Common use of Feasibility Period Clause in Contracts

Feasibility Period. (a) For a Feasibility Period of ninety (90) days from the date hereof (the "Feasibility Period"), Buyer is granted the right to conduct physical inspections, tests and investigations of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreement."

Feasibility Period. (a) For a Feasibility Period of ninety seventy-five (9075) days from the date hereof (the "Feasibility Period"), Buyer is granted the right to conduct physical inspections, tests and investigations of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreement. Buyer shall have the right to extend the Feasibility Period for a period of fifteen (15) days (the "Extended Feasibility Period") by serving written notice thereof upon Seller on or before the expiration of the Feasibility Period, provided that during the Extended Feasibility Period, Buyer shall only have the right to terminate this Agreement if Buyer fails to obtain a commitment for a Purchase Money Mortgage Loan on terms and conditions satisfactory to Buyer, in Buyer's sole discretion."

Feasibility Period. In the event that Buyer's environmental consultants have determined in their reasonable judgment before the Effective Date that there is a need for a Phase II Environmental Site Assessment (a"Phase II ESA") For a Feasibility Period of ninety (90) days from the date hereof Real Property, and Buyer has notified Seller thereof together with the reasons therefor, then subject to the provisions of the Access Agreement, Buyer shall be permitted until March 20, 2003 to conduct its Phase II ESA (the "Feasibility Period"). On or before the last day of the Feasibility Period, if, but only if, (a) the Phase II ESA discloses evidence of any one or more "Releases" (as such term is defined by Environmental Law) of Hazardous Materials or a recognized environmental condition on or affecting the Real Property in violation of Law, for which the cost to Buyer of remediation would exceed $100,000 in the aggregate and (b) the Release is not described in the ESAs and information provided to Buyer and listed on Schedule 10.9, Buyer is granted the right may terminate this Agreement by providing a written notice to conduct physical inspections, tests and investigations Seller so stating together with a copy of the Premises in such a manner as not to inconvenience the tenants Phase II ESA and to review copies an estimate of the Leasesremediation costs. Upon receipt of such notice, Service Contractsunless Seller nullifies the termination as described below, bills for calendar years 1994 this Agreement shall terminate and 1995 for real estate taxesthe Deposit shall be returned to Buyer and, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining neither party shall have any obligation to the Premisesother, except for the Covenants Surviving Termination. At any time during said If Buyer fails to provide such notice of termination on or before the last day of the Feasibility Period, Buyer shall be deemed to have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise waived its right to terminate this Agreement pursuant to this Section 7.2 and this Agreement shall remain in full force and effect. If Buyer terminates this Agreement in accordance with this Section 7.2, Seller shall be able to nullify such termination by notifying Buyer on or before March 31, 2003, that Seller shall either (1) reduce the Purchase Price by the estimated remediation cost, or (2) together with The Xxxxx Company, L.P. agree with Buyer and Buyer's lenders (A) to pay for the remediation if, as permitted hereinand when it is performed, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost (B) to provide guarantees or expense (including reasonable attorney's fees) arising from or in connection other assurance reasonably acceptable to such lenders with respect to such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreementremediation."

Feasibility Period. In the event that Buyer's environmental consultants have determined in their reasonable judgment before the Effective Date that there is a need for a Phase II Environmental Site Assessment (a"Phase II ESA") For a Feasibility Period of ninety (90) days from the date hereof Real Property, and Buyer has notified Seller thereof together with the reasons therefor, then subject to the provisions of the Access Agreement, Buyer shall be permitted until March 20, 2003 to conduct its Phase II ESA (the "Feasibility Period"). On or before the last day of the Feasibility Period, if, but only if, (a) the Phase II ESA discloses evidence of any one or more "Releases" (as such term is defined by Environmental Law) of Hazardous Materials or a recognized environmental condition on or affecting the Real Property in violation of Law, for which the cost to Buyer of remediation would exceed $100,000 in the aggregate and (b) the Release is not described in the ESAs and information provided to Buyer and listed on Schedule 10.9, Buyer is granted the right may terminate this Agreement by providing a written notice to conduct physical inspections, tests and investigations Seller so stating together with a copy of the Premises in such a manner as not to inconvenience the tenants Phase II ESA and to review copies an estimate of the Leasesremediation costs. Upon receipt of such notice, Service Contractsunless Seller nullifies the termination as described below, bills for calendar years 1994 this Agreement shall terminate and 1995 for real estate taxesthe Deposit shall be returned to Buyer and, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining neither party shall have any obligation to the Premisesother, except for the Covenants Surviving Termination. At any time during said If Buyer fails to provide such notice of termination on or before the last day of the Feasibility Period, Buyer shall be deemed to have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise waived its right to terminate this Agreement pursuant to this Section 7.2 and this Agreement shall remain in full force and effect. If Buyer terminates this Agreement in accordance with this Section 7.2, Seller shall be able to nullify such termination by notifying Buyer on or before March 31, 2003, that Seller shall either (1) reduce the Purchase Price by the estimated remediation cost, or (2) together with The Rouse Company, L.P. agree with Buyer and Buyer's lenders (A) to pay fox xxx remediation if, as permitted hereinand when it is performed, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost (B) to provide guarantees or expense (including reasonable attorney's fees) arising from or in connection other assurance reasonably acceptable to such lenders with respect to such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreementremediation."

