Common use of Due Diligence Materials Clause in Contracts

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, MAKES NO REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY PROPERTIES IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER HAS SOURCES. SELLERS HAVE NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SELLERS SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISREPRESENTATION MISTAKES, OMISSIONS, OR MISREPRESENTATIONS, OR FOR ANY FAILURE OF BUYER TO INVESTIGATE THE PROPERTY PROPERTIES, NOR SHALL SELLER SELLERS BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY PROPERTIES OR THE OPERATION THEREOF, FURNISHED BY SELLER SELLERS OR BY ANY MANAGER, MEMBER, OR PARTNER OF SELLERS, OR BY ANY REAL ESTATE BROKERBROKERS, AGENTMEMBERS, REPRESENTATIVEPARTNERS, AFFILIATEAGENTS, EMPLOYEEREPRESENTATIVES, SERVANTTRUSTEES, CONSTITUENT PARTNER AFFILIATES, DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, SERVANTS, OR AGENTS OF SELLER, AFFILIATE ANY OF SELLERTHE FOREGOING, OR OTHER PERSON PERSONS OR ENTITY ENTITIES ACTING ON BEHALF OF SELLERS OR AT EITHER SELLER’S BEHALF REQUEST OR OTHERWISE AFFILIATED WITH EITHER SELLER (COLLECTIVELY, “SELLER SELLER-RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SOURCES. SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. , EXCEPT FOR A BREACH OF A REPRESENTATION AS EXPRESSLY SET FORTH IN THIS AGREEMENT OR AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSINGTHIS AGREEMENT, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER OR BY ANY MANAGER, OR BY ANY REAL ESTATE BROKERBROKERS, AGENTMEMBERS, REPRESENTATIVEPARTNERS, AFFILIATEAGENTS, EMPLOYEEREPRESENTATIVES, SERVANTAFFILIATES, CONSTITUENT PARTNER OF SELLERDIRECTORS, AFFILIATE OF SELLEROFFICERS, SHAREHOLDERS, EMPLOYEES, SERVANTS, OR OTHER PERSON PERSONS OR ENTITY ENTITIES ACTING ON SELLER’S BEHALF OR AT SELLER’S REQUEST (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SOURCES. SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATIONINFORMATION (EXCEPT TO THE EXTENT PROVIDED IN SECTION 7.1 AND IN SELLER’S CLOSING DOCUMENTS). EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER SELLER, ITS MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SOURCES. SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, EMPLOYEE, SERVANT, CONSTITUENT MEMBER OR PARTNER OF SELLER, AFFILIATE OR BY ANY REAL ESTATE BROKERS, MEMBERS, PARTNERS, AGENTS, REPRESENTATIVES, TRUSTEES, AFFILIATES, DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, SERVANTS OR AGENTS OF SELLERANY OF THE FOREGOING, OR OTHER PERSON PERSONS OR ENTITY ENTITIES ACTING ON BEHALF OF SELLER OR AT SELLER’S BEHALF REQUEST (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYERPURCHASER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER SOURCES. ASSIGNOR HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER ASSIGNOR SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER ASSIGNOR BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOFTHEREOF (INCLUDING ANY INFORMATION REQUIRED TO BE DELIVERED UNDER SECTION 3.1.2), FURNISHED BY SELLER ASSIGNOR, SELLER, ITS MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF OF ASSIGNOR, SELLER OR ITS MANAGER (COLLECTIVELY, “SELLER ASSIGNOR RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY PROPERTIES IS SOLELY FOR BUYER’S BUYERS’ CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER HAS SOURCES. SELLERS HAVE NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE AND MAKE NO (AND EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, MAKES NO DISCLAIM ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SELLERS SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY PROPERTIES NOR SHALL SELLER SELLERS BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY PROPERTIES OR THE OPERATION THEREOF, FURNISHED BY ANY SELLER OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, EMPLOYEE, SERVANT, CONSTITUENT MEMBER OR PARTNER OF SELLER, AFFILIATE OF ANY SELLER, OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF ANY “RELEASED PARTIES” (COLLECTIVELYAS DEFINED BELOW). BY INITIALING BELOW, “SELLER RELATED PARTIES”).BUYERS ACKNOWLEDGE THAT (A) THIS SECTION 10 HAS BEEN READ AND FULLY UNDERSTOOD, (B) BUYERS HAVE HAD THE CHANCE TO ASK QUESTIONS OF THEIR COUNSEL ABOUT ITS MEANING AND SIGNIFICANCE, AND (C) BUYERS HAVE ACCEPTED AND AGREED TO THE TERMS SET FORTH IN THIS SECTION 10. BUYERS’ INITIALS

