Access to Documents and the Property Sample Clauses

Access to Documents and the Property. Commencing prior to the date hereof and continuing to the Closing Date, Seller has and will continue to make or cause to be made available to Buyer for copying, at Buyer’s sole cost and expense, on-site property files of Seller and Seller’s property manager as well as those files of Seller located at Roseland Property Company, 000 Xxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000 (other than Confidential Materials). In addition, commencing prior to the date hereof and continuing to the Closing Date, Seller has and will continue to allow Buyer’s Representatives access to the Property upon reasonable prior notice at reasonable times provided (a) access to the Property shall be during normal working hours upon at least one business day’s notice to Seller and/or Seller’s agent, Xxxx Xxxxx, Phone: 000-000-0000; Fax: 000-000-0000; (b) Buyer shall provide to Seller in advance the names, addresses and scope of work for each consultant, contractor and agent who will be conducting Due Diligence at the Property; (c) Buyer’s access and investigations shall not unreasonably interfere with the operation of the Property or the rights of tenants; (d) Buyer shall not contact any tenant of the Property without Seller’s prior written consent, which Seller may withhold in Seller’s sole discretion; and (e) no invasive or destructive testing shall be conducted without Seller’s prior written consent, which Seller may withhold in Seller’s sole discretion, and Seller or its designated representatives shall have the right to be present during any physical testing of the Property by Buyer. Buyer shall deliver promptly to Seller copies of all Buyer’s Reports. Buyer shall repair promptly any physical damage to the Property caused by its Due Diligence and shall restore the Property to substantially the condition as it existed immediately prior to such Due Diligence. Buyer shall indemnify, defend, and hold each of the Seller Parties harmless from and against, any and all losses, costs, damages, claims, liabilities, expenses, demands or obligations, of any kind or nature whatsoever (including reasonable attorneys’ fees, expenses and disbursements) arising out of or resulting from the entry on the Property and/or the conduct of any Due Diligence by Buyer’s Representatives at any time prior to Closing; provided, however, that Buyer’s obligations under the foregoing indemnity shall not apply to the discovery of a pre-existing environmental or physical condition at the Property. Buyer shall obtain an...
Sample 1Sample 2See All (10)
AutoNDA by SimpleDocs
Access to Documents and the Property. Within three (3) business days following the Effective Date, Seller will make or cause to be made available to Buyer for copying, at Buyer’s sole cost and expense, property files of Seller and Seller’s property manager located at 0000 Xxxxxxxxx Xxxxxxxx Xxxxxx Xxxxx, Xxxxx 000, Xx. Xxxxx, Xxxxxxxx 00000 (other than Confidential Materials), including the following documents: (a) all Leases, Lease abstracts and Lease files, (b) a current rent roll and aging receivables report (for the current year and last three calendar years), (c) a current operating report containing income and expenses for the current year and last three prior years, (d) all existing environmental and soils assessments, correspondence and reports, (e) copies of the property tax bills for the current and prior year, (f) all surveys, (g) the most recent preliminary title report or title insurance policy, (h) all pending leases, lease proposals and letters of intent, (i) all contracts and agreements affecting the Property, including without limitation, those pertaining to service, labor, construction, management, maintenance, and brokerage, (j) copies of all non-privileged documents regarding litigation, liens or threatened claims, (k) all building reports, structural reports and engineering data, (l) a list of personal property existing in which Seller has an interest, and (m) to the extent needed for the performance of Buyer’s 3-14 Audit (as that term is defined in Section 5.1.5 below), the documents which are described in Exhibit P attached hereto, to the extent in existence and in Seller’s possession (collectively, the “Buyer’s 3-14 Audit Documents”). In addition, commencing prior to the date hereof and continuing to the Closing Date, Seller has and will continue to allow Buyer’s Representatives access to the Property upon reasonable prior notice at reasonable times provided (a) such access does not interfere with the operation of the Property or the rights of tenants; (b) Buyer shall coordinate with Seller and Seller’s property manager prior to and during each visit to the Property by any Buyer’s Representatives and representatives of Seller shall accompany Buyer’s Representatives during each such visit; (c) Buyer’s Representatives shall not contact any tenant without first notifying Seller; and (d) Seller or its designated representative shall have the right to pre-approve and be present during any physical testing of the Property; provided, however, that Buyer shall be entitled to co...
Sample 1

Related to Access to Documents and the Property

  • ACCESS TO PLANTS AND PROPERTIES Seller shall comply with all the rules and regulations established by Buyer for access to and activities in and around premises controlled by Buyer or Buyer’s customer.

  • Access to Properties Subject to the rights of Tenants, Borrower shall permit agents, representatives and employees of Lender to inspect the Properties or any part thereof at reasonable hours upon reasonable advance notice.

  • Access to the Property At such times as COUNTY and PURCHASER may mutually agree prior to the closing, COUNTY shall provide to PURCHASER or to its employees, agents, and contractors: (i) reasonable access to the Property and to the books, records, and personnel of COUNTY relating thereto for the purpose of making any surveys, inspections, or investigations permitted by this Agreement; and (ii) such information regarding the Property as PURCHASER or its employees, agents, and contractors may reasonably request. PURCHASER shall promptly repair any damage to the Property caused by its or any such person(s) entry upon the Property and shall hold COUNTY harmless from and against any and all claims, damages, losses, liabilities, costs, and expenses (including, without limitation, attorneys' fees and court costs) arising out of or in connection with any such entry upon the Property.