Feasibility Period. The Buyer shall have thirty (a) For a Feasibility Period of ninety (9030) days from the date hereof Effective Date within which to inspect the Property and determine if the same is suitable for the Buyer’s intended use (the "“Feasibility Period"”), . In the event the Buyer is granted notifies the right to conduct physical inspections, tests and investigations of the Premises City in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller writing on or before five o’clock (5:00 p.m.) on the expiration last day of said the Feasibility Period; if Period that the Buyer elects disapproves or is dissatisfied in any way with the Property, such determination to terminate this Agreement as permitted hereinbe made in the Buyer’s sole and absolute discretion, then this Agreement Contract shall terminate and all the Escrow Deposit heretofore delivered by the Buyer to the Title Company, save and except the sum of both one hundred dollars ($100.00) (which shall be cancelled and terminated considered non- refundable option money (the “Option Fee”)) and the Deposit, together with interest earned thereoncost of the Survey, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to Buyer. In the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if event the Buyer fails to exercise its right so notify the City in writing prior to the expiration of the Feasibility Period of the Buyer’s election to terminate this Agreement Contract, this Contract shall continue in full force and effect. The City hereby grants to the Buyer during the Feasibility Period the right to enter upon the Property and conduct such tests as permitted herein, then said right shall automatically lapse, terminate and become null and void. the Buyer deems necessary; provided that the Buyer shall indemnify indemnify, defend, and save hold harmless the Seller City from any liabilityall claims, lossactions, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or causes of action which might occur by virtue of the Buyer’s entry upon or testing of the Premises; said indemnification Property and provided further that the Buyer shall be responsible for all damages occasioned to the Property arising out of the Buyer’s entry upon or testing of the Property. These obligations will survive the Closing and/or or the cancelation or termination of this AgreementContract. Notwithstanding the delivery to the Buyer or its agents by the City or any of its agents of any of the above described studies and tests, if any, the Buyer acknowledges that any information of any type which the Buyer has received or may receive from the City, or its agents, is furnished to the Buyer as a courtesy only and on the express condition that the Buyer shall make an independent verification of the accuracy of such information, all such information is being furnished without any representation or warranty by the City as to the truth, accuracy, or completeness of such information."

Feasibility Period. If, during the period between February 4, 2002, and ------------------ 11:59 p.m. Eastern Standard Time on the Effective Date (a) For a Feasibility Period of ninety (90) days from the date hereof (such period is hereinafter referred to as the "Feasibility PeriodFEASIBILITY PERIOD"), Buyer is granted gives Sellers written notification (the right "TERMINATION NOTICE") that Buyer elects not to conduct physical inspections, tests and investigations consummate the purchase of the Premises Sellers' interests in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated Facility Leases and the DepositFacilities, together with this Contract shall terminate, the Xxxxxxx Money and the interest earned thereon, thereon shall be returned to Buyer and Buyer, and, except as otherwise provided in the last sentence of Section 8(a) or 8(b), neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in under this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and voidContract. Buyer shall indemnify have the absolute right, in its sole discretion, to determine whether to give the Termination Notice. If Buyer elects not to give the Termination Notice prior to the expiration of the Feasibility Period, this Contract shall remain in full force and save harmless effect in accordance with, and subject to, its terms. In the Seller from event that Buyer does not give the Termination Notice, Forty-three Thousand Seven Hundred Fifty Dollars ($43,750) of the Xxxxxxx Money shall become non-refundable, except under the circumstances described in Sections 13 (Risk of Loss), 17 (Condemnation), and 31 (License Review Period), and shall be credited against the Purchase Price (as it may be adjusted and prorated herein (with any liability, loss, cost balance returned to Buyer)) on the Closing Date or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry shall be paid to Sellers upon the Premises; said indemnification shall survive Closing and/or any subsequent termination of this Agreement."Contract in accordance with its terms (subject to any express provisions of this Contract to the contrary). (d)

