, as all at Buyer’s sole expense. Seller shall provide the due diligence materials to Buyer shall deem advisable; and within five (v5) to object to matters affecting title to or survey days of the Propertyexecution of this Contract. Sellers agree No invasive inspection may be conducted without Seller’s express written consent, not to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to be unreasonably withheld. Seller shall provide Buyer with full and free access to the Property in furtherance thereofat reasonable times, subjectupon at least 24 hours oral or written notice from Buyer. Buyer shall save, howeverindemnify, defend and hold harmless Seller from the acts and/or omissions of Buyer and its representatives, agents and contractors arising from such inspections, audit and evaluation except to the rights extent caused by the mere discovery by Buyer of tenants under pre-existing conditions at the LeasesProperty or by the gross negligence or willful misconduct of Seller. In The provisions of this Section 5 shall survive the event termination of this Contract or Closing. If Buyer fails in its sole discretion elects not to deliver to Sellers proceed with its purchase of the Property for any reason or no reason at all, Buyer shall, on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration end of the Inspection Period, serve Seller with written notice of its election to terminate this Contract (which notice is hereinafter referred to as “Termination Notice”) and Sellers Closing Agent shall return the Xxxxxxx Money to Buyer and Buyer thereafter this Contract shall thereafter have terminate and be null and void and of no further rights force and effect, and neither Buyer nor Seller shall have any further rights, duties, liabilities or obligations hereunder to the other by reason hereof except for those which explicitly matters that specifically survive termination of this Contractsuch termination. In If Buyer fails to sends the event Buyer delivers the Election Termination Notice to Sellers on or before the expiration end of the Inspection Period, this Contract shall remain in full force and effect and Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration obtain a refund of the Inspection Period, Buyer shall have Xxxxxxx Money pursuant to the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation provisions of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereofparagraph.

Inspection Period. Buyer3.1. For the period (the "Inspection Period") commencing on the date hereof and ending on the Closing Date, its agentsPurchaser shall have the right, contractorsupon 48 hours prior notice to Seller, consultantsto have performed (i) a physical, mechanical and environmental inspection of the Property as Purchaser deems necessary to determine the physical condition of the Property, and employees (ii) an inspection of all books and records and financial information pertaining thereto. Purchaser shall not conduct an invasive testing without Seller’s prior written approval, which approval may be granted or withheld in Seller’s sole discretion. During the Inspection Period, Seller shall cooperate with Purchaser in its inspection of the Property, including but not limited to, furnishing, to the extent such information is in Seller’s possession, to Purchaser such information, materials and documents as Purchaser may reasonably request. If Purchaser, in Purchaser's sole judgment, shall find such inspection to be unsatisfactory for any reason whatsoever or for no reason, Purchaser shall have from and after the Effective Date until 5:00 P.M.right, Atlantaat its option, Georgia time on that day which is thirty (30) to be exercised not later than 25 days after the Effective Date (subject the "Inspection Period Expiration Date"), to elect to terminate this Agreement by written notice to Seller and the Escrow Agent, and, upon such election, all Xxxxxxx Money shall be immediately refunded to Purchaser and, thereupon, the parties hereto shall have no further liabilities one to the provisions other (other than those that are expressly stated to survive the termination of this Agreement). If Purchaser fails to terminate this Agreement on or before the Inspection Period Expiration Date by written notice to Seller and the Escrow Agent, Purchaser shall be deemed to have waived its right to terminate this Agreement pursuant to this Section 5 hereof) (the “Inspection Period”) to (i) examine title 3.1. Purchaser agrees that it shall not unreasonably interfere with Tenants in performing its inspection. Notwithstanding any provision to the Propertycontrary, in any case in which the Xxxxxxx Money is to be returned to Purchaser, then nevertheless Twenty-Five Dollars (ii$25.00) obtain an updated survey thereof shall be paid to Seller and deducted from the amount due Purchaser, and such Twenty-Five Dollars ($25.00) shall belong to Seller in any and all events and shall in effect constitute option money, making this Agreement binding even if any conditions or provisions herein are entirely within the