Basic Project Inspection. At all times prior to Closing, including times following the “Inspection Period” (which Inspection Period is defined to be the period commencing with the Contract Date and continuing through and including June 22, 2006), Purchaser and Purchaser’s employees, third party consultants, lenders, engineers, accountants and attorneys (collectively, the “Purchaser’s Representatives”) shall be entitled to conduct a “Basic Project Inspection” of the Property, which will include the rights to: (i) enter upon the Land and Improvements, at reasonable times, to perform inspections of the Land and the Improvements, (ii) make a non-invasive “Phase I” investigation with regard to the environmental condition of the Land and the Improvements and the compliance by the Land and the Improvements with all applicable laws, ordinances, rules and regulations, (iii) review the Leases affecting the Property, and (iv) interview any tenant at the Improvements with respect to its current and prospective occupancy of the Improvements as long as a representative of Seller is in attendance throughout such interview, which representatives shall be made reasonably available for such purposes. Purchaser shall provide not less than two (2) business days’ prior notice to Seller before conducting any investigation, study, or interview at the Land and the Improvements. If Purchaser determines that the results of any inspection, test, examination or review do not meet Purchaser’s criteria, in its sole discretion, for the purchase, financing or operation of the Property in the manner contemplated by Purchaser, then Purchaser may terminate this Agreement by written notice to Seller (the “Termination Notice”), delivered not later than the last day of the Inspection Period (the “Approval Date”), whereupon the Deposit shall be returned to Purchaser and neither party shall have any further liabilities or obligations hereunder, except for those liabilities and obligations that expressly survive a termination of this Agreement. If Purchaser fails to timely deliver a Termination Notice to Seller on or prior to the Approval Date, Purchaser shall be automatically deemed to have elected to terminate this Agreement pursuant to this Section 6.1.
Basic Project Inspection. From and after the Contract Date, at reasonable times and upon reasonable notice (subject to the Leases and the rights of the Tenants), Acquiror, its agents and representatives shall be entitled to conduct inspections of any Project, which will include the rights to: (i) enter upon the Land and Improvements to perform inspections and tests of any Project, including inspection, evaluation and testing of the heating, ventilation and air-conditioning systems and all components thereof, all structural and mechanical systems within the Improvements, including sprinkler systems, power lines and panels, air lines and compressors, automatic doors, tanks, pumps, plumbing and all equipment, vehicles, and Personal Property; (ii) examine and copy any and all Records; (iii) make investigations with regard to zoning, environmental (including an environmental assessment as specified in Section 8.2, which includes, but is not limited to, an analysis of the presence of any asbestos, chlordane, formaldehyde or other Hazardous Substance in, under or upon any Project, or any underground storage tanks on, or under, the Land), building, code, regulatory and other legal or governmental requirements; and (iv) make or obtain market studies and real estate tax analyses. Without limitation of the foregoing, Acquiror or its designated independent or other accountants may audit the Financial Statements (as defined in EXHIBIT D attached hereto), and Contributor shall supply such documentation as Acquiror or its accountants may reasonably request in order to complete such audit.
Basic Project Inspection. At all times prior to the Closing, including the Inspection Period and the period after the end of the Inspection Period and before Closing, Purchaser, its agents and representatives shall be entitled to inspect, examine, review, consider and investigate the Project and all matters relating thereto (the “Basic Project Inspection”), which will include, but shall not be limited to, the right to: (i) upon twenty-four (24) hours’ advance written notice to the Seller, enter upon the Real Property to perform inspections and tests of the Project, including the inspection, evaluation and testing of: the heating, ventilation and air-conditioning systems and all components thereof, the roof of the Building, the parking lots, all structural and mechanical systems within the Building, including the sprinkler systems, power lines and panels, air lines and compressors, automatic doors, tanks, pumps and plumbing, and all equipment, vehicles, and Personal Property; (ii) examine and copy any and all books, records, tax returns, correspondence, financial data, Leases, and all other contracts, agreements, documents and matters, public or private, in the possession or control of Seller or its agents, relating to receipts and expenditures pertaining to the Project for the three (3) most recent full calendar years and the current calendar year; (iii) make investigations with regard to zoning, environmental, building, code and other legal requirements including an environmental “Assessment” as specified in Section 7(C) of this Agreement and/or an analysis of the presence of any asbestos, chlordane, formaldehyde or other Hazardous Materials (as hereinafter defined) in, under or upon the Project; (iv) make or obtain market studies and real estate tax analyses; and (v) analyze the financial feasibility of ownership of the Project. A Seller representative may be present during any inspection of the Real Property.
