Common use of PURCHASER's Responsibilities Clause in Contracts

PURCHASER's Responsibilities. In conducting any inspections, investigations or tests of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (a) not interfere with the operation and maintenance of the Property by Seller; (b) not damage any part of the Property or any personal property owned by Seller; (c) not injure or otherwise cause bodily harm to Seller or its agents, guests, tenants, invitees, contractors and employees; (d) comply with all applicable laws; (e) promptly pay when due the costs of all tests, investigations, and examinations done with regard to the Property by Purchaser and its agents and representatives; (f) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunder; (g) repair any damage to the Real Property resulting directly from any such inspection or tests; and (h) not reveal or disclose prior to Closing any Property Documents to anyone other than the Permitted Outside Parties, in accordance with the confidentiality standards set forth in Section 4.5 above. Notwithstanding anything in this Agreement to the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or to remediate, contain, ▇▇▇▇▇ or control any materials not placed on or introduced to the Property by Purchaser or its agents and representatives (except to the extent any action of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contamination), or to repair or restore any latent condition discovered by Purchaser or its consultants, except to the extent any action by Purchaser or its Representatives exacerbates such condition. Purchaser’s obligations under this Section 4.7 shall survive the termination of this Agreement but shall not survive Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after Closing.

PURCHASER's Responsibilities. In conducting any inspections, investigations or tests of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (a) not interfere with the operation and maintenance of the Property by Seller; (b) not damage any part of the Property or any personal property owned by Seller; (c) not injure or otherwise cause bodily harm to Seller or its agents, guests, tenants, invitees, contractors and employees; (d) comply with all applicable laws; (e) promptly pay when due the costs of all tests, investigations, and examinations done with regard to the Property by Purchaser and its agents and representatives; (f) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunder; (g) repair any damage to the Real Property resulting directly from any such inspection or tests; and (h) not reveal or disclose prior to Closing any Property Documents to anyone other than the Permitted Outside Parties, in accordance with the confidentiality standards set forth in Section 4.5 above. Notwithstanding anything in this Agreement to the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or to remediate, contain, ▇a▇▇▇▇ or control any materials not placed on or introduced to the Property by Purchaser or its agents and representatives (except to the extent any action of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contamination), or to repair or restore any latent condition discovered by Purchaser or its consultants, except to the extent any action by Purchaser or its Representatives exacerbates such condition. Purchaser’s obligations under this Section 4.7 shall survive the termination of this Agreement but shall not survive Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after Closing.. Purchase and Sale Agreement 6▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Freeway, Dallas, Texas 4▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, 14639 and 1▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Inwood Road, Farmers Branch, Texas

PURCHASER's Responsibilities. In conducting any inspections, investigations or tests Property Investigations and/or inspections of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (a) not materially disturb the tenants or materially interfere with their use of the Property pursuant to their respective Leases; (b) not materially interfere with the operation and maintenance of the Property by SellerProperty; (bc) not damage any part of the Property or any personal property owned or held by Sellerany tenant or any third party; (cd) not injure or otherwise cause bodily harm to Seller or its agents, guests, tenants, invitees, contractors and employeesemployees or any tenants or their guests or invitees; (de) comply with all applicable lawslaws in all material respects; (ef) promptly pay when due the costs of all tests, investigations, and examinations Property Investigations done with regard to the Property by Purchaser and its agents and representativesProperty; (fg) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunder; (gh) repair any damage to the Real Property resulting directly or indirectly from any such inspection or testsProperty Investigations to substantially the same condition existing prior to such Property Investigations; and (hi) not reveal cause any default or disclose event of default under the Ground Lease. After delivery of written notice to Seller, Purchaser may conduct interviews or meetings with the regional manager and the on-site senior property manager of Seller's property manager for the Property regarding the operation, ownership and maintenance thereof, provided that (i) any such interviews and meetings shall be limited to a reasonable duration so as not to materially disrupt the ordinary working schedule of such persons and (ii) Purchaser shall not conduct any interviews or meetings with any leasing agents or maintenance personnel without Seller’s prior written consent, such consent not to Closing be unreasonably withheld, conditioned or delayed. A representative of Seller shall have the right, but not the obligation, to be present during any such interviews or meetings. Incidental interactions between Purchaser and Seller’s leasing agents or maintenance personnel during the ordinary course of the entry of Purchaser onto the Property in Exhibit M, List of Existing Loan Documents M-12 connection with the Property Investigations shall not be deemed to violate this Section 4.9 so long as such incidental interactions are immaterial in nature and are substantively unrelated to the content of any Property Documents to anyone other than the Permitted Outside Parties, in accordance with the confidentiality standards set forth in Section 4.5 above. Notwithstanding anything in this Agreement to the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or to remediate, contain, ▇▇▇▇▇ or control any materials not placed on or introduced to the Property by Purchaser or its agents and representatives (except to the extent any action of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contamination), or to repair or restore any latent condition discovered by Purchaser or its consultants, except to the extent any action by Purchaser or its Representatives exacerbates such condition. Purchaser’s obligations under this Section 4.7 shall survive the termination of this Agreement but shall not survive Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after ClosingInvestigation.

