4.14 SR 11-07-2022 ADD ON - Laserfiche WebLink

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49461726v5 3 222417v6 herein is contingent upon Purchaser’s full, complete and sole satisfaction of its review of the foregoing. (c) Any time prior to Closing, Purchaser or its authorized agents shall have the right to enter upon the Seller Property for any lawful purpose, including without limitation performing the tests and inspections Purchaser deems reasonably necessary to satisfy its due diligence requirements and to erect such signs as Purchaser may deem necessary, except signs identifying any contractor that will assist Purchaser. Purchaser agrees to restore any resulting damage to the Seller Property and to indemnify, hold harmless and defend Seller from any and all claims by third persons of any nature whatsoever arising from Purchaser’s right of entry hereunder, including all actions, proceedings, demands, assessments, costs, damages, expenses and attorneys' fees. Purchaser’s obligation under this paragraph shall survive delivery of the deed at Closing for a period of two (2) years. (d) Within five (5) business days after the Effective Date (the “Delivery Deadline”), Seller will deliver complete and accurate copies of all of the Documents (as set forth on Exhibit “B”) for Purchaser’s examination and analysis. Seller has the continuing obligation to provide Purchaser with any Document that comes into Seller’s possession or control or is entered into by Seller after the initial delivery of the Documents. (e) Purchaser agrees to indemnify, defend and hold Seller, its partners, officers, directors, employees, agents, attorneys and their respective successors and assigns, harmless from and against all claims, demands, suits, obligations, payments, damages, losses, penalties, liabilities, costs and expenses (including reasonable attorneys’ fees) arising out of or resulting from the Purchaser’s or its agents’ actions taken in, on or about the Property in the exercise of the inspection right granted pursuant to Paragraph 5. This Paragraph 5(d) shall survive the delivery of the Deed at Closing and/or any termination of this Agreement for a period of two (2) years. 6. TITLE TO BE DELIVERED. Seller shall deliver to Purchaser, or cause to be delivered to Purchaser, at Closing, an executed Quit Claim Deed (“Deed”) in recordable form conveying fee simple title to the Property subject to the terms of this Agreement and: (a) Reservations of minerals or mineral rights by the State of Minnesota; (b) Building, zoning and subdivision laws and regulations consistent with the current use of the Property; (c) The lien of real estate taxes and installments of special assessments which are payable by Purchaser pursuant to the terms of this Agreement; (d) Applicable laws, regulations, zoning regulations and ordinances, whether federal, state or local; and (e) Exceptions to title which constitute encumbrances, declarations, restrictions, or easements which have Purchaser has not objected to as provided under Paragraph 7 of this Agreement.