Feasibility Period. The feasibility period shall be deemed to have commenced on May 8, 1998 and shall terminate on May 29, 1998. In the event Purchaser gives Seller written notification (a) For a Feasibility Period the "Termination Notice"), on or before expiration of ninety (90) days from the date hereof (the "Feasibility Period"" (time being of the essence), Buyer is granted that Purchaser elects not to consummate the right to conduct physical inspections, tests and investigations purchase of the Premises Property in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate accordance with this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted hereinAgreement, then Purchaser and Seller acknowledge and agree that this Agreement shall be cancelled and conclusively deemed to be terminated and the Deposit, together with interest earned thereon, this Agreement shall be of no further force and effect. The Purchaser shall have the absolute right, in its sole, absolute and nonreviewable discretion, to determine whether to give the Termination Notice. In the event the Termination Notice is given, the Deposit shall be promptly returned to Buyer Purchaser and neither party hereunder shall have any further liability or obligation to the other hereunder except under this Agreement. If Purchaser elects not to, or fails timely to, give the Termination Notice, but Purchaser nonetheless does not post the Second Deposit with respect the Escrow Agent prior to the indemnifications contained end of the Feasibility Period as provided for in this Xxxxxxxxx 0Section 4.2, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate then the Termination Notice shall be deemed given, this Agreement as permitted hereinshall terminate, then said right the Deposit shall automatically lapse, be promptly returned to Purchaser and neither party shall have further liability to the other under this Agreement. Purchaser may shorten the Feasibility Period by providing Seller written notice of the date on which the Feasibility Period shall end. This Agreement shall not terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive expiration of the Feasibility Period if, prior to the expiration of the Feasibility Period, Purchaser has (i) posted the Second Deposit with the Escrow Agent and (ii) provided notice to Seller that it intends to proceed to Closing and/or termination in accordance with the terms and conditions of this Agreement. Seller has delivered to Purchaser (a) a copy of the most current title commitment (including recorded exceptions) and survey for the Property and (b) copies of the documents and items listed on Exhibit B attached hereto and incorporated herein. In addition, Seller shall provide Purchaser with such other reasonable documentation, agreements and other information to the extent readily available and in the possession of Seller related to the ownership, use and operation of the Property as Purchaser reasonably requests. In the event the transaction contemplated by this Agreement is not consummated for any reason, Purchaser agrees that it shall promptly return to Seller and instruct its representatives, consultants, attorneys, and prospective investors and brokers to return to Seller, all copies and originals of the materials provided pursuant to this Section; provided, however, that the foregoing obligation shall cease to apply to Purchaser upon the Closing of the purchase and sale contemplated by this Agreement."

Feasibility Period. In the event that Buyer's environmental consultants have determined in their reasonable judgment before the Effective Date that there is a need for a Phase II Environmental Site Assessment (a"Phase II ESA") For a Feasibility Period of ninety (90) days from the date hereof Real Property, and Buyer has notified Seller thereof together with the reasons therefor, then subject to the provisions of the Access Agreement, Buyer shall be permitted until March 20, 2003 to conduct its Phase II ESA (the "Feasibility Period"). On or before the last day of the Feasibility Period, if, but only if, (a) the Phase II ESA discloses evidence of any one or more "Releases" (as such term is defined by Environmental Law) of Hazardous Materials or a recognized environmental condition on or affecting the Real Property in violation of Law, for which the cost to Buyer of remediation would exceed $100,000 in the aggregate and (b) the Release is not described in the ESAs and information provided to Buyer and listed on Schedule 10.9, Buyer is granted the right may terminate this Agreement by providing a written notice to conduct physical inspections, tests and investigations Seller so stating together with a copy of the Premises in such a manner as not to inconvenience the tenants Phase II ESA and to review copies an estimate of the Leasesremediation costs. Upon receipt of such notice, Service Contractsunless Seller nullifies the termination as described below, bills for calendar years 1994 this Agreement shall terminate and 1995 for real estate taxesthe Deposit shall be returned to Buyer and, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining neither party shall have any obligation to the Premisesother, except for the Covenants Surviving Termination. At any time during said If Buyer fails to provide such notice of termination on or before the last day of the Feasibility Period, Buyer shall be deemed to have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise waived its right to terminate this Agreement pursuant to this Section 7.2 and this Agreement shall remain in full force and effect. If Buyer terminates this Agreement in accordance with this Section 7.2, Seller shall be able to nullify such termination by notifying Buyer on or before March 31, 2003, that Seller shall either: (1) reduce the Purchase Price by the estimated remediation cost, or (2) agree with Buyer and Buyer's lenders to: (A) pay for the remediation if, as permitted hereinand when it is performed, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost (B) provide guarantees or expense (including reasonable attorney's fees) arising from or in connection other assurances reasonably acceptable to such lenders with respect to such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreementremediation."

