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dated , 2012, recorded , 2012 (collectively, the
<br />"Declarations").
<br />Notwithstanding anything contained in this Contract to the contrary, Purchaser will
<br />have the right to review the Declarations during the time period set forth in Article 5 to assure
<br />that the terms and provisions of the Declarations are acceptable to Purchaser, and that the
<br />Declarations are not in conflict with the business or legal parameters of this Contract or
<br />Purchaser's intended use of the Premises. Seller acknowledges that Purchaser may request
<br />certain modifications and/or amendments to the Declarations that Purchaser deems necessary
<br />or desirable, in Purchaser's sole opinion, for Purchaser's intended construction and operation of
<br />Purchaser's improvements on the Premises and Purchaser's intended use of the Premises (the
<br />"Requested Declaration Amendment(s)"), and Seller agrees to take all commercially
<br />reasonable steps necessary to obtain the Requested Declaration Amendment(s). If the terms of
<br />the Declarations are not acceptable to Purchaser, in Purchaser's sole opinion, and/or if Seller is
<br />unable to obtain the Requested Declaration Amendment(s), Purchaser may, at its option,
<br />terminate this Contract and declare this Contract null and void and of no further force and effect.
<br />B. Access: Seller grants to Purchaser, Purchaser's agents and contractors, the right to
<br />enter upon the Premises to make the Tests (as defined in Article 6A(5), surveys, and
<br />environmental assessments. In the event that Purchaser's entry upon the Premises disturbs
<br />any portion of the Premises, Purchaser agrees to restore the Premises to substantially its prior
<br />condition. Purchaser agrees to indemnify, defend and hold Seller harmless from and against
<br />any and all losses, damages, causes of action, claims, liabilities, cost and expenses (including
<br />reasonable attorneys' fees and court costs), suffered or incurred by Seller as a result of, directly
<br />or indirectly, the conduct of the Tests, surveys and/or environmental assessments or the entry
<br />upon the Premises by Purchaser, its agents, contractors, employees, licensees and invitees,
<br />which indemnity obligation will survive closing or termination of this Contract for a period of one
<br />year from the date of final execution of this Contract. The foregoing will not include, however,
<br />any cost, expense, claim or liability arising out of or in any way related to contaminated soil,
<br />asbestos or other environmental hazards discovered by the Tests or environmental
<br />assessments, or for any pre-existing physical conditions upon the Premises, to the extent that
<br />Purchaser did not create or exacerbate such conditions.
<br />7. Possession and Demolition:
<br />A. Possession: Seller covenants to deliver sole and actual possession of the
<br />Premises to Purchaser, free and clear of all tenancies and parties in possession on the date title
<br />passes to Purchaser, subject to the easements contemplated in this Contract.
<br />B. Demolition: Seller further covenants to demolish and remove from the Premises all
<br />signs, encroachments and existing improvements, including foundations and underground
<br />tanks, if any, within 10 days after Purchaser notifies Seller that all contingencies and/or
<br />conditions precedent have been satisfied or waived. This provision is a contingency of this
<br />Contract.
<br />C. As -Is: Purchaser acknowledges that except for any obligations or express warranties
<br />and representations contained in this Contract or any instrument, document or agreement to be
<br />delivered to Purchaser at Closing, Purchaser is not relying on any written, oral, implied or other
<br />Document #: 1118064-v8
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