Physical Inspection Sample Clauses

Physical Inspection. Subject to the limitations set forth in this Section 4.1(c) and notwithstanding any provision to the contrary in this Agreement, commencing on the Effective Date and continuing through the Closing or any earlier termination of this Agreement, Buyer shall have the right, at Buyer’s expense, to make inspections (including tests, surveys and other studies) of the Real Property and all matters relating thereto, including, but not limited to, soils and geologic conditions, location of property lines, utility availability and use restrictions, environmental conditions, the manner or quality of the construction of the Improvements, the habitability, merchantability, marketability, profitability or fitness for a particular purpose of the Real Property, the effect of applicable planning, zoning and subdivision statutes, ordinances, regulations, restrictions and permits, the character and amount of any fees or charges that must be paid to further develop, improve and/or occupy the Real Property and all other matters relating to the Real Property. Prior to Closing, Buyer and its agents, contractors and subcontractors shall have the right to enter upon the Real Property, at reasonable times during ordinary business hours, to make inspections and tests as Buyer deems reasonably necessary and which may be accomplished without causing any material damage to the Real Property including, without limitation, the right to conduct a phase I environmental audit and an investigation with respect to the Real Property’s compliance with the requirements of Title III of the Americans with Disabilities Act of 1990. Notwithstanding the foregoing, in no event shall Buyer, its agents, contractors or subcontractors conduct any invasive testing on the Real Property without Seller’s prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed. Buyer shall not materially interfere with any Tenant, occupant or invitee of the Real Property in making such inspections or tests, and shall return and restore the Property to substantially its original condition prior to such inspections or tests. Buyer shall not permit any liens or encumbrances to be placed against the Real Property in connection with Buyer’s investigation and inspection of the Real Property and/or in connection with Buyer’s activities on the Real Property. Buyer hereby agrees to and shall indemnify, defend and hold harmless Seller and Seller’s members, managers, partners, officers, directors,...
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Physical Inspection. Agent shall be satisfied with its physical inspection of the Additional Eligible Resorts.
Physical Inspection. Buyer has 10 days from the receipt of the Property Information Sheet or the Date of Agreement, whichever is later, to satisfy itself with regard to the physical aspects and size of the Property.
Physical Inspection. Lender shall be satisfied with its physical inspection of the Additional Eligible Resorts.
Physical Inspection. The Construction Consultant shall have prepared a physical inspection report reasonably satisfactory to WPHC.
Physical Inspection. Vessel Owner agrees at the commencement of this Agreement, and from time to time thereafter as the Company or its Manager may in its sole and absolute discretion determine is necessary for purposes of health and/or safety, the Vessel and Slip shall be subjected to physical inspection and approval by the Company; failure to permit such inspections will be regarded as a material breach of the Agreement.
Physical Inspection. The University shall permit the inspection of the Project by the City to determine compliance with law or the provisions of this Agreement. Except in case of an emergency, any such inspection shall be conducted during normal business hours, with the verbal concurrence by the appropriate construction representative of the University. Any such inspection shall be conducted through any person acting under the direct supervision and responsibility of a professional engineer, or other qualified professional.
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Physical Inspection. Buyer has inspected and approved the physical condition of the Property and conducted any soil, hazardous waste or engineering studies with respect to the Property Buyer deemed necessary or appropriate. 4.2
Physical Inspection. Provider Personnel and all bags, luggage, and other containers brought on the Purchasing Entity premises by Provider Personnel are subject to the Purchasing Entity’s reasonable inspection at any time and without notice. Any property situated on the Purchasing Entity’s premises and owned by the Purchasing Entity, including disks and other storage media, filing cabinets or other work areas, is also subject to the Purchasing Entity’s inspection at any time with and without notice.
Physical Inspection. From and after the Execution Date until the earlier of Closing or the termination of this Agreement, Seller will permit Buyer and its representatives, at their sole risk and expense, to conduct inspections of the Property at reasonable times following written request from Buyer. Seller may have a representative present at all times during Buyer’s inspections of the Property, including, without limitation, during any Phase I Environmental Assessment conducted by or on behalf of Buyer. Except with respect to any Adverse Environmental Condition discovered by Buyer or Buyer’s representatives, Buyer shall repair any damage to the Property resulting from its inspection and shall INDEMNIFY, DEFEND AND HOLD SELLER AND ITS PARENT, SUBSIDIARY OR AFFILIATE OF ANY TIER, OR ANY OF ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, MANAGERS, OWNERS, EMPLOYEES, AGENTS OR PARTNERS HARMLESS from and against any and all Claims arising from or in any way related to Buyer and its representatives inspecting or observing the Property and Seller’s records pursuant to this Article 5, including, without limitation, Claims for personal injuries to or death of any person(s) and damage to real or personal property REGARDLESS OF WHETHER SUCH CLAIMS ARISE OUT OF OR RESULT IN WHOLE OR IN PART, FROM THE CONDITION OF THE PROPERTY OR SELLER’S (OR ITS PARENT’S, SUBSIDIARY’S AND AFFILIATES’ OF ANY TIER, OR ITS OR THEIR RESPECTIVE OFFICERS’, DIRECTORS’, MEMBERS’, MANAGERS’, OWNERS’, EMPLOYEES’, PARTNERS’ AND AGENTS’) SOLE OR CONCURRENT NEGLIGENCE, STRICT LIABILITY OR FAULT, BUT EXCLUDING IN EACH CASE, CLAIMS TO THE EXTENT ARISING FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF SELLER (OR ITS PARENT, SUBSIDIARY AND AFFILIATES OF ANY TIER, OR ITS OR THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, MANAGERS, OWNERS, EMPLOYEES, PARTNERS AND AGENTS).
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