Feasibility Period. Purchaser shall have a sixty (a60) For day feasibility period, commencing upon the Effective Date (as hereinafter defined) (the “Feasibility Period”), to undertake at Purchaser’s sole expense such engineering, development, marketing and other studies as Purchaser may desire. If Purchaser is not satisfied with the Property or the transaction evidenced by this Agreement for any reason or no reason at all, Purchaser may as a matter of right, terminate this Agreement by written notice to Seller at any time prior to the end of the Feasibility Period of ninety Period, in which case the Deposit (90as hereinafter defined) shall be returned to Purchaser within five (5) days of such termination (less $100.00 paid to Seller as consideration for entering into this Agreement), and thereafter the parties shall be relieved of further liability from performing hereunder, with the date hereof (exception of Purchaser’s obligations to Seller that survive any termination of this Agreement. If such notice is not given prior to the "end of the Feasibility Period"), Buyer is granted the Purchaser’s right to conduct physical terminate pursuant to this Paragraph 1 shall expire at the end of the Feasibility Period. Time is of the essence with respect to the giving of any such notice by Purchaser. All engineering, development, marketing and other inspections, tests and examinations shall be conducted by parties qualified and, where applicable, licensed to conduct such inspections, tests and/or examinations. Purchaser shall pay the costs of all tests, inspections, examinations, investigations, and reviews conducted pursuant to this Agreement. After the performance of any tests, inspections, examinations, investigations and reviews, Purchaser shall promptly repair any damage to the Property to substantially the same condition as existed prior to the conduct of said tests, inspections, examinations, investigations and reviews, and this obligation of Purchaser shall survive any termination of this Agreement. Prior to undertaking any activity or exercising any rights granted in this Agreement, Purchaser shall obtain, and subsequently maintain in full force and effect throughout the duration of this Agreement, commercial general liability insurance in an amount not less than One Million and No/100 Dollars ($1,000,000.00). Such policy or policies shall name Seller as an additional insured, and shall cover damage to property and persons resulting from or connected with any activity of Purchaser as contemplated under this Agreement. Notwithstanding anything to the contrary set forth in this Agreement, Purchaser agrees to indemnify and hold Seller harmless from any and all liability, loss or damage, including reasonable attorneys’ fees and related costs and expenses arising out of, or resulting from, any and all engineering, development, marketing and other studies that may be conducted by Purchaser, including, without limitation, physical damage to the Property (and any adjoining property) and claims of mechanics and materialmen arising out of such activities. Furthermore, and notwithstanding anything in this Agreement to the contrary, Purchaser shall not be permitted to perform a Phase II environmental audit and inspection of the Premises in such a manner as not Property or any other form of invasive property testing without Seller’s prior written approval, which may be withheld for any reason or no reason. Purchaser’s obligations to inconvenience Seller under this Paragraph 1 shall survive any termination of this Agreement. In the tenants and event this Agreement is terminated for any reason prior to review Closing, Purchaser agrees that it shall promptly provide to Seller copies of the Leasesresults of any testing and other due diligence activity conducted by Purchaser (or its contractors, Service Contractsagents, bills for calendar years 1994 and 1995 for real estate taxesrepresentatives) concerning the Property. Furthermore, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining any material issues related to the Premises. At Property and Zoning Change (as hereinafter defined) that are known or became known to Purchaser during the term of this Agreement, including copies of any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereonapplicable documents, shall also be returned provided by Purchaser to Buyer and neither party hereunder shall have any further liability or obligation Seller. Purchaser’s obligations to the other hereunder except with respect to the indemnifications contained in Seller under this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification 1 shall survive Closing and/or any termination of this Agreement."

Feasibility Period. The period between the Effective Date and 5:00 P.M. Eastern Time on that date which is thirty (a) For a Feasibility Period of ninety (9030) days from after the date hereof (Effective Date shall be referred to in this Agreement as the "“Feasibility Period"), Buyer is granted ”. Purchaser shall have the right to conduct physical inspections, tests and investigations terminate this Agreement at any time prior to the expiration of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoeveror no reason at all, to cancel and terminate this Agreement by serving delivering written notice thereof upon Seller on or before of such termination to Seller. In the expiration event Purchaser does not, prior to the end of said the Feasibility Period; if Buyer elects , notify Seller in writing of the waiver of its right to terminate this Agreement as permitted hereinpursuant to this Section 6(c) (such waiver, then the “Feasibility Notice”), this Agreement shall be cancelled and terminated automatically terminate without requirement of further action on the part of Purchaser or Seller. In the event Purchaser timely terminates this Agreement pursuant to this Section 6(c), Purchaser shall immediately return to Seller any documents, plans, studies or other materials related to the Property that were provided by Seller to Purchaser, and the Deposit, together with interest earned thereon, Xxxxxxx Money shall be returned refunded to Buyer Purchaser and neither party hereunder shall have any further liability or obligation obligations to the other hereunder except with respect to provided; however, that the indemnifications obligations contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(eSection 6(a) and Paragraph 22; if Buyer fails to exercise its right to Section 6(b) shall survive such termination. If Purchaser has actual knowledge of a breach of representation, warranty or covenant by Seller during the Feasibility Period and does not terminate this Agreement as permitted hereinAgreement, then said right Purchaser shall automatically lapsebe deemed to have waived such breach. In the event Purchaser terminates this Agreement for any reason (whether pursuant to this Section 6(c) or otherwise), terminate then Purchaser shall, at Seller’s request, deliver to Seller copies of all third party reports, investigations and become null studies, other than economic analyses and void. Buyer shall indemnify attorney work product (collectively, the “Reports” and, individually, a “Report”) prepared for, and save harmless the Seller from any liabilitydelivered to, loss, cost or expense (including reasonable attorney's fees) arising from or Purchaser in connection with such inspection and/or entry upon its due diligence review of the Premises; said indemnification Property. Purchaser’s obligation to deliver the Reports pursuant to this Section 6(c) shall survive Closing and/or any termination of this Agreement."