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PEBBLEBROOK INTEREST AND PROPERTY IS SOLELY FOR BUYERPEBBLEBROOK’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER HAS MEZZ IV AND COMPANY HAVE NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE AND MAKE NO (AND EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, MAKES NO DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATIONINFORMATION (EXCEPT TO THE EXTENT PROVIDED IN SECTIONS 9.1.2 AND 9.1.3). EXCEPT FOR A BREACH CLAIM UNDER SECTIONS 9.1.2 AND 9.1.3, EACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN MEZZ IV AND THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER COMPANY SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER MEZZ IV AND THE COMPANY BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PEBBLEBROOK INTEREST OR THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S XXXXXXX’X BEHALF (COLLECTIVELY, “SELLER XXXXXXX RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED BY SELLERS WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES SOURCES, AND SELLER HAS SELLERS HAVE NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE AND MAKE NO (AND EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, MAKES NO DISCLAIM ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. INFORMATION (EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH TO THE EXTENT PROVIDED IN THIS AGREEMENT OR IN THE DEEDS OR OTHER DOCUMENTS DELIVERED BY SELLER TO BUYER SELLERS AT CLOSING, SELLER ). SELLERS SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY PROPERTIES NOR SHALL SELLER SELLERS BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY PROPERTIES OR THE OPERATION THEREOFTHEREOF (EXCEPT TO THE EXTENT PROVIDED IN THIS AGREEMENT OR IN THE DEEDS OR OTHER DOCUMENTS DELIVERED BY SELLERS AT CLOSING), FURNISHED BY SELLER SELLERS, OR BY ANY MANAGER, REAL ESTATE BROKERBROKER (INCLUDING THE BROKERS), AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S SELLERS’ BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION ----------------------- PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S 'S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND THAT SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATIONINFORMATION (EXCEPT TO THE EXTENT PROVIDED IN SECTION 7.1 OR ELSEWHERE IN THIS AGREEMENT AND IN THE DEED OR OTHER CLOSING DOCUMENTS). EXCEPT FOR A BREACH OF A REPRESENTATION AS OTHERWISE EXPRESSLY SET FORTH PROVIDED IN SECTION 7.1 OR ELSEWHERE IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSINGDEED OR OTHER CLOSING DOCUMENTS, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN SECTION 7.1 OR ELSEWHERE IN THIS AGREEMENT OR IN THE DEED OR OTHER CLOSING DOCUMENTS SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER SELLER, ITS MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S 'S BEHALF (COLLECTIVELY, “"SELLER RELATED PARTIES”").

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED BY SELLER OR IS AGENTS WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SOURCES. SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATIONINFORMATION (EXCEPT TO THE EXTENT PROVIDED IN SECTION 7.1). EXCEPT FOR A BREACH OF A REPRESENTATION AS MAY BE EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSINGSECTION 7.1, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND CONTAINED IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, THEREOF FURNISHED BY (A) SELLER OR BY ANY PARTNERSHIP, LIMITED LIABILITY COMPANY, CORPORATION, TRUST OR OTHER ENTITY THAT HAS OR ACQUIRES A DIRECT OR INDIRECT INTEREST IN SELLER, (B) ANY DIRECT OR INDIRECT MEMBER, MANAGER, PARTNER, ADVISOR, TRUSTEE, BENEFICIARY, DIRECTOR, SHAREHOLDER, EMPLOYEE, PARTICIPANT, REPRESENTATIVE OR AGENT IN OR OF SELLER OR OF ANY ENTITY THAT HAS OR ACQUIRES A DIRECT OR INDIRECT INTEREST IN SELLER, OR (C) ANY REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”). EXCEPT AS TO MATTERS SPECIFICALLY SET FORTH IN SUBSECTION 7.1.1, IN SECTION 7.3, AND IN THE SELLER CLOSING DOCUMENTS, BUYER WILL ACQUIRE THE PROPERTY SOLELY ON THE BASIS OF ITS OWN PHYSICAL AND FINANCIAL EXAMINATIONS, REVIEWS AND INSPECTIONS AND THE TITLE INSURANCE PROTECTION AFFORDED BY THE OWNER’S POLICY.

