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<br />obligations under this Section 5.4 shall survive any termination ofthis Agreement and the Close <br />of Escrow. <br /> <br />Transmittal by facsimile or hand-delivery shall be deemed acceptable methods of <br />delivery of notices for the purposes of this section. <br /> <br />5.5 Housing Provider Inspection: SELLER shall also allow reasonable inspection of the <br />Property by at least three (3) potential housing developers or property managers during the <br />Motel's normal business hours, but no more than three (3) inspections shall take place in any <br />given month. AGENCY shall provide SELLER with notice that a potential manager, developer <br />or their consultants, contractors, and/or agents will enter onto the Property, not less than forty- <br />eight (48) hours in advance of their inspection of the Property. <br /> <br />Transmittal by facsimile or hand-delivery shall be deemed acceptable methods of <br />delivery of notices for the purposes of this section. <br /> <br />5.6 Indemnity for Investigation of Property and Right of Entry. AGENCY shall indemnify, <br />protect, defend and hold SELLER and the Property free and harmless from and against any and <br />all claims, actions, causes of action, suits, proceedings, costs, liabilities, damages, expenses and <br />liens of any type (collectively Losses) arising out of this Article 5 or any act or omission of <br />AGENCY, any of AGENCY's Representatives or persons accompanying AGENCY's <br />Representatives on or about the Property. AGENCY's obligations under this Section 5.6 shall <br />survive any termination of this Agreement and the Close of Escrow. <br /> <br />5.7 Termination Rights. If AGENCY, in its sole and absolute discretion, disapproves of any <br />condition of the Property before the Close of Escrow, AGENCY shall so notify SELLER in <br />writing within five (5) business days of AGENCY's discovery of such condition, and this <br />Agreement shall terminate. Upon such termination, SELLER, unless a SELLER Event of <br />Default has occurred under this Agreement, may retain the Escrow Deposit, and neither party <br />shall have any further obligation hereunder, except as specifically enumerated herein as <br />surviving the termination of this Agreement. <br /> <br />5.8 Use of Investigation Results. Except with respect to Property conditions posing a serious <br />and substantial threat to public health or safety, in no event shall AGENCY use the findings or <br />results of its investigations of the Property in any action, proceeding, hearing or public forum <br />against SELLER or the Property, nor shall AGENCY provide or disclose the same to the City of <br />San Leandro or any third party, all such findings or results to be held in strict confidence by <br />AGENCY in accordance with Section 16.20 below. <br /> <br />6. REVIEW OF TITLE <br /> <br />6.1 Condition of Title. SELLER shall convey by Grant Deed to AGENCY good, marketable, <br />and insurable fee title to the Property. "Good, marketable, and insurable fee title" shall mean fee <br />simple title to the Property as evidenced by issuance of the Title Policy in the form required in <br />this Agreement. <br /> <br />8 <br />