discretion or control of Purchaser for certain time periods. Except to the extent arising out of the Propertynegligence or willful misconduct of Seller or its agents, (iii) inspect Purchaser shall indemnify and hold Seller harmless for any and all damage, cost and expense arising out of Purchaser’s, or otherwise cause its employees’, agents’ or contractors’ activities on the Property pursuant to the inspection rights granted herein, provided that the foregoing indemnity shall not apply to, and Purchaser shall have no liability for losses or expenses resulting from the discovery of adverse information relating to Seller or the Property and documents in Sellers’ possession which relate except to the Property (including, without limitation, Sellers’ books and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey extent Purchaser’s actions exacerbate any adverse condition of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection This indemnity shall survive the Closing for a period of three (3) months. Purchaser shall not, during the Property pursuant to term of this Section 6Agreement, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereofsolicit Seller's or its managing agent's personnel for employment, subject, however, to the rights of tenants under the Leases. In the event Buyer fails to deliver to Sellers on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with discuss the terms and conditions provisions of this Contract (the “Election Notice”), this Contract shall automatically and Agreement with such personnel without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration of the Inspection Period, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property Seller’s prior to Buyer’s inspection thereofconsent.

Inspection Period. Buyer, and its agents, contractors, consultants, and employees duly authorized representatives shall have from and after until the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is later of thirty (30) days after from the Effective Date or ten (subject to 10) days after receipt of the provisions last of Section 5 hereofthe Survey and the Commitment (hereinafter defined) (the “Inspection Period”) at reasonable times and upon reasonable notice to (i) examine title Seller, to the Propertyconduct noninvasive inspections and studies, (ii) obtain an updated survey to make a physical inspection of the Property, (iii) inspect or otherwise cause the inspection to examine documents of record encumbering the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books conduct a phase one environmental audit and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests an architectural and studies on engineering evaluation of the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey of the Property. Sellers agree to cooperate with Buyer in connection with all at Buyer’s examination and sole expense. No invasive inspection of the Property pursuant may be conducted without Seller’s express written consent, not to this Section 6, and Sellers agrees to be unreasonably withheld. Seller shall provide Buyer with full and free access to the Property in furtherance thereofat reasonable times, subjectupon at least 24 hours oral or written notice from Buyer. Buyer shall save, howeverindemnify, defend and hold harmless Seller from the acts and/or omissions of Buyer and its representatives, agents and contractors arising from such inspections, audit and evaluation except to the rights extent caused by the mere discovery by Buyer of tenants under pre-existing conditions at the LeasesProperty or by the gross negligence or willful misconduct of Seller. In The provisions of this Section 5 shall survive the event termination of this Contract or Closing. If Buyer fails in its sole discretion elects not to deliver to Sellers proceed with its purchase of the Property for any reason or no reason at all, Buyer shall, on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration end of the Inspection Period, serve Seller with written notice of its election to terminate this Contract (which notice is hereinafter referred to as “Termination Notice”) and Sellers Closing Agent shall return the Xxxxxxx Money to Buyer and Buyer thereafter this Contract shall thereafter have terminate and be null and void and of no further rights force and effect, and neither Buyer nor Seller shall have any further rights, duties, liabilities or obligations hereunder to the other by reason hereof except for those which explicitly matters that specifically survive termination of this Contractsuch termination. In If Buyer fails to sends the event Buyer delivers the Election Termination Notice to Sellers on or before the expiration end of the Inspection Period, this Contract shall remain in full force and effect and Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration obtain a refund of the Inspection Period, Buyer shall have Xxxxxxx Money pursuant to the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation provisions of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereofparagraph.

