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4.1.7 Continuing Representations. Seller's foregoing representations <br />and warranties shall be deemed continuing and, unless written notice to the contrary is given to <br />Buyer on or before the Closing, the same shall be true and correct on and as of the Closing with <br />the same force and effect as if made at that time. If any of the foregoing representations and <br />warranties are found to be incorrect before Closing, Buyer may terminate this Agreement upon <br />written notice to Seller at any time before Closing. Seller's representations and warranties under <br />this Section 4.1 shall survive the Closing. <br />4.2 Inspection. <br />42.1 Inspection of Premises. Buyer and its representatives may, at all <br />reasonable times during normal business hours, enter upon the Property to conduct <br />environmental studies, soil tests and other appropriate on -site evaluations to ascertain whether <br />the Property is suitable to meet Buyer's objectives. Buyer shall bear the cost of all such <br />inspections or tests. <br />4.2.2 Inspection of Documents. Within five (5) days after the full <br />execution of this Agreement, Seller shall deliver to Buyer copies of all soil, engineering or <br />environmental s tudies, a udits, r eports o r s urveys relating t o t he P roperty t hat are in Seller's <br />possession or control (herein "Property Documents'. <br />If the Closing does not occur for any reason whatsoever, Buyer shall return to Seller all <br />of the Property Documents which Seller has delivered to Buyer. <br />4.3 Indemnity. Buyer agrees to indemnify and hold Seller harmless from and <br />against any and all liens, claims, causes of action, damages, liabilities, and expenses (including <br />reasonable attorneys' fees) arising from any act, omission, or negligence of Buyer or Buyer's <br />contractors, licensees, agents, servants, employees, officers, and directors, or arising from any <br />accident, injury, or damage whatsoever occurring on or about the Property or any part thereof, by <br />reason of Buyer's conducting the environmental studies, soil tests, and engineering work and <br />other evaluation herein described, and shall restore the Property to its present condition. Buyer's <br />obligations and er t his S ection 4.3 s hall s urvive t he t ermination o f this Ag reement and s hall <br />survive the Closing. <br />4.4 Termination. I f Buy er d etermines t hat t he P roperty is not s uitable for <br />Buyer's purposes, then Buyer may terminate this Agreement by written notice to Seller at any <br />time before the Closing Date, in which event the parties shall have no further obligations <br />hereunder, except for matters that expressly survive termination of this Agreement. <br />Article 5 — fRESERVEIDI <br />Article 6 — Closing <br />6.1. Closing. If this Agreement has not been terminated, the closing of the <br />transaction contemplated herein shall be held on or before December 19, 2008 (the "Closing "), <br />with the date to be selected by Buyer on five (5) days prior written notice to Seller. The Closing <br />shall be effected through an escrow to be opened by the parties with the escrow department of <br />the Title C ompany, a nd the a ctual date o n which t he Closing is c onsummated is c alled t he <br />"Closing Date." The following procedure shall be followed by the parties in connection with the <br />Closing: <br />GADOCS\ZWA \S &7\Paris \Purchase Contract -1doc <br />-4- <br />