provided Developer's submissions, requests and applications are complete, include all
necessary fees and are otherwise compliant with applicable laws and ordinances.
2.3 Property Documents. The City represents to Developer that City has
delivered all the following documents and information regarding the Property to
Developer in the City's possession (collectively, the “Property Documents”):
a) All boundary or other physical surveys;
b) All title insurance policies with copies of exceptions;
c) All environmental site assessments; and
d) All other reports, appraisals, inspections and documents regarding the
condition or value of the Property.
City makes no representation or warranty regarding the currency or accuracy of any of
the Property Documents. Developer acknowledges that its receipt of the Property
Documents does not in any way relieve Developer from conducting its own required
surveying; title examination; architectural, engineering, environmental, topographical,
geological, soil, developmental, inspections and other due diligence reasonably sufficient
to determine the condition of the Property (collectively, the “Inspections”).
2.4 Due Diligence Regarding Property.
a) For a time period not to exceed one hundred and twenty (120) days after
the Effective Date (the “Diligence Period”), Developer is permitted to conduct, at
Developer's sole expense and risk, tests and surveys reasonably sufficient to determine
the condition of the Property, including title examination, market, geological and
structural analyses and a non-intrusive environmental audit. Developer shall restore the
Property, to the extent practicable, as to any damage caused by the negligence of
Developer, its employees, agents, contractors, or subcontractors in making the
Inspections, to the condition existing prior to such damage. Developer acknowledges that
Developer has reviewed all the Property Documents and the condition of the Property, as
set forth in the Property Documents, is sufficient for its purposes under this Agreement.
Developer shall have no right to terminate this Agreement after the Closing for any
condition of the Property as set forth in the Property Documents.
b) Developer shall indemnify and hold harmless City from any and all claims
arising out of the negligent acts or omissions of Developer, its employees, agents,
contractors, or subcontractors in making the Inspections.
2.5 Project.
a) The Development Plan is subject to the City’s land use and development
approval process.