PURCHASER's Responsibilities. In conducting any inspections, investigations or tests of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (a) not interfere with the operation and maintenance of the Property by Seller; (b) not damage any part of the Property or any personal property owned by Seller; (c) not injure or otherwise cause bodily harm to Seller or its agents, guests, tenants, invitees, contractors and employees; (d) comply with all applicable laws; (e) promptly pay when due the costs of all tests, investigations, and examinations done with regard to the Property by Purchaser and its agents and representatives; (f) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunder; (g) repair any damage to the Real Property resulting directly from any such inspection or tests; and (h) not reveal or disclose prior to Closing any Property Documents to anyone other than the Permitted Outside Parties, in accordance with the confidentiality standards set forth in Section 4.5 above. Notwithstanding anything in this Agreement to the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or to remediate, contain, ▇▇▇▇▇ or control any materials not placed on or introduced to the Property by Purchaser or its agents and representatives (except to the extent any action of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contamination), or to repair or restore any latent condition discovered by Purchaser or its consultants, except to the extent any action by Purchaser or its Representatives exacerbates such condition. Purchaser’s obligations under this Section 4.7 shall survive the termination of this Agreement but shall not survive Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after Closing.. Purchase and Sale Agreement ▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Freeway, Dallas, Texas ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, 14639 and ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Inwood Road, Farmers Branch, Texas

PURCHASER's Responsibilities. In conducting any inspections, investigations or tests of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (ai) not unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Leases; (ii) not unreasonably interfere with the operation and maintenance of the Property by SellerProperty; (biii) not damage any part of the Property or any personal property owned or held by Sellerany Tenant or third party; (civ) not injure or otherwise cause bodily harm to Seller or its agents, guests, tenants, invitees, contractors and employeesemployees or any Tenant or their guests or invitees; (dv) comply obtain and maintain and cause each of its consultants to obtain a policy of comprehensive general liability (occurrence) insurance with all applicable lawslimits of not less than $1,000,000 combined single limit for personal injury and property damage covering any accident arising in connection with the presence of Purchaser, its agents and representatives on the Property and shall deliver certificates of insurance verifying such coverages to Seller, naming Seller as an additional insured and issued by an insurance company reasonably acceptable to Seller prior to entry upon the Property; (evi) promptly pay at Closing or otherwise when due the costs of all tests, investigations, and examinations done with regard to the Property by Purchaser and its agents and representativesProperty; (fvii) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunderhereunder (and if any attach to promptly pay or bond off such liens); (gviii) repair any damage fully restore the Land and the Improvements to the Real Property resulting directly from condition in which the same was found before any such inspection or teststests were undertaken; and (hix) not reveal or disclose prior to Closing any information obtained during the Inspection Period concerning the Property and the Documents to anyone other than outside Purchaser’s organization and Purchaser’s investors, and their respective attorneys, accountants and consultants engaged for the Permitted Outside Partiespurpose of this transaction, except as required by law or governmental agency; and (x) deliver to Seller the Documents in accordance with the confidentiality standards set forth in Section 4.5 above. Notwithstanding anything in this Agreement to the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or to remediate, contain, ▇▇▇▇▇ or control any materials not placed on or introduced to the Property by Purchaser or its agents and representatives (except to the extent any action of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contamination), or to repair or restore any latent condition discovered by Purchaser or its consultants, except to the extent any action by Purchaser or its Representatives exacerbates such condition. Purchaser’s obligations under this Section 4.7 shall survive the termination of this Agreement but shall not survive Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after Closing3.1(b) hereof.