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S 'S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER MAKES NO REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. , EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY AS SET FORTH IN THE REPRESENTATIONS AND WARRANTIES OF SELLER EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, CLOSING DOCUMENTS. SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER OR BY ANY MANAGER, LEASING AGENT, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OR MEMBER OF SELLER, AFFILIATE OF SELLER, OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”)'S BEHALF.

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SOURCES. NEITHER SELLER NOR ANY SELLER RELATED PARTY (BELOW DEFINED) HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY AS SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SECTION 6 HEREOF, NEITHER SELLER TO BUYER AT CLOSING, NOR ANY SELLER RELATED PARTY SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER OR ANY OF SELLERS RELATED PARTIES BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER SELLER, ANY PARTNER OF SELLER, ANY MANAGER OR MANAGEMENT AGENT OF SELLER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, TRUSTEE OR ANY MEMBER, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND THAT SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATIONINFORMATION (EXCEPT TO THE EXTENT PROVIDED IN SECTION 7.1, EXPRESSLY IN THIS AGREEMENT AND IN THE DEED). EXCEPT FOR A BREACH OF A REPRESENTATION CLAIM UNDER SECTION 7.1 OR AS OTHERWISE EXPRESSLY SET FORTH PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSINGAGREEMENT, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER SELLER, ITS MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND THAT SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATIONINFORMATION (EXCEPT TO THE EXTENT PROVIDED IN SECTION 7.1 OR ELSEWHERE IN THIS AGREEMENT AND IN THE DEED OR OTHER CLOSING DOCUMENTS). EXCEPT FOR A BREACH OF A REPRESENTATION AS OTHERWISE EXPRESSLY SET FORTH PROVIDED IN SECTION 7.1 OR ELSEWHERE IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSINGGROUND LEASE ASSIGNMENTS OR OTHER CLOSING DOCUMENTS, SELLER SHALL NOT BE LIABLE 44 FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN SECTION 7.1 OR ELSEWHERE IN THIS AGREEMENT OR IN THE GROUND LEASE ASSIGNMENTS OR OTHER CLOSING DOCUMENTS SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER SELLER, MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SOURCES. SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOFTHEREOF (INCLUDING ANY INFORMATION REQUIRED TO BE DELIVERED UNDER SECTION 4.2.2), FURNISHED BY SELLER SELLER, ITS MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLER’S BEHALF (COLLECTIVELY, “SELLER RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S XXXXX’X CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER SOURCES. LIMCO HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION ANDAND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION (EXCEPT TO THE EXTENT PROVIDED IN THIS AGREEMENT OR IN ANY DOCUMENTS DELIVERED TO XXXXX IN CONNECTION WITH THE CLOSING OTHER THAN IN SECTION 12.17(o) OF THE COMPANY LLC AGREEMENT). LIMCO HAS BEEN INVOLVED IN THE PLANNING FOR THE PROPOSED DEVELOPMENT AND ENTITLEMENT OF THE PROPERTY FOR MANY YEARS AND FACTS CONCERNING THE PROPERTY HAVE CHANGED OVER THE YEARS, AND LIMCO HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE CURRENT TRUTH, ACCURACY OR COMPLETENESS OF THE PROPERTY DOCUMENTS, AND XXXXX HEREBY ACKNOWLEDGES THAT THE INFORMATION AND DESCRIPTIONS CONTAINED IN THE PROPERTY DOCUMENTS