Inspection Period. Buyer, Purchaser and its agents, contractors, consultants, and employees agent shall have from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is a period of thirty (30) days after following the Effective Date (the "Inspection Period") to inspect or cause to be inspected all aspects of the physical and economic condition of the Subject Premises, access to which shall be freely granted to Purchaser and/or Purchaser's agents, representatives, at all reasonable times, subject to the provisions of Section 5 hereof) (the “Inspection Period”) to (i) examine title to the Property, (ii) obtain an updated survey rights and prior notice requirements of the Property, (iii) inspect or otherwise cause the inspection of the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereof, subject, however, to the rights of tenants Tenants under the Leases. In Seller shall be entitled to have a representative present during any such inspections; provided, however, Seller's unavailability shall not be a cause to delay any such inspections. If Purchaser is not satisfied in its sole and exclusive discretion with the event Buyer fails results of the inspections for any reason whatsoever, Purchaser may rescind this transaction by delivering written notice to deliver Seller prior to Sellers on or before the expiration date of the Inspection Period and shall thereupon receive a written notice stating that Buyer has completed its inspection refund of the Property Deposit held by Escrow Agent and has determined to go forward with the purchase be relieved of the Membership Interests in accordance with the terms any and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contractall liability hereunder. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer Purchaser shall have no further right obligations to terminate this Contract under this Section 6(A)notify Seller of any reasons for such rescission. On or before Purchaser shall pay all costs and expenses of its investigations and shall repair any damage which it causes to the expiration of the Inspection PeriodSubject Premises and shall defend, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers Seller harmless from all liens, claims and against any and liabilities relating to the Purchaser's activities, including but not limited to, all costs, liabilities, losses, judgments, attorneys' fees and expenses incurred by Seller (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out using attorneys of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(ASeller's choice), excludingprovided, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence no such indemnity shall apply to the mere discovery of pre-existing conditions, which obligations shall survive the expiration, termination or intentional misconduct or (ii) the condition full performance of the Property prior to Buyer’s inspection thereofthis Agreement.

Inspection Period. Buyer, its agents, contractors, consultants, and employees Buyer shall have ten (10) days from and after the Effective Date until 5:00 P.M.Date, Atlanta, Georgia time on that day which is thirty (30) days after to confirm the Effective Date (subject to the provisions of Section 5 hereof) (the “Inspection Period”) to (i) examine title to the Property, (ii) obtain an updated survey of the Property, (iii) inspect or otherwise cause the inspection condition of the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereof, subject, however, to the rights of tenants under the Leases. In the event Buyer fails to deliver to Sellers on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”"Inspection Period"), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of . During the Inspection Period, Buyer may make inspections or, at Buyer's expense, have inspections of the Property made by appropriately licensed and Sellers and insured professionals. Inspections of individual units shall be limited to unoccupied units only. Unless Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of terminates this Contract. In Agreement at the event Buyer delivers the Election Notice to Sellers on or before the expiration end of the Inspection Period, Buyer shall be deemed to have no further right to terminate this Contract under this Section 6(A)accepted the Property, the Improvements, the Personal Property and the Intangible Property in their "AS IS" condition. On or before Notwithstanding the expiration of the Inspection Periodforegoing, Buyer shall have the right in its sole and absolute discretion, for any reason, or no reason whatsoever, to terminate this Contract for Agreement by giving Seller written notice of such termination at any reason or no reasontime prior to expiration of the Inspection Period. In the event of termination, the Deposit, plus accrued interest, if any, shall be returned to Buyer, this Agreement shall be null and void, and upon such termination (whether by express election by Buyer or whether by automatic operation the parties shall be released of this Section 6(A)), Sellers any and Buyer shall thereafter have no further rights or all liability to each other except for those obligations hereunder except those which explicitly specifically survive termination of this ContractAgreement. If Buyer hereby agrees terminates this Agreement pursuant to indemnify this Section, Buyer shall pay in full the cost of all inspections, reports, surveys and hold Sellers harmless tests of any kind resulting from Buyer's inspection so that no person, firm or entity shall have the right to file a lien on the Property. Copies of such documents in Buyer's possession shall be sent to Seller and against become the property of the Seller. Additionally, in the event of termination, Buyer shall return to Seller all documents, reports, analysis, and plans provided by Seller to Buyer since June 13, 2000. Buyer's termination pursuant to this Paragraph 7 shall also be deemed a termination of the Okeechobee Agreement, and Escrow Agent shall return the Okeechobee Deposit, plus accrued interest, if any, to Okeechobee Buyer, the Okeechobee Agreement shall be null and void and the parties shall be released of any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection liability to each other except for those obligations which specifically survive termination of the Property pursuant to Okeechobee Agreement. The provisions of this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) paragraph shall survive the condition termination of the Property prior to Buyer’s inspection thereofAgreement.

