AGREEMENT
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3.8.2 PURCHASER REIMBURSING SELLER FOR THE ACTUAL AMOUNTS OF ANY AND ALL
EXPENSES INCURRED OR ACCRUED BY SELLER IN CONNECTION WITH THE OPERATION OF THE
PROPERTY DURING THE TIME OF PURCHASER'S EARLY ENTRY OR OCCUPANCY OF THE PROPERTY
INCLUDING, BUT NOT LIMITED TO, TAXES, UTILITIES, INSURANCE, AND REPAIRS AND
MAINTENANCE OF THE PROPERTY
3.8.3 SELLER HAVING THE RIGHT TO APPROVE ANY AND ALL IMPROVEMENTS OR
ALTERATIONS TO THE PROPERTY PROPOSED BY PURCHASER, SUCH APPROVAL TO BE WITHHELD
OR CONDITIONED IN THE REASONABLE DISCRETION OF SELLER. SHOULD PURCHASER NOT
TIMELY CLOSE ON THE ACQUISITION OF THE PROPERTY AS CONTEMPLATED IN THIS
AGREEMENT, PURCHASER SHALL, AT THE SOLE DISCRETION OF SELLER, REMAIN OBLIGATED
TO EITHER (I) RESTORE THE PROPERTY TO THE SAME CONDITION AS IT WAS PRIOR TO
PURCHASER'S EARLY ENTRY OR OCCUPANCY, OR (II) LEAVE ALL IMPROVEMENTS AND
ALTERATIONS MADE OR PLACED UPON THE PROPERTY, OWNERSHIP OF THE SAME REVERTING TO
SELLER. IN EITHER CASE, SELLER MAY UTILIZE ALL OR A PORTION OF THE SECURITY
DEPOSIT TO RESTORE THE PROPERTY TO A CONDITION ACCEPTABLE TO SELLER. IN NO EVENT
SHALL FORFEITURE OF THE SECURITY DEPOSIT ACT A CAP ON DAMAGES. NOTWITHSTANDING
THE REMEDIES DESCRIBED HEREIN, SELLER SHALL BE ABLE TO PURSUE ALL REMEDIES
AVAILABLE AT LAW OR IN EQUITY.
3.8.4 AS A PART OF SELLER ALLOWING PURCHASER SUCH EARLY ENTRY OR OCCUPANCY,
AND AS MATERIAL CONSIDERATION THEREFOR, PURCHASER AGREES TO PAY, WHEN DUE, ALL
CLAIMS FOR LABOR OR MATERIALS FURNISHED TO OR FOR PURCHASER FOR USE ON THE
PROPERTY AND TO KEEP THE PROPERTY FREE FROM ANY AND ALL LIENS ASSOCIATED WITH
ANY WORK PERFORMED BY OR ON BEHALF OF PURCHASER. PURCHASER HEREBY AGREES TO
INDEMNIFY, DEFEND AND HOLD HARMLESS SELLER FROM AND AGAINST ANY AND ALL CLAIMS
ARISING DIRECTLY OR INDIRECTLY OUT OF, OR IN ANY WAY CONNECTED WITH, THE
CONSTRUCTION OF ANY OF PURCHASER'S IMPROVEMENTS OR ALTERATIONS, OR ARISING
DIRECTLY OR INDIRECTLY OUT OF, OR IN ANY WAY CONNECTED WITH, PURCHASER'S EARLY
ENTRY OR OCCUPANCY OF THE PROPERTY.
3.8.5
BEGINNING ON THE DATE PURCHASER IS GRANTED EARLY ENTRY TO THE PROPERTY FOR THE
PURPOSE OF CONSTRUCTING ITS TENANT IMPROVEMENTS OR FOR PURCHASERS OCCUPANCY OF
THE PROPERTY, AND CONTINUING UNTIL CLOSING OR THE EARLIER TERMINATION OF THIS
AGREEMENT BY ITS TERMS, PURCHASER SHALL PROCURE, PAY FOR AND MAINTAIN IN EFFECT
WORKERS' COMPENSATION AND EMPLOYER'S LIABILITY INSURANCE AND COMMERCIAL GENERAL
LIABILITY INSURANCE WHICH INCLUDES COVERAGE FOR PERSONAL INJURY, CONTRACTUAL
LIABILITY AND PURCHASER'S INDEPENDENT CONTRACTORS. THE COMMERCIAL
PURCHASE AND SALE AGREEMENT
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GENERAL LIABILITY INSURANCE SHALL BE PROCURED AND MAINTAINED WITH NOT LESS THAN
THREE MILLION DOLLARS ($3,000,000.00) PER OCCURRENCE COMBINED SINGLE LIMIT FOR
BODILY INJURY, PERSONAL INJURY OR PROPERTY DAMAGE LIABILITY, AND SHALL NAME
SELLER AS AN ADDITIONAL INSURED. IN ADDITION, PURCHASER AGREES TO OBTAIN
CERTIFICATES OF INSURANCE EVIDENCING COMMERCIAL GENERAL LIABILITY INSURANCE,
INCLUDING WORKERS' COMPENSATION INSURANCE AND EMPLOYER'S LIABILITY INSURANCE
FROM ANY CONTRACTORS OR SUBCONTRACTORS ENGAGED IN ANY WORK ON THE PROPERTY. SUCH
LIABILITY INSURANCE MUST BE FOR MINIMUM