01-10-2024 Council Packet - Laserfiche WebLink

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2 is delayed. It is hereby understood by Buyer, that the Sellers are in no way representing that the documents set forth above are in their possession. The Sellers agree to make a good faith attempt to locate the above documents and to the extent they are able to locate any of the above documents, they will deliver those to the Buyer. 5. Inspection Period. Buyer shall have a period beginning with the Effective Date and ending at 12:00 a.m. on the date of closing to conduct its inspection of the Property. During this Inspection Period Buyer and its employees and agents may enter upon the Property to inspect and examine the Property and to perform whatever tests and studies of the Property that Buyer deems necessary or appropriate, including without limitations geotechnical, environmental, and engineering studies to determine whether or not the Property is suitable to Buyer. Sellers shall cooperate with Buyer in its entry upon and inspections, tests, examinations and studies of the Property. Buyer shall pay all costs and expenses of such tests and studies of the Property shall indemnify Sellers from any and all claims of bodily injury or damage to Property (including the Property itself) arising out of Buyer’s said inspection of the Property. Buyer shall provide Seller with 48 hours’ notice of any entry unto the Property. Buyer shall also indemnify and hold harmless Sellers from all liabilities, damages, claims, liens, judgments, fees and expenses (including attorney’s fees and costs), incurred by Sellers and arising out of any such entry. Buyer shall confirm with its existing insurance carrier that general liability insurance for a combined limit of not less than One Million 00/100 Dollars ($1,000,000.00), providing coverage for not less than Two Million 00/100 Dollars ($2,000,000.00) insuring all activity and conduct of the Buyer, and its employees, agents and independent contractors during any such entry, including contractual liability insurance. Prior to any such entry. The results of all inspections, tests, examinations and studies of the Property performed during the Inspection Period must be suitable to Buyer, in its sole discretion. In the event Buyer determines in its sole judgment and discretion that Property is suitable to Buyer, Buyer shall send notice (Notice of Suitability) to Sellers on or before the expiration of the inspection, which Notice of Suitability shall be signed by one of the Buyer’s authorized officers. No such Notice of Suitability shall be valid and effective unless signed by an authorized officer. The Notice of Suitability shall be effective upon depositing in the United States Mail postage. If Buyer fails for any reason to send Sellers the Notice of Suitability by the end of the Inspection Period, it shall be deemed that Buyer has agreed to purchase the Property and all Earnest Money paid hereunder shall become non-refundable. In the event the Buyer finds the Property not suitable it shall send a written notice of termination to Sellers, prior to expiration of the Inspection Period or any extension thereof. Said termination notice shall be effective upon depositing in the United States Mail postage prepaid or personal service on City of Little Canada City Administrator Simultaneous to delivery of the Notice, If Buyer properly terminates this Agreement than all Earnest Money and accrued interest due thereon shall be returned to the Buyer, and Sellers and Buyer shall execute a termination agreement.