Inspection Period. Buyer, its agents, contractors, consultants, and employees Seller agrees that Purchaser shall have from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is thirty (30) 30 days after the Effective Date (subject to the provisions of Section 5 hereof) this Agreement (the “"Inspection Period”") in which to (i) examine title to review and inspect the Property, (ii) obtain an updated survey condition of the Property, (iii) inspect or otherwise cause the inspection conduct an examination of the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests a physical inspection, appraisal, and studies on engineering inspection of the Property) and to review such other matters as Purchaser deems necessary in order to determine the suitability of the Property for the Purchaser's needs (collectively "Purchaser's Due Diligence"). In entering into this Agreement, Purchaser has not been induced by and has not relied upon any representations, warranties, or statements, whether express or implied, made by Seller or any agent, employee or other representative of Seller, or by any broker or any other person representing or purporting to represent Seller, which are not expressly set forth in this Agreement whether or not any such representations, warranties, or statements were made in writing or orally. If within the Inspection Period, Purchaser shall for any reason in Purchaser's sole discretion, judgment, and opinion, disapprove or be dissatisfied with any aspect of the Property, as Buyer then Purchaser shall deem advisable; and (v) be entitled to object terminate this Agreement by giving written notice thereof to matters affecting title Seller prior to or survey the expiration of the Property. Sellers agree to cooperate Inspection Period and the Xxxxxxx Money previously deposited by the Purchaser with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access Title Company will be refunded to the Property in furtherance thereof, subject, however, Purchaser less the Independent Contract Consideration whereupon this Agreement will be automatically rendered null and void and thereafter neither Seller nor Purchaser shall have any further obligations or liabilities to the rights of tenants under other hereunder except with respect to the Leasesindemnities which shall expressly survive any such termination. In the event Buyer Purchaser fails to deliver to Sellers notify Seller in writing on or before the expiration of the Inspection Period a written notice stating that Buyer has completed of its inspection disapproval of the Property and has determined to go forward with the purchase results of its inspections of the Membership Interests in accordance with the terms and conditions Property, then all of this Contract (the “Election Notice”), this Contract such inspections shall automatically and without any further action on the part of Sellers and/or Buyer be conclusively deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration of the Inspection Period, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereofapproved.