Feasibility Period. (a) For a Feasibility Period period of ninety forty-five (9045) days from after the date Effective Date hereof (the "“Feasibility Period"”), Buyer is granted PURCHASER shall have the right to conduct physical inspections, tests and investigations of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement if PURCHASER determines that any of the following are unacceptable to PURCHASER or render the Land unsuitable for PURCHASER’s intended use, in PURCHASER’s sole discretion: (i) any title matter or encumbrance, including without limitation, but not limited to, any matter disclosed on the Title Commitment or the Survey, (ii) any environmental matter, (iii) any physical problem that is revealed by serving written notice thereof upon Seller PURCHASER’s tests on the Land (such as, but not limited to, soil conditions that would either prevent or before increase the expiration cost of said Feasibility Period; if Buyer construction on the Land or otherwise render the Land unsuitable for tree growth), (iv) any other matter that renders the Land unsuitable for PURCHASER’s intended use. If PURCHASER elects to terminate this Agreement during the Feasibility Period, PURCHASER shall provide SELLER with written notice of termination on or before the final day of the Feasibility Period, in which event the parties shall have no further rights or obligations under this Agreement. The parties may by mutual consent delete the portion of the Land that is unacceptable to PURCHASER or unsuitable for PURCHASER’s intended use from the Land conveyed by SELLER to PURCHASER at Closing, and reduce the Purchase Price by an amount equal to the product of the number of acres contained within such deleted portion multiplied by $2,244.32. If the parties do not agree by mutual consent to delete the portion of the Land unacceptable to PURCHASER or unsuitable for PURCHASER’s intended use as permitted herein, then provided herein and PURCHASER fails to give notice terminating this Agreement before the expiration of the Feasibility Period, PURCHASER shall be cancelled and terminated and deemed to have waived the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of pursuant to this Agreementparagraph."

Feasibility Period. (a) For a Feasibility Period of ninety (90) days from the date hereof (the "Feasibility Period")All engineering, Buyer is granted the right to conduct physical development, marketing and other inspections, tests and investigations examinations shall be conducted within twenty-one (21) days of the Premises in Effective Date (“Feasibility Period”) by parties qualified and, where applicable, licensed to conduct such a manner as not inspections, tests and/or examinations. Purchaser shall pay the costs of all tests, inspections, examinations, investigations, and reviews conducted pursuant to inconvenience this Agreement. After the tenants performance of any tests, inspections, examinations, investigations and to review copies of the Leasesreviews, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining Purchaser shall promptly repair any damage to the Premises. At any time during said Feasibility Period, Buyer shall have Property to substantially the right, for any reason whatsoever, same condition as existed prior to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration conduct of said Feasibility Period; if Buyer elects to terminate tests, inspections, examinations, investigations and reviews, and this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification of Purchaser shall survive Closing and/or any termination of this Agreement. Prior to undertaking any activity or exercising any rights granted in this Agreement, Purchaser shall obtain, and subsequently maintain in full force and effect throughout the duration of this Agreement, commercial general liability insurance in an amount not less than One Million and No/100 Dollars ($1,000,000.00). Such policy or policies shall name Seller as an additional insured, and shall cover damage to property and persons resulting from or connected with any activity of Purchaser as contemplated under this Agreement. Notwithstanding anything to the contrary set forth in this Agreement, Purchaser agrees to indemnify and hold Seller harmless from any and all liability, loss or damage, including reasonable attorneys’ fees and related costs and expenses arising out of, or resulting from, any and all engineering, development, marketing and other studies that may be conducted by Purchaser, including, without limitation, physical damage to the Property (and any adjoining property) and claims of mechanics and materialmen arising out of such activities. Furthermore, and notwithstanding anything in this Agreement to the contrary, Purchaser shall not be permitted to perform a Phase II environmental audit and inspection of the Property or any other form of invasive property testing without Seller’s prior written approval, which may be withheld for any reason or no reason; provided, however, that Seller hereby expressly acknowledges that Purchaser shall be permitted to make customary and reasonable soil borings and test pits during its examination of the Property. Purchaser’s obligations to Seller under this Paragraph 3 shall survive any termination of this Agreement for one hundred eighty (180) days."

