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(30) days after Seller bills Buyer for the cost thereof. After construction, Seller shall maintain the Drive
<br />Entry Sign and the Project Entry Sign including the incidences thereto, but retains the right to include the
<br />cost thereof in costs payable by Buyer as owner of Lot 5, by virtue of the Special Service District for
<br />COR TWO, among other properties, created by the Ramsey City Council. The provisions of this Section
<br />shall survive the Closing.
<br />5.5 Expenses of Buyer. Buyer shall pay all other costs of the development of the Property,
<br />including, without limitation, obtaining an approved site plan for the Property, designing the stormwater
<br />management and drainage system for the Property; and designing and constructing Buyer's building,
<br />parking facilities, sanitary sewer and watermain connections, stormwater management and drainage
<br />system, landscaping and related improvements on the Property.
<br />ARTICLE 6
<br />DUE DILIGENCE; RIGHT OF ENTRY; CONTINGENCY DATE.
<br />6.1 Property Information. Seller shall, within 5 business days after the Effective Date,
<br />deliver to Buyer engineering studies, analysis, soil test borings, environmental studies and other
<br />documents pertaining to the physical condition, development, and/or operation of the Property in Seller's
<br />possession or control, if any (the "Property Information"). Seller makes no representation or warranty
<br />to Buyer regarding the truth or accuracy of the information or data contained in the Property Information.
<br />6.2 Right of Entry. During period commencing on the Effective Date, through and
<br />including the sixtieth (60th) day after the date of this Agreement (the "Contingency Date"), Buyer and its
<br />employees, agents and contractors shall have the right to enter the Property during normal business hours
<br />and upon reasonable prior notice to Seller to inspect the same, perform surveys, environmental
<br />assessments, soil and other tests and for other investigations and activities consistent with the purposes of
<br />this Agreement (collectively, the "Inspections"). Notwithstanding the foregoing, Buyer and its
<br />employees, agents and independent contractors shall have the right to enter onto the Property after the
<br />Contingency Date to show the Property to prospective lenders and others and to inspect the Property, but
<br />Buyer shall not conduct any Investigations after the Contingency Date.
<br />6.3 Damage. All Inspections shall be conducted at reasonable times in such manner so as to
<br />not cause unreasonable interference with the use or occupancy of, or damage to, the Property. Buyer
<br />shall promptly repair any damage and restore the Property to its condition immediately prior to such
<br />entry and damage. If it is not reasonably practical to restore the Property to its condition prior to such
<br />Inspections, Buyer will not be required to restore the Property if prior to undertaking any such
<br />Inspections, Buyer receives written approval of Seller that it will not be required to restore the Property.
<br />6.4 Indemnity for Costs of Inspections. Buyer shall promptly pay for all services rendered
<br />by its agents, employees and contractors to conduct the Inspections and provide the Data and Services,
<br />and shall not allow any mechanic's liens to attach to, or be filed against, the Property. Buyer shall
<br />indemnify, protect, defend and hold Seller harmless from and against any obligation, liability, claim
<br />(including any claim for damage to property or injury to or death of any persons), lien or encumbrance,
<br />loss, damage, cost or expense, including attorneys' fees, whether or not legal proceedings are instituted,
<br />in any way arising from the Inspections or examinations of the Property by Buyer or its agents,
<br />employees or contractors. The indemnity which is the subject of the preceding sentence shall not cover
<br />liability arising from the physical condition of the Property unless such physical condition is created by
<br />Buyer. Such agreement to repair and restore, and to indemnify and hold harmless Seller, shall survive
<br />Closing or any termination of this Agreement notwithstanding any provision to the contrary in this
<br />Agreement.
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