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209 (b) WALK THROUGH INSPECTIONIRE4NSPECTION: On the day prior to Closing Date, or on Closing Date prior
<br /> 210 to time of Closing , as specified by Buyer, Buyer or Buyer's representative may perform a walk-through (and
<br /> 211 follow-up walk through, if necessary) inspection of the Property solely to confirm that all items of Personal
<br /> 212 Property are on the Property and to verify that Seller has maintained the Property as required by the AS
<br /> IS
<br /> 213 Maintenance Requirement and has met all other contractual obligations.
<br /> 214 (c) SELLER ASSISTANCE AND COOPERATION iN CLOSE-OUT OF BUILDING PERMITS : If Buyer's
<br /> 215 inspection of the Property identifies open or needed building permits, then Seller shall promptly deliver
<br /> to
<br /> 216 Buyer all plans, written documentation or other information in Seller's possession , knowledge, or control
<br /> 217 relating to improvements to the Property which are the subject of such open or needed Permits, and shall
<br /> 218 promptly cooperate in good faith with Buyer's efforts to obtain estimates of repairs or other work necessary to
<br /> 219 resolve such Permit issues. Seller's obligation to cooperate shall include Seller's execution of necessary
<br /> 220 authorizations, consents, or other documents necessary for Buyer to conduct inspections and have estimates
<br /> 221 of such repairs or work prepared, but in fulfilling such obligation, Seller shall not be required to expend
<br />, or
<br /> 222 become obligated to expend , any money.
<br /> 223 (d) ASSIGNMENT OF REPAIR AND TREATMENT CONTRACTS AND WARRANTIES: At Buyer's option and
<br /> 224 cost, Seiler will, at Closing, assign all assignable repair, treatment and maintenance contracts and warranties
<br /> 225 t0 Buyer.
<br /> 226 ESCROW AGENT AND BROKER "
<br /> 227 13. ES OW AGENT: Any Closing Agent or Escrow Agent (collectively °Agent") receiving the Deposit, oth r fu S
<br /> 228 and o items is authorized , and agrees by acceptance of them, to deposit them promptly, hold same in e w
<br /> 229 within th State of Florida and, subject to COLLECTION , disburse them in accordance with terms and ditions
<br /> 230 of this Con ct. Failure of funds to become COLLECTED shall not excuse Buyer's performance. lNhe nfiicting
<br /> 231 demands for a Deposit are received , or Agent has a good faith doubt as to entitlement to the posit,
<br /> Agent
<br /> 232 may take such a 'ons permitted by this Paragraph 13, as Agent deems advisable. If in doubt as Agents duties
<br /> 233 or liabilities . under s Contract, Agent may, at Agents option, continue to hold the subject r of the escrow
<br /> 234 until the parties a'
<br /> to its disbursement or until a final judgment of a court of com ent jurisdiction shalt
<br /> 235 determine the rights of parties, or Agent may deposit same with the clerk of the circus urt having jurisdiction
<br /> 236 of the dispute. An attome ho represents a party and also acts as Agent may r sent such party
<br /> in such
<br /> 237 action . Upon notifying all pa concerned of such action , all liability on the part Agent shall fully terminate,
<br /> 238 except to the extent of accoun for any items previously delivered out of crow. If a licensed real
<br />estate
<br /> 239 broker, Agent will comply with pro ' ions of Chapter 475, F.S. , as amende and FREC rules to
<br /> timely resolve
<br /> 240 escrow disputes through media t n , arbitration , interpleader o an escrow disbursement order.
<br /> 241 Any proceeding between Buyer and Sell wherein Agent is made a pa because of acting as Agent hereunder,
<br /> 242 or in any proceeding where Agent interpI s the subject matter of a escrow, Agent shall recover reasonable
<br /> 243 attorney's fees and costs incurred, to be paiursuant to court er out of the escrowed funds or equivalent.
<br /> 244 Agent shall not be liable to any party or person fo is-delivery any escrowed items, unless such mis-delivery is
<br /> 245 due to Agents willful breach of this Contract or Ag s gross egligence. This Paragraph 13 shall survive Closing
<br /> 246 or termination of this Contract.
<br /> 247 14. PROFESSIONAL ADVICE; BROKER LIABILITY: B advises Buyer and Seller to verify Property condition ,
<br /> 248 square footage, and all other facts and representado m ursuant to this Contract and to consult appropriate
<br /> 249 professionals for legal, tax, environmental, and o r specializ advice concerning matters affecting the Property
<br /> 250 and the transaction contemplated by this Con Broker repr is to Buyer that Broker does not reside on the
<br /> 251 Property and that all representations (oral, n or otherwise) by ker are based on Seller representations or
<br /> 252 public records. BUYER AGREES TO LY SOLELY ON SELL PROFESSIONAL INSPECTORS AND
<br /> 253 GOVERNMENTAL AGENCIES FOR RIFICATiON OF PROPERTY DITION, SQUARE FOOTAGE AND
<br /> 254 FACTS THAT MATERIALLY AFF PROPERTY VALUE AND NOT O E REPRESENTATIONS (ORAL,
<br /> 255 WRITTEN OR OTHERWISE) BROKER. Buyer and Seller (individual the "Indemnifying Party") each
<br /> 256 individually indemnifies, hold awnless, and releases Broker and Broker's roers, directors, agents and
<br /> 257 employees from all liability loss or damage, including all costs and expenses, ::a reasonable attorney's fees
<br /> 258 at all levels, suffered or i rred by Broker and Broker's officers, directors, agents an mployees in connection
<br /> 259 with or arising from cl ' s, demands or causes of action instituted by Buyer or Seller ba on: (i) inaccuracy
<br /> of
<br /> 26o information provid y the Indemnifying Party or from public records; (ii) Indemnifying Party misstatement(s) or
<br /> 261 failure to perfo ntractual obligations; (iii) Broker's performance, at Indemnifying Party's r est, of any task
<br /> 262 beyond the pe of services regulated by Chapter 475, F.S. , as amended , including B er's referral,
<br /> 263 recommen on or retention of any vendor for, or on behalf of, Indemnifying Party; (iv) produ Is
<br /> services
<br /> 264 provid y any such vendor for, or on behalf of, Indemnifying Party ; and (v) expenses incurred by ny
<br /> such
<br /> 265 vend . Buyer and Seller each assumes full responsibility for selecting and compensating their respective dors
<br /> 266 an aying their other costs under this Contract whether or not this transaction closes. This Paragraph 14 wi of
<br /> 267 ieve Broker of statutory obligations under Chapter 475, F.S. , as amended . For purposes of this Paragraph
<br /> Buyers Initials 00*4 � Page 5 of 10 Seller's Initial
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