MAY NOT BE ENTIRELY ACCURATE AND IS SUBJECT TO CHANGE AND THAT XXXXX IS REQUIRED TO INDEPENDENTLY REVIEW THE MATERIAL AND BE SATISFIED AS TO ITS ACCURACY AND CORRECTNESS, AND EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE ANY DOCUMENTS DELIVERED TO XXXXX IN CONNECTION WITH THE CLOSING OTHER THAN THE REPRESENTATIONS AND WARRANTIES IN SECTION 12.17(o) OF THE COMPANY LLC AGREEMENT, WHICH SHALL NOT APPLY TO THIS AGREEMENT, XXXXX IS NOT RELYING UPON ANY STATEMENTS MADE BY SELLER LIMCO WITH REGARD TO BUYER AT CLOSING, MAKES NO REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATIONISSUES. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER LIMCO SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY NOR SHALL SELLER LIMCO BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER LIMCO, ITS MANAGER, OR BY ANY MANAGER, REAL ESTATE BROKER, AGENT, REPRESENTATIVE, AFFILIATE, DIRECTOR, OFFICER, SHAREHOLDER, EMPLOYEE, SERVANT, CONSTITUENT PARTNER OF SELLER, AFFILIATE OF SELLER, SERVANT OR OTHER PERSON OR ENTITY ACTING ON SELLERLIMCO’S BEHALF (COLLECTIVELY, “SELLER LIMCO RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SOURCES. SELLER HAS NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, AND MAKES NO (AND EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISREPRESENTATION MISTAKES, OMISSIONS, OR MISREPRESENTATIONS, OR FOR ANY FAILURE OF BUYER TO INVESTIGATE THE PROPERTY PROPERTY, NOR SHALL SELLER BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY OR THE OPERATION THEREOF, FURNISHED BY SELLER OR BY ANY MANAGER, REAL ESTATE BROKERAFFILIATE, AGENT, REPRESENTATIVE, AFFILIATEMANAGER, EMPLOYEEMEMBER, SERVANT, CONSTITUENT OR PARTNER OF SELLER, AFFILIATE OR BY ANY REAL ESTATE BROKERS, MEMBERS, PARTNERS, AGENTS, REPRESENTATIVES, TRUSTEES, AFFILIATES, DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, SERVANTS, OR AGENTS OF SELLERANY OF THE FOREGOING, OR OTHER PERSON PERSONS OR ENTITY ENTITIES ACTING ON BEHALF OF SELLER OR AT SELLER’S BEHALF REQUEST OR OTHERWISE AFFILIATED WITH SELLER (COLLECTIVELY, “SELLER SELLER-RELATED PARTIES”).

Due Diligence Materials. ANY INFORMATION PROVIDED OR TO BE PROVIDED WITH RESPECT TO THE PROPERTY PROPERTIES IS SOLELY FOR BUYER’S CONVENIENCE AND WAS OR WILL BE OBTAINED FROM A VARIETY OF SOURCES AND SELLER HAS SOURCES. SELLERS HAVE NOT MADE ANY INDEPENDENT INVESTIGATION OR VERIFICATION OF SUCH INFORMATION AND, EXCEPT AS OTHERWISE AND MAKE NO (AND EXPRESSLY PROVIDED IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, MAKES NO DISCLAIM ALL) REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. EXCEPT FOR A BREACH OF A REPRESENTATION EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE DOCUMENTS DELIVERED BY SELLER TO BUYER AT CLOSING, SELLER SELLERS SHALL NOT BE LIABLE FOR ANY NEGLIGENT MISTAKES, OMISSIONS, MISREPRESENTATION OR ANY FAILURE TO INVESTIGATE THE PROPERTY PROPERTIES NOR SHALL SELLER SELLERS BE BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, APPRAISALS, ENVIRONMENTAL ASSESSMENT REPORTS, OR OTHER INFORMATION PERTAINING TO THE PROPERTY PROPERTIES OR THE OPERATION THEREOF, FURNISHED BY SELLER SELLERS OR BY ANY MANAGER, MEMBER OR PARTNER OF SELLERS, OR BY ANY REAL ESTATE BROKERBROKERS, AGENTMEMBERS, REPRESENTATIVEPARTNERS, AFFILIATEAGENTS, EMPLOYEEREPRESENTATIVES, SERVANTTRUSTEES, CONSTITUENT PARTNER AFFILIATES, DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, SERVANTS OR AGENTS OF SELLER, AFFILIATE ANY OF SELLERTHE FOREGOING, OR OTHER PERSON PERSONS OR ENTITY ENTITIES ACTING ON SELLER’S BEHALF OF SELLERS OR AT SELLERS’ REQUEST (COLLECTIVELY, “SELLER RELATED PARTIES”).