PURCHASER's Responsibilities. In conducting any inspections, investigations or tests Property Investigations and/or inspections of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (a) not materially disturb the tenants or materially interfere with their use of the Property pursuant to their respective Leases; (b) not materially interfere with the operation and maintenance of the Property by SellerProperty; (bc) not damage any part of the Property or any personal property owned or held by Sellerany tenant or any third party; (cd) not injure or otherwise cause bodily harm to Seller or its agents, guests, tenants, invitees, contractors and employeesemployees or any tenants or their guests or invitees; (de) comply with all applicable lawslaws in all material respects; (ef) promptly pay when due the costs of all tests, investigations, and examinations Property Investigations done with regard to the Property by Purchaser and its agents and representativesProperty; (fg) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunder; and (gh) repair any damage to the Real Property resulting directly or indirectly from any such inspection Property Investigations to substantially the same condition existing prior to such Property Investigations. After delivery of written notice to Seller, Purchaser may conduct interviews or tests; meetings with the regional manager and the on-site senior property manager of Seller's property manager for the Property regarding the operation, ownership and maintenance thereof, provided that (i) any such interviews and meetings shall be limited to a reasonable duration so as not to materially disrupt the ordinary working schedule of such persons and (hii) Purchaser shall not reveal conduct any interviews or disclose meetings with any leasing agents or maintenance personnel without Seller’s prior written consent, such consent not to Closing be unreasonably withheld, conditioned or delayed. A representative of Seller shall have the right, but not the obligation, to be present during any such interviews or meetings. Incidental interactions between Purchaser and Seller’s leasing agents or maintenance personnel during the ordinary course of the entry of Purchaser onto the Property in connection with the Property Investigations shall not be deemed to violate this Section 4.9 so long as such incidental interactions are immaterial in nature and are substantively unrelated to the content of any Property Documents to anyone other than the Permitted Outside Parties, in accordance with the confidentiality standards set forth in Section 4.5 above. Notwithstanding anything in this Agreement to the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or to remediate, contain, ▇▇▇▇▇ or control any materials not placed on or introduced to the Property by Purchaser or its agents and representatives (except to the extent any action of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contamination), or to repair or restore any latent condition discovered by Purchaser or its consultants, except to the extent any action by Purchaser or its Representatives exacerbates such condition. Purchaser’s obligations under this Section 4.7 shall survive the termination of this Agreement but shall not survive Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after ClosingInvestigation.

