Laserfiche WebLink
4. Real Estate Brokerage Commission. Buyer and Seller each represent and warrant <br />to each other that they have not employed, dealt with or incurred any obligation to any broker, <br />agent or finder in connection with the Property, and that they have not incurred any obligation to <br />pay any other real estate brokerage or other commission or fee in connection with the conveyance <br />of the Property to Buyer. Buyer and Seller agree to indemnify, defend and hold each other free <br />and harmless from and against all costs and liabilities, including without limitation reasonable <br />attorneys' fees and the costs and expenses of litigation, for causes of action or proceedings in any <br />way related to or resulting from a breach of the foregoing representation and warranty or arising <br />out of any action or proceedings which may be instituted by any broker, agent or finder, licensed <br />or otherwise, claiming through, under or by reason of the conduct of the indemnifying Party, <br />respectively, in connection with this transaction. <br />5. Remediation Work. <br />5.1 Completion of Remediation Work. Subject to Unavoidable Delay, within <br />one -hundred and eighty (180) days after the Closing and the issuance of all necessary permits <br />required to commence the Remediation Work, Buyer shall, at its sole cost and expense, diligently <br />complete the following remediation work, as mutually agreed by the Parties: painting of main <br />structure on the Property; replacing all windows on the main structure on the Property, installation <br />of exterior lighting of the main structure on the Property; landscaping; and, securing of all <br />structures on the Property ("Remediation Work"). All such Remediation Work must be <br />completed in accordance with all applicable laws. <br />5.2 License. Pursuant to the terms and conditions of this Agreement, including <br />the insurance requirements in Section 6.4 of this Agreement, prior to the Closing Date Seller <br />hereby grants to Buyer and its employees, agents and contractors the nonexclusive, non -assignable, <br />personal right and license to enter upon the Property to commence the Remediation Work, and for <br />no other purposes without the prior written approval of the Seller. It is expressly understood that <br />this limited license to commence the Remediation Work does not in any way whatsoever grant or <br />convey any rights of possession, easement or other cognizable property interest in the Property. If <br />this Agreement is terminated prior to the Closing Date, any improvements constructed by Buyer <br />on the Property shall be the property of the fee title owner of the Property. <br />5.3 Notice of Substantial Com lep tion. Upon substantial completion of the <br />Remediation Work, Buyer will deliver to Seller notice that it has substantially performed all of the <br />Remediation Work, other than minor items and adjustment ("Notice of Substantial <br />Completion"). Within fifteen (15) days after Buyer delivers to Seller the Notice of Substantial <br />Completion, Buyer and Seller will conduct a walk-through inspection of the Property. Within <br />fifteen (15) days after the walk-through inspection of the Premises, Seller shall provide to Buyer <br />a written punch -list specifying those items that Seller reasonably requires to be completed, are <br />defective, incomplete, or do not substantially conform to the Remediation Work or any applicable <br />laws, which items Buyer will thereafter diligently complete or Buyer shall provide, within seven <br />(7) days, notice to Seller of Buyer's intent to not complete any or all of Seller's identified items. <br />Buyer acknowledges and agrees that time is of the essence with respect to the completion of the <br />Remediation Work. If the Notice of Substantial Completion is not approved by Seller and the <br />Remediation Work is not completed within the timeframe committed to in Section 5.1, Buyer <br />la <br />