  • Access to Property Borrower shall permit agents, representatives and employees of Lender to inspect the Property or any part thereof at reasonable hours upon reasonable advance notice.

  • Access to Properties and Records (a) CCE shall, and shall cause TPC to, afford to ETP and ETP’s accountants, counsel and representatives full reasonable access during normal business hours throughout the period prior to the Closing Date (or the earlier termination of this Agreement pursuant to Article VII hereof) to all of the properties, books, contracts, commitments and records (including all environmental studies, reports and other environmental records and all pipeline cost-of-service and rate-related studies, reports and records related to TPC and, during such period, shall furnish to ETP all information concerning the business, properties, Liabilities and personnel related to TPC as ETP may request, provided, however, that no investigation or receipt of information pursuant to this Section 5.2 shall affect any representation or warranty of CCE or the conditions to the obligations of ETP. To the extent not located at the offices or properties of TPC as of the Closing Date, as promptly as practicable thereafter, CCE shall deliver, or cause its appropriate Affiliates to deliver to ETP all of the books of accounts, minute books, record books and other records (including safety, health, environmental, maintenance and engineering records and drawings) pertaining to the business operations of TPC and all financial and accounting records related to TPC. Such delivery shall include all work papers, pleadings, testimony, exhibits, spread sheets, research, drafts, memoranda, correspondence and other documents related to the TPC Rate Case (“TPC Rate Case Work Product”). TPC Rate Case Work Product has been and will be prepared in contemplation of litigation, and the use of TPC Rate Case Work Product has been and will be under the control of TPC’s attorneys. Notwithstanding anything to the contrary contained in this Agreement, CCE shall not be obligated to provide to ETP any documents or records relating to litigation and regulatory matters in which TPC is involved to the extent that CCE reasonably believes such documents or records are subject to the attorney-client or other applicable privilege in circumstances in which TPC is not the sole client unless the parties entitled to such attorney-client or other applicable privilege shall consent thereto and enter into an appropriate joint defense agreement for the purpose of preservation of such attorney-client or other applicable privilege.

  • Access to Records and Properties (a) From the date hereof until the Closing Date or earlier termination of this Agreement, Seller will, and will cause the Companies and their Subsidiaries to:

  • Condition of the Property THE LESSEE ACKNOWLEDGES AND AGREES THAT IT IS LEASING THE PROPERTY "AS IS" WITHOUT REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR IMPLIED) BY THE LESSOR AND SUBJECT TO (A) THE EXISTING STATE OF TITLE, (B) THE RIGHTS OF ANY PARTIES IN POSSESSION THEREOF, (C) ANY STATE OF FACTS WHICH AN ACCURATE SURVEY OR PHYSICAL INSPECTION MIGHT SHOW, AND (D) VIOLATIONS OF REQUIREMENTS OF LAW WHICH MAY EXIST ON THE DATE HEREOF OR ON THE ACQUISITION DATE. THE LESSOR HAS NOT MADE AND SHALL NOT BE DEEMED TO HAVE MADE ANY REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR IMPLIED) AND SHALL NOT BE DEEMED TO HAVE ANY LIABILITY WHATSOEVER AS TO THE TITLE (OTHER THAN FOR LESSOR LIENS), VALUE, HABITABILITY, USE, CONDITION, DESIGN, OPERATION, OR FITNESS FOR USE OF THE PROPERTY (OR ANY PART THEREOF), OR ANY OTHER REPRESENTATION, WARRANTY OR COVENANT WHATSOEVER, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROPERTY (OR ANY PART THEREOF) AND THE LESSOR SHALL NOT BE LIABLE FOR ANY LATENT, HIDDEN, OR PATENT DEFECT THEREIN (OTHER THAN FOR LESSOR LIENS) OR THE FAILURE OF THE PROPERTY, OR ANY PART THEREOF, TO COMPLY WITH ANY REQUIREMENT OF LAW.

  • Existence; Compliance with Laws; Businesses and Properties (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.

  • The Properties 3.1 All of the Properties are in England, Wales or Scotland.

  • Licenses and Permits; Compliance with Laws Except as set forth in Section 5.N of the Disclosure Letter, Company holds all franchises, permits, licenses, variances, exemptions, orders and approvals of all governmental entities which are material to the operation of Company's business and is in compliance with the terms thereof. Company has complied with and is not in any default under (and has not been charged with or received notice with respect to, nor is threatened with or under investigation with respect to, any charge concerning any violation of any provision of) any federal, state or local law, regulation, ordinance, rule or order (whether executive, judicial, legislative or administrative) or any order, writ, injunction or decree of any court, agency or instrumentality and no action, suit, proceeding, hearing, investigation, charge, complaint, claim, demand, or notice has been filed or commenced against any of them alleging any failures to comply.

Time is Money Join Law Insider Premium to draft better contracts faster.