PURCHASER's Responsibilities. In conducting any inspections, investigations or tests of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (ai) not disturb the tenants or interfere with their use of the Property pursuant to their respective Leases; (ii) not interfere with the operation and maintenance of the Property by SellerProperty; (biii) not damage any part of the Property or any personal property owned or held by Sellerany tenant or any third party; (civ) not injure or otherwise cause bodily harm to Seller Seller, Asset Manager, or its their respective agents, guests, tenants, invitees, contractors and employeesemployees or any tenants or their guests or invitees; (dv) comply with all applicable laws; (evi) promptly pay when due the costs of all tests, investigations, and examinations done with regard to the Property by Purchaser and its agents and representativesProperty; (fvii) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunder; (gviii) repair any damage to the Real Property resulting directly or indirectly from any such inspection or tests; and (hix) not reveal or disclose prior to Closing any information obtained during the Inspection Period concerning the Property and the Property Documents to anyone other than the Permitted Outside Parties, in accordance with the confidentiality standards set forth in Section 4.5 4.8 above. Notwithstanding anything in this Agreement to the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or except as may be otherwise required by law. Purchaser hereby agrees to remediateindemnify, containdefend, ▇▇▇▇▇ and hold Seller free and harmless from and against any and all liabilities (including reasonable attorneys' fees, expenses and disbursements) arising out of or control any materials not placed resulting from (a) the breach of the terms of this Section 4.10 or (b) the entry on or introduced to the Property and/or the conduct of any due diligence by Purchaser or its agents and any of Purchaser's representatives (except at any time prior to the extent any action of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contamination)Closing; provided, or to repair or restore any latent condition discovered by Purchaser or its consultantshowever, except that Purchaser's obligations hereunder shall not apply to the extent any action by Purchaser mere discovery of a pre-existing environmental or its Representatives exacerbates such conditionphysical condition at the Property. Purchaser’s obligations under this Section 4.7 The foregoing indemnity shall survive the Closing (and not be merged therein) or any earlier termination of this Agreement but shall not survive Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after ClosingAgreement.

PURCHASER's Responsibilities. In conducting any inspections, ---------------------------- investigations or tests test of the Property and/or Property Documents, Purchaser and its agents and representatives shall: (ai) not interfere with the operation and maintenance of the Property by SellerProperty; (bii) not damage any part of the Property or any personal property owned or held by Sellerany third party; (ciii) not injure or otherwise cause bodily harm to Seller or its their respective agents, guests, tenants, invitees, contractors and employeesemployees or any tenants or their guests or invitees; (div) comply with all applicable laws; (ev) promptly pay when due the costs of all tests, investigations, and examinations done with regard to the Property by Purchaser and its agents and representativesProperty; (fvi) not permit any liens to attach to the Real Property by reason of the exercise of its rights hereunder; (gvii) repair any damage to the Real Property resulting directly or indirectly from any such inspection or tests; and (hviii) not reveal or disclose prior to Closing any information obtained during the Inspection Period concerning the Property and the Property Documents to anyone other than the Permitted Outside Parties, in accordance with the confidentiality standards set forth in Section 4.5 4(f) above, or except as may be otherwise required by this Agreement. Notwithstanding anything in (q) (r) Purchaser's Agreement to Indemnify. Purchaser indemnifies and holds ---------------------------------- Seller harmless from and against any and all liens, claims, causes of action, damages, liabilities and expenses (including reasonable attorneys' fees) arising out of Purchaser's inspections or tests permitted under this Agreement to or any violation of the contrary, Purchaser shall have no obligation to repair any damage to the extent caused by Seller’s negligence or willful misconduct, or to remediate, contain, ▇▇▇▇▇ or control any materials not placed on or introduced to the Property by Purchaser or its agents and representatives (except to the extent any action provisions of Purchaser or its Representatives disturbs any such existing materials in a manner which causes damage or contaminationSections 4(b), or 4(f) and 4(h); provided, however, the indemnity shall not extend to repair or restore protect Seller from any latent condition pre-existing liabilities for matters merely discovered by Purchaser (e.g., latent environmental contamination) provided, further, however, if Purchaser's actions aggravate any pre-existing liability of Seller, then Purchaser's indemnity shall extend to any costs, expenses, damages, liabilities, claims or its consultants, except causes of action arising from or related to the extent any action by Purchaser or its Representatives exacerbates such aggravated condition. Purchaser’s 's obligations under this Section 4.7 4(i) shall survive the termination of this Agreement but and shall not survive the Closing, except and only to the extent such damage caused by Purchaser materially and adversely affects Seller’s post-Closing operations at the Property, in which case Purchaser shall perform such work after Closing.. (s) (t)