12-Delliberate and act on a Resolution approving the purchase of 165 Center Street

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ARTICLE 4 Inspection, Audit and Financinq Section 4.1 Purchaser, at Purchaser's sole cost and expense, shall have through and until thirty (30) days from the Effective Date of this Contract ("Inspection Period") within which to conduct any and all engineering, environmental and economic feasibility studies of the Property which Purchaser may, at Purchaser's sole discretion, deem necessary to determine whether or not the Property is suitable for Purchaser's intended use. Purchaser's representatives may enter upon the Property for the purpose of conducting any studies or tests, including, but without limitation, soil tests, obtaining topographical information, conducting engineering and economic feasibility studies and for all other similar preliminary work; provided, however, Purchaser shall and does hereby indemnify and hold harmless Seller from and against any claims, costs, expenses or damage that Seller may suffer or incur as a result of such inspection, including: (i) mechanic's liens or claims that may be filed on or asserted against the Property by contractors, subcontractors or materialmen performing such work for Purchaser, and (ii) any damage caused to the Property as a direct result of such inspection. In making any inspection hereunder, Purchaser will treat, and will cause any representative of Purchaser to treat, all information obtained by Purchaser pursuant to the terms of this Contract as confidential. Further, in the event that Purchaser refuses or is unable to close under this Contract, for any reason whatsoever, any and all studies or tests, including, but without limitation, soil tests, topographical information, engineering and economic feasibility studies, or other similar preliminary work, will be shared with Seller upon request by Seller. Section 4.2 In the event Purchaser shall notify Seller on or before the expiration of the Inspection Period, that Purchaser, for any reason whatsoever, does not desire to consummate this Contract, then, and in such event, this Contract shall, ipso facto, terminate and the parties hereto shall have no further obligations to the other hereunder except as provided herein. Absent Purchaser's timely written notice to Seller of Purchaser's election to so terminate this contract as aforesaid, then, and in such event, Purchaser shall have pso facto waived any and all claim whatsoever to terminate this Contract pursuant to this Article 4, and shall proceed to a Closing hereunder. ARTICLE 5 Condemnation Assessments and Risk of Loss Section 5.1 In the event that prior to the date of Closing condemnation procedures are commenced against a portion or all of the Property or Seller receives any verbal or written notice of a threat or intent of condemnation of a portion or all of the Property, Seller shall immediately notify Purchaser and Purchaser may, at its election, terminate this Contract by written notice to Seller within ten (10) business days after receipt of Seller's notice. Neither party shall have any further rights or obligations REAL ESTATE CONTRACT/TO CITY PAGE 3 (No Earnest Money) (Inspection Fee) 000682