WHICH NOTICE
SHALL BE ACCOMPANIED BY A DETAILED DESCRIPTION AND PLAN OF THE INVASIVE TESTS
PURCHASER DESIRES TO PERFORM.
FURTHER, SELLER SHALL HAVE THE RIGHT, WITHOUT
LIMITATION, TO DISAPPROVE ANY AND ALL SUCH INVASIVE ENTRIES, SURVEYS, TESTS
(INCLUDING, WITHOUT LIMITATION, AN INVASIVE PHASE II ENVIRONMENTAL STUDY OF THE
PROPERTY), INVESTIGATIONS AND OTHER MATTERS THAT IN SELLER'S REASONABLE JUDGMENT
COULD RESULT IN ANY INJURY TO THE PROPERTY OR BREACH OF ANY CONTRACT, OR EXPOSE
SELLER TO ANY LOSSES OR VIOLATION OF APPLICABLE LAW, OR OTHERWISE ADVERSELY
AFFECT THE PROPERTY OR SELLER'S INTEREST THEREIN.
PURCHASER SHALL, AT
PURCHASER'S SOLE COST AND EXPENSE, AND IN ACCORDANCE WITH ALL APPLICABLE
ENVIRONMENTAL LAWS, DISPOSE OF ALL HAZARDOUS MATERIALS WHICH HAVE BEEN
SPECIFICALLY REMOVED FROM OR AT THE PROPERTY BY PURCHASER OR ITS AGENTS,
REPRESENTATIVES, EMPLOYEES OR DESIGNEES IN CONNECTION WITH PURCHASER'S
ENVIRONMENTAL STUDIES.
PURCHASER SHALL USE REASONABLE EFFORTS TO MINIMIZE
DISRUPTION TO TENANTS IN CONNECTION WITH PURCHASER'S OR ITS CONSULTANTS'
ACTIVITIES PURSUANT TO THIS SECTION.
NO CONSENT BY SELLER TO ANY SUCH ACTIVITY
SHALL BE DEEMED TO CONSTITUTE A WAIVER BY SELLER OR ASSUMPTION OF LIABILITY OR
RISK BY SELLER.
PURCHASER HEREBY AGREES TO RESTORE, AT PURCHASER'S SOLE COST
AND EXPENSE, THE PROPERTY TO THE SAME CONDITION EXISTING IMMEDIATELY PRIOR TO
PURCHASER'S EXERCISE OF ITS RIGHTS PURSUANT TO THIS ARTICLE III.
PURCHASER
SHALL MAINTAIN AND CAUSE ITS THIRD PARTY CONSULTANTS TO MAINTAIN (A) CASUALTY
INSURANCE AND COMMERCIAL GENERAL LIABILITY INSURANCE WITH COVERAGES OF NOT LESS
THAN $1,000,000.00 FOR INJURY OR DEATH TO ANY ONE PERSON AND $3,000,000.00 FOR
INJURY OR DEATH TO MORE THAN ONE PERSON AND $1,000,000.00 WITH RESPECT TO
PROPERTY DAMAGE, AND (B) WORKER'S COMPENSATION INSURANCE FOR ALL OF THEIR
RESPECTIVE EMPLOYEES IN ACCORDANCE WITH THE LAW OF THE STATE IN WHICH THE
PROPERTY IS LOCATED.
PURCHASER SHALL DELIVER PROOF OF THE INSURANCE COVERAGE
REQUIRED PURSUANT TO THIS SECTION 3.4.2 TO SELLER (IN THE FORM OF A CERTIFICATE
OF INSURANCE) PRIOR TO THE EARLIER TO OCCUR OF (I) PURCHASER'S OR PURCHASER'S
CONSULTANTS' ENTRY ONTO THE PROPERTY, OR (II) THE EXPIRATION OF 15 DAYS AFTER
THE EFFECTIVE DATE.
3.5
PROPERTY MATERIALS.
3.5.1
WITHIN 5 BUSINESS DAYS AFTER THE EFFECTIVE DATE, AND TO THE EXTENT
THE SAME HAVE NOT ALREADY BEEN PROVIDED BY SELLER TO PURCHASER, SELLER AGREES TO
DELIVER TO PURCHASER, OR AT SELLER'S OPTION MAKE AVAILABLE AT THE PROPERTY,
COPIES OF ALL MATERIAL DOCUMENTS AND INFORMATION CONCERNING THE PROPERTY THAT
ARE IN SELLER'S POSSESSION OR REASONABLE CONTROL (INCLUDING, BUT NOT LIMITED TO,
THOSE ITEMS REFERENCED ON SCHEDULE 2 ATTACHED HERETO), OTHER THAN SUCH DOCUMENTS
AND INFORMATION THAT SELLER REASONABLY DEEMS TO BE CONFIDENTIAL OR PROPRIETARY
(COLLECTIVELY, THE "MATERIALS").
3.5.2
EXCEPT AS EXPRESSLY SET FORTH IN SELLER'S REPRESENTATIONS, SELLER
MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS, WRITTEN, ORAL, STATUTORY, OR
IMPLIED, AND ALL SUCH REPRESENTATIONS AND WARRANTIES ARE HEREBY EXPRESSLY
EXCLUDED AND DISCLAIMED.
ALL MATERIALS ARE PROVIDED FOR INFORMATIONAL PURPOSES
ONLY, AND PURCHASER SHALL NOT IN ANY WAY BE ENTITLED TO RELY UPON THE
COMPLETENESS OR ACCURACY OF THE MATERIALS, AND, EXCEPT AS EXPRESSLY SET