Feasibility Period. (a) For a This Agreement shall automatically terminate at 5:01 P.M. Pacific Time on the last day of the Feasibility Period of ninety (90) days from the date hereof (the "Feasibility Period")“Outside Termination Date”) unless Purchaser delivers to Seller, Buyer is granted the right to conduct physical inspectionsin Purchaser’s sole discretion, tests and investigations of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before 5:00 P.M. Pacific Time on the expiration of said Feasibility Period; if Buyer elects Outside Termination Date expressly stating that Purchaser has elected to terminate proceed with the transaction contemplated by this Agreement as permitted herein(the “Notice to Proceed”). In the event that Purchaser fails to timely deliver the Notice to Proceed, or thereafter fails to timely deliver the Additional Deposit, then this Agreement shall be cancelled and terminated and automatically terminate, the Deposit, together with interest earned thereon, Deposit shall be returned immediately refunded to Buyer Purchaser and neither party hereunder shall have any further liability rights or obligation obligations under this Agreement, except for the Surviving Obligations. If Purchaser timely delivers the Notice to Proceed in accordance with this Section 3.1, and thereafter timely funds the other hereunder except with respect to the indemnifications contained Additional Deposit into Escrow, then (i) this Agreement shall remain in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) full force and Paragraph 22; if Buyer fails to exercise its effect and Purchaser shall not have any further right to terminate this Agreement under this Section and (ii) Purchaser shall be deemed to have waived any liability of Seller and any right to refuse to consummate the Closing by reason of any condition actually known to Purchaser as permitted hereinof the Outside Termination Date, then said right including, without limitation, a misrepresentation. Purchaser shall automatically lapse(i) furnish to Seller proof that Purchaser or its consultants entering upon the Property maintain comprehensive general liability insurance from a company reasonably satisfactory to Seller, terminate for Purchaser or its agents, representatives and become null employees, of not less than $2,000,000 per incident and voidnaming Seller as an additional insured, such insurance to be maintained throughout the term of this Agreement and to cover Seller against claims for bodily injury or death or property damage occurring in, upon or about the Property that arise in connection with Purchaser’s inspection and investigative activities; and (ii) cause any lien filed against the Property arising from the activities of Purchaser, its employees or agents on the Property during the Feasibility Period to be released or bonded off within fifteen (15) days of Purchaser receiving notice of or having actual knowledge of any such lien. Buyer Purchaser shall indemnify indemnify, defend (with counsel reasonably acceptable to Seller) and save hold harmless the Seller and its partners, shareholders, directors, officers, employees and agents from any liabilityand all liabilities, losslosses, cost or expense suits, damages, judgments and claims (including and related costs, expenses and reasonable attorney's legal fees) arising from out of the entry onto the Property by Purchaser or any of its agents, representatives, contractors or employees, including any claims relating to any injury to persons or property, except that Purchaser shall not be required to indemnify, defend or hold harmless any party to the extent such party’s negligence or willful misconduct caused any of such liabilities, suits, losses, damages, judgments or claims. However, Purchaser shall have no obligation or liability under the preceding sentence in connection with such inspection and/or entry or as a result of the mere discovery of any condition or conditions upon the Premises; said indemnification shall survive Closing and/or termination of this AgreementProperty, unless such condition was exacerbated by Purchaser or its consultants or contractors."

Feasibility Period. (a) For a Feasibility Period of ninety (90) days from Buyer shall have until 5:00 p.m., Pacific Time, on the date hereof thirtieth day following Effective Date (the "“Feasibility Period"”), Buyer is granted to review and approve in Buyer’s sole and absolute discretion the right matters or conditions in Sections 2.1(a)-(d) above. If, prior to conduct physical inspections, tests and investigations the expiration of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer notifies Seller in writing of Buyer’s unconditional approval or satisfaction of the matters or conditions described in Sections 2.1(a)-(d) above (the “Approval Notice”), then Buyer shall be deemed to have approved the Property and the matters or conditions described in Sections 2.1(a)-(d) and such matters or conditions shall no longer be conditions to Buyer’s obligations hereunder. If, prior to the expiration of the Feasibility Period, Buyer does not deliver its Approval Notice to Seller, then Buyer shall be deemed to have elected to terminate this Agreement, in which event this Agreement shall terminate, all obligations under this Agreement shall cease (except for any obligations that expressly survive the termination of this Agreement) and Buyer shall be entitled to the prompt return of the Initial Deposit. If any of the conditions set forth in Section 2.1(e) above are not satisfied (or waived in writing by Buyer in its sole and absolute discretion) on the Close of Escrow hereunder, then the provisions of Section 11.2 shall apply. If any of the conditions set forth in Section 2.1(f) above are not satisfied (or waived in writing by Buyer) on the Close of Escrow, then Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted hereinby delivery of written notice to Seller and, then said right shall automatically lapsein the event of such termination, terminate and become null and void. Buyer shall indemnify and save harmless all obligations under this Agreement (except for those that expressly survive the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreement) shall cease and Buyer shall be entitled to the prompt return of the Deposit made by Buyer hereunder."

