Due Diligence Documents Clause Samples
The Due Diligence Documents clause requires one party, typically the seller or target company, to provide specific documents and information necessary for the other party to conduct a thorough review before finalizing a transaction. This may include financial statements, contracts, corporate records, and other materials relevant to assessing the business's condition and risks. By mandating the disclosure of these documents, the clause ensures transparency and enables the buyer or investor to make informed decisions, thereby reducing the risk of undisclosed liabilities or surprises after the deal is completed.
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Due Diligence Documents. If the respective box is checked, ▇▇▇▇▇▇ agrees to deliver copies of the following 482 documents and information pertaining to the Property (Due Diligence Documents) to Buyer on or before Due Diligence ✔ ✔ 483 Documents Delivery Deadline:
Due Diligence Documents. If the respective box is checked, Seller agrees to deliver copies of the following 422 documents and information pertaining to the Property (Due Diligence Documents) to Buyer on or before Due Diligence 423 Documents Delivery Deadline (§ 3):
6.1.1. All contracts relating to the operation, maintenance and management of the Property;
6.1.2. Property tax bills for the last _ years;
6.1.3. As-built construction plans to the Property and the tenant improvements, including architectural, 427 electrical, mechanical, and structural systems, engineering reports, and permanent Certificates of Occupancy, to the extent now 428 available;
Due Diligence Documents. The documents and information set forth on Exhibit 2, to be provided to Buyer by Seller pursuant to Section 6.1 below.
Due Diligence Documents. If the respective box is checked, ▇▇▇▇▇▇ agrees to deliver copies of the following 494 documents and information pertaining to the Property (Due Diligence Documents) to Buyer on or before Due Diligence Documents 495 Delivery Deadline:
6.1.1. All current leases, including any amendments or other occupancy agreements, pertaining to the 497 Property. Those leases or other occupancy agreements pertaining to the Property that survive Closing are as follows (Leases): 498 499
6.1.2. Other documents and information: 501 502
Due Diligence Documents. Seller shall, prior to the beginning of the Feasibility Period or as soon as commercially practicable after the Effective Date, provide to Purchaser the following:
(a) Any and all environmental reports, site assessments or governmental notices relating to the environmental condition of the Property which are in the possession of Seller (collectively, the "Environmental Report");
(b) Any and all surveys pertaining to the Property including boundary topographic and tree surveys;
(c) Copies of any and all correspondence or notices regarding the Property's compliance or failure to comply with any governmental ordinance, code or regulation pertaining thereto;
(d) A copy of any and all permits, licenses and similar documents relating to the Property;
(e) Current agreement(s) with owner/partner(s) and preliminary title reports;
(f) Current property tax bills;
(g) Subdivision maps, with conditions;
(h) All current covenants, conditions and restrictions relating to the Property including public subdivision;
(i) Any soil, biological, geological and engineering reports;
(j) EIR, specific plan(s) and conditions of approval;
(k) Governmental zoning letter, will serve letters and development agreements;
(l) Plans/costs regarding grading, improvements, landscape and building architecture;
(m) Any other obligations of the ultimate lot buyers, including fees, design guidelines, bonds, or dues, plus limitations for the Purchaser;
(n) Any agreements between the Seller and the community residents that obligate the Purchaser to perform in any way for such residents, the local authority, and/or Homeowner's Associations;
(o) All disclosures regarding any significant impact on the Property (i.e., faults, flood zones, moratoria, etc.). The foregoing information shall hereinafter be referred to as the "Due Diligence Information"; however; the enumeration of the Due Diligence Information above shall not be construed to limit the information that Purchaser may require to conduct its evaluation of the Property. If, after reviewing the Due Diligence Information, Purchaser deems it necessary to receive additional information from Seller, then all such additional information shall also be referred to as the "Due Diligence Information."
Due Diligence Documents. ▇▇▇▇▇▇ agrees to deliver copies of the following documents and information 575 pertaining to the Property and Leased Items (Due Diligence Documents) to Buyer on or before Due Diligence Documents Delivery 576 Deadline:
Due Diligence Documents. Seller agrees to deliver copies of the following documents and information pertaining to 412 the Property (Due Diligence Documents) to Buyer on or before Due Diligence Documents Delivery Deadline (§ 3) to the extent 413 such Due Diligence Documents exist and are in Seller’s possession:
6.1. All current leases, including any amendments or other occupancy agreements, pertaining to the Property 415 (Leases). 416 10.6.2. Other documents and information: 417 418 419 420 421
Due Diligence Documents. If the respective box is checked, ▇▇▇▇▇▇ agrees to deliver copies of the following documents and information pertaining to the Property (Due Diligence Documents) to Buyer on or before Due Diligence Documents Delivery Deadline:
10.6.1.1. All current leases, including any amendments or other occupancy agreements, pertaining to the Property. Those leases or other occupancy agreements pertaining to the Property that survive Closing are as follows (Leases):
Due Diligence Documents. Within 30 days after the Effective Date, Seller shall deliver to Buyer copies of the documents set forth on Exhibit B attached hereto and incorporated herein (the “Due Diligence Documents”).
Due Diligence Documents. Within three (3) business days after the Effective Date, to the extent not previously provided, Seller shall, at the sole expense of Seller, deliver to Buyer (in electronic format to the extent feasible) all documents pertaining to the Property that have been prepared by, for or at the request of Seller or are in the possession or control of, or are reasonably available to, Seller, including, without limitation, the documents listed on Schedule 3 attached hereto other than any confidential and/or proprietary materials (collectively, the “Seller Deliveries”). Seller hereby acknowledges and agrees that the following are in the possession of or control of, or are reasonably available to, Seller and will be provided as required in the previous sentence: monthly operating statements (year-to-date and for the period of Seller’s ownership); year-end financial statements, audited if available (for the period of Seller’s ownership); and copies of all Tenant Leases (provided that Tenant Leases shall be available for inspection and copying at the Property only). In addition, within five (5) business days after the Effective Date, Seller shall provide Buyer with a list of all the Personal Property (the “Personal Property List”). All information made available by Sellers to Buyer in accordance with this Agreement or obtained by Buyer in the course of its Inspections (excluding any information or documentation that is or becomes generally available to the public other than as a result of the disclosure thereof by Buyer) shall be treated as confidential information by Buyer, and, prior to the purchase of the Properties by Buyer, Buyer shall not divulge and shall use its commercially reasonable efforts to prevent its Consultants from divulging such information to any unrelated third parties, except (i) as required by law or by any governmental or quasi-governmental entity, (ii) to consummate the terms of this Agreement, or (iii) to Buyer’s lenders, attorneys and accountants. The provisions of this paragraph shall survive for three (3) months after the termination of this Agreement.