Basic Project Inspection. At all times prior to Closing, including times following the “Inspection Period” (which Inspection Period is defined to be the period from and after the Contract Date, through and including the date which is the later to occur of (i) April 30, 2013 and (ii) thirty (30) days after the date that Seller has notified Purchaser in writing, that the Tenant (as hereafter defined) has agreed in writing to execute at or before Closing the Seventh Amendment to Lease Agreement (“Seventh Amendment”) in the form attached hereto as Exhibit G), Purchaser, its agents and representatives shall be entitled to conduct a “Basic Project Inspection,” which will include, but not be limited to, the rights to: (i) enter upon the Land and Improvements, on reasonable notice to Seller, to perform inspections and tests of the Project, including, but not limited to, inspection, evaluation and testing of the heating, ventilation and air-conditioning systems and all components thereof (collectively, the “HVAC System”), all structural and mechanical systems within the Improvements, including, but not limited to, sprinkler systems, power lines and panels, air lines and compressors, automatic doors, tanks, pumps, plumbing and all equipment and Personal Property; (ii) examine and copy any and all books, records, correspondence, financial data, leases, and all other documents and matters maintained by Seller or its agents, relating to receipts and expenditures pertaining to the Project (the “Records”); (iii) make investigations with regard to zoning, environmental [as provided in Subparagraph 6(b) below], building, code and other legal requirements including, but not limited to, an environmental “Assessment” as specified in Subparagraph 6(b) below including (but not limited to) an analysis of the presence of any asbestos, chlordane, formaldehyde or other hazardous materials in, under or upon the Project, or any underground storage tanks on, or under, the Land; (iv) on reasonable notice to Seller, conduct an interview with the real estate decision makers of Tenant, and Seller shall have the right to accompany Purchaser for such interview, and (v) make or obtain market studies and real estate tax analyses. If Purchaser, in its sole and absolute discretion, determines that the Project does not meet Purchaser’s (or its underwriters’, investment bankers’, lenders’ or investors’) criteria for the purchase, financing or operation of the Project in the manner contemplated by Purchaser, then subject t...
Basic Project Inspection. Purchaser acknowledges and agrees that it has completed its due diligence inspection of the Property (“Basic Project Inspection”) and hereby waives any right to terminate this Agreement on the basis of the results of such Basic Project Inspection (provided, however, that Purchaser does not waive any of its termination rights expressly provided for in this Agreement).
Basic Project Inspection. 6.1.1 At all tunes prior to Closing, including times following the "INSPECTION PERIOD" (which Inspection Period is defined to be the period which begins on the Contract Date and ends at 5:00 P.M., local Atlanta time on the thirtieth (30th) day after the Contract Date), Purchaser, its agents and representatives, after providing written notice to the Seller not less than three (3) days in advance, shall be entitled to conduct an inspection of the Project, which includes the rights to: (i) enter upon the Land and Improvements, on reasonable notice to Seller, to perform inspections and tests of the Project, including, but not limited to, inspection, evaluation and testing of the heating, ventilation and air-conditioning systems and all components thereof, all structural and mechanical systems within the Improvements, including, but not limited to, sprinkler systems, and Personal Property; (ii) examine and copy any and all books, records, correspondence, financial data, Leases, and all other documents and matters, public or private, maintained by Seller or its agents, relating to receipts and expenditures pertaining to the Project for the period of time in during which the Seller owned the Project (collectively, the "RECORDS"); (iii) make investigations with regard to zoning, environmental building, code and other legal requirements; (iv) make or obtain market studies and real estate tax analyses; and (v) upon not less than three (3) days prior notice to Seller, interview any tenants ("TENANTS") listed on the Rent Roll (as defined in EXHIBIT B) provided to Purchaser by Seller with respect to its current and prospective occupancy at the Project. Seller shall have the right, but not the obligation, to accompany Purchaser, or Purchaser's agents or representatives, on all inspections and/or tenant interviews conducted.