Feasibility Period. (a) For a During the Environmental Feasibility Period of ninety (90) days from and thereafter until the date hereof (applicable Closing unless Buyer issues the "Non-Feasibility Period")Notice, and subject to Seller’s prior reasonable approval, Buyer, its agents, employees, contractors and engineers may enter upon the Property at its own risk and, while thereon, conduct such surveys, tests, studies, investigations and the like as Buyer, in Buyer’s sole and absolute discretion, may deem necessary or appropriate. Seller acknowledges that Buyer is granted shall have the right to conduct physical inspections, tests and investigations perform standard testing of the Premises Property, including standard environmental testing as is customarily done in connection with a Phase I assessment (the “Phase 1 Environmental Assessment”) for the type of Land. Buyer acknowledges that a representative of Seller may accompany Buyer and Buyer’s agents during such testing. Notwithstanding anything contained herein to the contrary, no intrusive testing or destructive sampling on or within the Property shall be performed without the prior written consent of the Seller in its reasonable discretion. Unless prohibited by law, Buyer shall provide, in any contract with a manner as not consultant or other agent for work pertaining to inconvenience a site assessment or environmental inspection of the tenants Property, a confidentiality clause limiting disclosure of all results to Buyer and Seller, and a clause requiring that a similar confidentiality clause be included in each subcontract related thereto. Buyer agrees to review deliver to Seller, within five (5) days after receipt thereof copies of the Leasesall surveys, Service Contractstest results, bills for calendar years 1994 analyses, reports and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining similar material generated with respect to the PremisesProperty, or any portion thereof. At In the event that the Phase I Environmental Assessment discloses any time during said Feasibility Periodenvironmental conditions at the Property which are not acceptable to Buyer, Buyer shall have the right, for any reason whatsoever, right to cancel and terminate this Agreement by serving giving written notice thereof upon (the “Non-Feasibility Notice”) of such conclusion to Seller on or before the expiration last day of said the Environmental Feasibility Period; if . If Buyer elects timely delivers to terminate this Agreement as permitted hereinSeller its Non-Feasibility Notice, then this Agreement shall be cancelled and terminated and the Depositthereupon automatically terminate, together with interest earned thereon, shall be returned to Buyer and in which event neither party hereunder hereto shall have any further liability or obligation hereunder to the other hereunder party hereto, except with respect to the indemnifications contained in extent that any obligation set forth herein expressly survives termination of this Xxxxxxxxx 0Agreement. If, Xxxxxxxxx 5(e) and Paragraph 22; if on the other hand, Buyer fails to exercise its right deliver the Non-Feasibility Notice to terminate this Agreement as permitted hereinSeller within the Environmental Feasibility Period, then said right shall automatically lapse, terminate and become null and void. then: (a) Buyer shall indemnify be deemed to have concluded that the environmental condition of the Property is acceptable; and save harmless (b) the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection parties shall proceed with such inspection and/or entry upon the Premises; said indemnification Closings under this Agreement. The provisions of this Subsection 4.1 shall survive Closing and/or the Closings and the termination of this Agreement."

Feasibility Period. (a) For a Feasibility Period of ninety (90) days Buyer shall have until 5:00 P.M. Pacific Time on the date which is eighteen months from the date hereof Opening of Escrow (the "Feasibility Period") to review the suitability of the Property for Buyer's use and development thereof for the Planned Use, including, without limitation, any governmental land regulations, zoning ordinances, development costs, financial and market feasibility, the status of the entitlement or development condition of the Property, the physical condition of the Property, including soil and geological assessments and a Phase I environmental audit, and available financing, and the suitability of the Planned Use for property covered by the Xxxxxxxxxx Act and the obtainability of permits related thereto (the "Feasibility Matters"), Buyer is granted the right and to conduct physical inspections, tests and investigations approve or disapprove of the Premises Feasibility Matters in such a manner as not to inconvenience the tenants Buyer's sole and absolute discretion, and to review copies deliver to Seller and Escrow Holder the Feasibility Approval Notice or alternatively written notice of Buyer's disapproval and the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to Title Approval Notice. During the Premises. At any time during said Feasibility Period, Period Buyer shall have the right, may terminate this Agreement for any reason whatsoeverrelating to the Feasibility Matters, to cancel and terminate this Agreement by serving in its sole discretion, upon written notice thereof upon Seller on to Seller. Failure by Buyer to timely deliver the Feasibility Approval Notice and the Title Approval Notice shall be deemed disapproval of the Feasibility Matters and/or Title Matters, as applicable. If Buyer disapproves (or before is deemed to have disapproved) of the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement Matters as permitted provided herein, then this Agreement shall be cancelled and terminated automatically terminate and the Depositprovisions of Section 3.7.1 shall apply, together with interest earned thereon, in which case Buyer shall be returned responsible for any Escrow termination fees. Seller shall reasonably cooperate with Buyer, but in no event shall the Feasibility Period be extended, unless by mutual written agreement executed by both Seller and Buyer. Any fees or costs associated with Buyer electing to Buyer and neither party hereunder take any portion of the Property out of the Xxxxxxxxxx Act shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreementbe paid by Buyer."