Inspection Period. Buyer, Purchaser and its agents, contractors, consultants, and employees duly authorized representatives shall have until fourteen (14) days from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is thirty (30) days after the Effective Date (subject to the provisions of Section 5 hereof) (the “Inspection Period”) at reasonable times and upon reasonable notice to (i) examine title Seller, to the Propertyconduct noninvasive inspections and studies, (ii) obtain an updated survey to make a physical inspection of the Property, (iii) inspect or otherwise cause the inspection to examine documents of record encumbering the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books conduct a phase one environmental audit and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests an architectural and studies on engineering evaluation of the Property, as Buyer all at Purchaser’s sole expense. Seller shall deem advisable; and provide the due diligence materials to Purchaser within five (v5) to object to matters affecting title to or survey days of the Propertyexecution of this Contract. Sellers agree No invasive inspection may be conducted without the Seller’s express written consent, not to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to be unreasonably withheld. Seller shall provide Buyer with full and free access to the Property in furtherance thereofat reasonable times, subjectupon at least 24 hours oral or written notice from Purchaser. Purchaser shall save, howeverindemnify, Xxxxxxxx Farm PSA– Montgomery, IL 1 defend and hold harmless Seller from the acts and/or omissions of Purchaser and its representatives, agents and contractors arising from such inspections, audit and evaluation except to the rights extent caused by mere discovery by buyer of tenants under pre-existing conditions at the LeasesProperty or by the gross negligence or willful misconduct of Seller. In The provisions of this Section G shall survive the event Buyer fails termination of this Contract or Closing. If Purchaser in its sole discretion elects not to deliver to Sellers proceed with its purchase of the Property for any reason or no reason at all, Purchaser shall, on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration end of the Inspection Period, serve Seller with written notice of its election to terminate this Contract (which notice is hereinafter referred to as “Termination Notice”) and Sellers Closing Agent shall return the Xxxxxxx Money to Purchasers and Buyer thereafter this Contract shall thereafter have terminate and be null and void and of no further rights force and effect, and neither Purchasers nor Seller shall have any further rights, duties, liabilities or obligations hereunder except to the other by reason hereof expect for those which explicitly matters that specifically survive termination of this Contractsuch termination. In If Purchaser fails to send the event Buyer delivers the Election Termination Notice to Sellers on or before the expiration end of the Inspection Period, Buyer this Contract shall remain in full force and effect and Purchaser shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration obtain a refund of the Inspection Period, Buyer shall have Xxxxxxx Money pursuant to the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation provisions of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out of Buyer’s, or its agents’, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereofparagraph.

Inspection Period. Buyer, its agents, contractors, consultants, and employees shall have from and after During the period commencing on the Effective Date until and expiring at 5:00 P.M., p.m. (in Atlanta, Georgia time Georgia) on that day which is thirty (30) days after the Effective Date (subject to the provisions of Section 5 hereof) July 31, 2020 (the “Inspection Period”), Purchaser shall have the right to terminate this Agreement, for any or no reason, by written notice to Seller (a “Termination Notice”) to (i) examine title to the Property, (ii) obtain an updated survey of the Property, (iii) inspect or otherwise cause the inspection of the Property and documents in Sellers’ possession which relate to the Property (including, without limitation, Sellers’ books and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereof, subject, however, to the rights of tenants under the Leases. In the event Buyer fails to deliver to Sellers on or delivered before the expiration of the Inspection Period a or in the event Purchaser fails to deliver written notice stating that Buyer has completed its inspection of the Property and has determined to go forward Seller electing to proceed with the purchase of the Membership Interests transaction contemplated in accordance with the terms and conditions of this Contract Agreement (the an “Election Approval Notice”), this Contract shall automatically and without any further action ) on the part of Sellers and/or Buyer be deemed or prior to have been terminated effective as of the expiration of the Inspection Period, which Approval Notice may be sent via e-mail. Upon delivery of a Termination Notice to Seller or the failure by Purchaser to deliver an Approval Notice to Seller prior to the expiration of the Inspection Period, this Agreement shall terminate, whereupon the Xxxxxxx Money shall be returned to Purchaser without any further action from Seller and Sellers and Buyer this Agreement shall thereafter have be of no further rights force or effect with Purchaser and Seller having no further rights, obligation or liability hereunder except for such obligations hereunder except those which explicitly by their terms expressly survive the termination of this ContractAgreement (the “Surviving Obligations”). In the event Buyer Purchaser delivers the Election an Approval Notice to Sellers on or before the expiration of the Inspection Period, Buyer then the transaction contemplated by this Agreement shall have no further right to terminate this Contract under this Section 6(A). On or before proceed and the expiration of the Inspection PeriodXxxxxxx Money shall be non-refundable in all events except as expressly set forth herein, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. Buyer hereby agrees to indemnify and hold Sellers harmless from and against any and all costs, liabilities, losses, judgments, fees and expenses (including, without limitationlimitation in the event of Seller’s default, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and arising out the failure of Buyer’s, any closing conditions set forth herein or its agents’, contractors’, consultants’ or employees’ entry on and inspection the failure of the Property Financing Contingency to be satisfied pursuant to this Section 6(A), excluding, however, Costs incurred by Sellers and caused by (i) Sellers’ negligence or intentional misconduct or (ii) the condition of the Property prior to Buyer’s inspection thereof9.20 hereof.