Basic Project Inspection. Notwithstanding anything to the contrary set forth in this Agreement, Purchaser, its agents and representatives shall be entitled to inspect, examine, review, consider and investigate the Property and all matters relating thereto, which will include, but shall not be limited to, the right to: (i) enter upon the Real Property to perform inspections and tests of the Property; (ii) make investigations with regard to zoning, environmental, building code and other legal requirements; (iii) make or obtain market studies and real estate tax analyses; (iv) 13 4300557 v8 - 07879 / 002
Basic Project Inspection. At all times prior to Closing, including times following the “Inspection Period” (which Inspection Period is defined to be the period commencing with the Contract Date and continuing through and including November 8, 2019), Purchaser and Purchaser’s employees, third party consultants, lenders, engineers, accountants and attorneys (collectively, the “Purchaser’s Representatives”) shall be entitled to conduct a “Basic Project Inspection” of the Property, which will include the rights to: (i) enter upon the Land and Improvements, at reasonable times, to perform non-intrusive inspections and tests of the Land and the Improvements, (ii) make investigations with regard to the environmental condition of the Land and the Improvements and the compliance by the Land and the Improvements with all applicable laws, ordinances, rules and regulations, (iii) review the Leases affecting the Property, and
Basic Project Inspection. At all times prior to the Closing, including the Inspection Period and the period after the end of the Inspection Period and before Closing, Purchaser, its agents and representatives shall be entitled to inspect the Project (the "Basic Project Inspection"), which will include, but shall not be limited to, the right to: (i) enter upon the Real Property to perform inspections and tests of the Project, including the inspection, evaluation and testing of: the heating, ventilation and air-conditioning systems and all components thereof, the roof of the Building, the parking lots, all structural and mechanical systems within the Building, including the sprinkler systems, power lines and panels, air lines and compressors, automatic doors, tanks, pumps and plumbing, and all equipment, vehicles, and Personal Property; (ii) examine and copy any and all books, records, tax returns, correspondence, financial data, and all other contracts, agreements, 992507_9 8 documents and matters, public or private, in the possession or control of Seller or its agents and relating to receipts and expenditures pertaining to the Project for the past three (3) most recent full calendar years and the current calendar year to-date; (iii)make investigations with regard to zoning, environmental, building, code and other legal requirements including an environmental "Assessment" as specified in Section 7.C of this Agreement and/or an analysis of the presence of any asbestos, chlordane, formaldehyde or other Hazardous Materials (as hereinafter defined) in, under or upon the Project; (iv) make or obtain market studies and real estate tax analyses; and (v) analyze the financial feasibility of ownership of the Project.
Basic Project Inspection. At all times prior to Closing, Purchaser and ------------------------ Purchaser's employees, third party consultants, lenders, engineers, accountants and attorneys (collectively, the "Purchaser's Representatives") shall be entitled to make investigations with regard to the environmental condition of the Land and the Improvements and the compliance by the Land and the Improvements with all applicable laws, ordinances, rules and regulations. Purchaser shall provide not less than two (2) business days' prior notice to Seller before conducting any investigations, study, test to or at the Land and the Improvements. Notwithstanding anything contained herein to the contrary, Purchaser shall not have the right to terminate this Agreement on account of such studies and investigations and does not have the benefit of a so called "due diligence" period.
