Buyer's Review of the Property; Agreements. Seller has provided Buyer with copies of (or make available to Buyer for review at the Project) the items reflected on Schedule 3.1 attached hereto (collectively, the “Due Diligence Documents”). Notwithstanding the foregoing or any other provision hereof to the contrary, (i) Seller’s responsibility to provide Due Diligence Documents shall be limited to those Due Diligence Documents in Seller’s (or its property manager’s) possession (without limiting the foregoing, those items that are marked “not in our possession” on Schedule 3.1 shall not be provided), (ii) Seller shall not be required to generate reports or analyses not typically prepared (or reflecting information not typically reflected) in Seller’s ordinary course of business, and (iii) the Due Diligence Documents are provided as an accommodation to Buyer and, except for any representations and warranties expressly set forth in this Agreement, Seller expressly disclaims any and all representations and warranties regarding the same. On or before the Decision Date, Buyer shall have reviewed the foregoing and prepared, obtained, reviewed (or shall have chosen not to have prepared, obtained or reviewed) and approved, among other things, all other reports of investigations of the Property, including, such soil, environmental, geological and engineering tests and reports, and other inspections of the Property as Buyer shall deem necessary in order to determine whether the Property is suitable for Buyer’s intended use, as well as investigated (or chosen not to have investigated) all zoning requirements, federal, state and local laws, ordinances, rules, regulations, permits, licenses, approvals and orders applicable to the Property. Pursuant to and subject to the requirements of Section 3.5 of this Agreement, Buyer may enter onto the Property for the purpose of conducting its inspection (the “Inspection”) of the Property; provided, however, without first obtaining Seller’s prior written consent, which consent will not be unreasonably withheld, Buyer shall only conduct a visual inspection, with no right to conduct any physical testing, boring, sampling or removal (collectively “Physical Testing”) of any portion of the Property. If Buyer wishes to conduct any Physical Testing of the Property, Buyer shall submit a work plan to Seller prior to the Decision Date for Seller’s prior written approval, which work plan Seller may modify, limit or disapprove in its reasonable discretion. If, on the basis of the review ...
Buyer's Review of the Property; Agreements. On or before the Decision Date, Buyer shall have prepared, obtained, reviewed (or shall have chosen not to have prepared, obtained or reviewed) and approved, among other things, all reports of investigations of the Property, including, such soil, geological, engineering and environmental tests and reports, and other inspections of the Property as Buyer shall deem necessary in order to determine whether the Property is suitable for Buyer's intended use, as well as investigated (or chosen not to have investigated) all zoning requirements, federal, state and local laws, ordinances, rules, regulations, permits, licenses, approvals and orders applicable to the Property. Pursuant to and subject to the requirements of Section 3.7 of this Agreement, Buyer may enter onto the Property for the purpose of conducting its visual inspection (the "Inspection") of the Property; provided, however, without first obtaining Seller's prior written consent, Buyer shall only conduct a visual inspection, with no right to conduct any physical testing, boring, sampling or removal of the nature commonly referred to as "Phase II" testing (collectively "Physical Testing") of any portion of the Property. If Buyer wishes to conduct any Physical Testing of the Property, Buyer shall submit a work plan to Seller prior to the Decision Date for Seller's prior written approval, which work plan Seller may modify, limit or disapprove in its reasonable discretion.