Inspection Period. Buyer, its agents, contractors, consultants, and employees shall (a) Buyer agrees that it will have from and after the Effective Date until 5:00 P.M., Atlanta, Georgia time on that day which is thirty (30) days after the Effective Date (subject Inspection Period to the provisions of Section 5 hereof) (the “Inspection Period”) to (i) examine title to physically inspect the Property, (ii) obtain an updated survey of review the Propertyeconomic data, (iii) inspect or underwrite the tenants and review their leases, and to otherwise cause the inspection conduct its due diligence review of the Property and documents in Sellers’ possession which relate to the Property (includingall books, without limitation, Sellers’ books records and records pertaining to the Property); (iv) conduct such due diligence, including without limitation, non-destructive tests and studies on the Property, as Buyer shall deem advisable; and (v) to object to matters affecting title to or survey accounts of the Property. Sellers agree to cooperate with Buyer in connection with Buyer’s examination and inspection of the Property pursuant to this Section 6, and Sellers agrees to provide Buyer with full and free access to the Property in furtherance thereof, subject, however, to the rights of tenants under the Leases. In the event Buyer fails to deliver to Sellers on or before the expiration of the Inspection Period a written notice stating that Buyer has completed its inspection of the Property and has determined to go forward with the purchase of the Membership Interests in accordance with the terms and conditions of this Contract (the “Election Notice”), this Contract shall automatically and without any further action on the part of Sellers and/or Buyer be deemed to have been terminated effective as of the expiration of the Inspection Period, and Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this Contract. In the event Buyer delivers the Election Notice to Sellers on or before the expiration of the Inspection Period, Buyer shall have no further right to terminate this Contract under this Section 6(A). On or before the expiration of the Inspection Period, Buyer shall have the right to terminate this Contract for any reason or no reason, and upon such termination (whether by express election by Buyer or whether by automatic operation of this Section 6(A)), Sellers and Buyer shall thereafter have no further rights or obligations hereunder except those which explicitly survive termination of this ContractSeller related thereto. Buyer hereby agrees to indemnify and hold Sellers Seller harmless from and against any and all costsdamages, liabilities, losses, judgments, fees and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) (collectively, “Costs”) suffered by Sellers and liabilities or claims for property damage or personal injury arising out of Buyer’s, such inspection and investigation by Buyer or its agents’agents or independent contractors, contractors’, consultants’ or employees’ entry on and inspection of the Property pursuant to this Section 6(A), excludingwhich indemnity shall survive the Closing or termination of this Agreement. Buyer's indemnity obligations as set forth herein shall not be limited to the Xxxxxxx Money deposited hereunder and Seller's right to recover from Buyer under such indemnity shall not be limited by any provisions of this Agreement providing for liquidated damages in the event of Buyer's default hereunder. Within the Inspection Period, howeverBuyer may, Costs incurred in its sole discretion and for any reason or no reason, elect to go forward with this Agreement to Closing, which election shall be made by Sellers notice to Seller given within the Inspection Period. If such notice is not timely given, this Agreement and caused by (i) Sellers’ negligence or intentional misconduct or (ii) all rights, duties and obligations of Buyer and Seller hereunder, except any which expressly survive termination, shall terminate and Escrow Agent shall forthwith return to Buyer the condition of Xxxxxxx Money Deposit. If Buyer so elects to go forward, Buyer shall deliver an additional $225,000 to Escrow Agent which shall be included in the Property prior to Buyer’s inspection thereofXxxxxxx Money Deposit and the Xxxxxxx Money Deposit shall not be refundable except upon the terms otherwise set forth herein.