Feasibility Period. Tenant shall have sixty (a) For a Feasibility Period of ninety (9060) days from and after the date hereof this Lease is fully executed or such later date that Tenant shall have received all of the City's due diligence materials described in Section 5.05 below, (the "Feasibility Period"), Buyer is granted to (i) inspect the Premises; (ii) undertake environmental testings, review Phase I and/or Phase II reports from consultants; (iii) complete its review of the feasibility of the Premises for its intended use; and (iv) conduct and make such other feasibility studies and perform such other inspections, surveys, and testing as Tenant deems necessary or desirable to determine that the Premises are suitable for Tenant's Use. In connection with Tenant's due diligence activities, Tenant and its agents, consultants and contractors shall have the right to conduct physical inspections, tests enter upon the Premises for purposes of conducting its investigations and investigations inspections deemed necessary by Tenant In order to expedite Tenant's (a) preparation of drawings necessary for submission of site plan applications; and (b) feasibility review of the Premises, the City shall provide to Tenant all site development documents in its possession . Should Tenant determine, in Tenant's sole judgment, that the Premises in such a manner as are not suitable for Tenant's Use at any time prior to inconvenience the tenants and to review copies expiration of the LeasesFeasibility Period Tenant may, Service Contractsat its option, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining terminate this Lease by written notice to the Premises. At any time during said City prior to the expiration of the Feasibility Period, Buyer whereupon this Lease shall become null and void and of no further force or effect, and the parties hereto shall have no further obligations to one another; or Tenant may waive the right, for any reason whatsoever, provisions of this Section and this Lease shall remain in full force and effect. Tenant's failure to cancel and terminate this Agreement by serving written notice thereof upon Seller notify the City on or before the expiration date of said the Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement Period shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination constitute a waiver of this AgreementSection."

Feasibility Period. (a) For a Feasibility Period 3.1. Purchaser commenced its due diligence investigation of ninety (90) days from the Premises on the date hereof of the term sheet executed by Sellers and Purchaser in connection with the Premises. Purchaser shall have a period ending October 31, 1996 to review the Inspection Items and to otherwise complete its due diligence investigation and inspection of the Premises (the "Feasibility Period"), Buyer is granted . Purchaser shall have the right to conduct physical inspectionsterminate this Agreement at any time prior to the expiration of the Feasibility Period, tests by written notice to Sellers and investigations Escrow Agent (the "Termination Notice"), if Purchaser is dissatisfied with any aspect of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the PremisesPurchaser's sole discretion. At any time during said Feasibility Period, Buyer If Purchaser shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller pursuant to this Section 3.1 on or before the expiration last day of said the Feasibility Period; if Buyer elects , then Purchaser shall be entitled to terminate a refund of the Deposit. If Purchaser shall not have provided notice of termination of this Agreement as permitted hereinpursuant to this Section 3.1 during the Feasibility Period, then this Agreement from and after the Feasibility Period Purchaser shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned deemed to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise waived its right to terminate this Agreement as permitted hereinunder this Section 3.1 and to accept the Premises in their present condition. After the Feasibility Period, then said right Purchaser's and Xxxxxx'x obligation to close the transactions contemplated hereby shall automatically lapsebe unconditional, terminate the Deposit shall be non-refundable, and become null and void. Buyer neither Purchaser nor Xxxxxx shall indemnify and save harmless have any termination rights hereunder whatsoever (provided that the Seller from foregoing shall not invalidate Purchaser's remedies for any liabilitydefault by Sellers, loss, cost or expense (including reasonable attorney's fees) arising from or as set forth in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this AgreementSection 8)."

Feasibility Period. (a) For a Feasibility Period of ninety Buyer shall have until the 5:00 p.m., Pacific Daylight Time, on the date thirty (9030) days from following the date hereof Effective Date of this Agreement (such period being referred to herein as the "“Feasibility Period")”) to review and approve (in Buyer’s sole and complete discretion) the matters or conditions in Sections 2.1(a)- (d) above. If, prior to the expiration of the Feasibility Period, Buyer is granted the right to conduct physical inspections, tests and investigations notifies Seller in writing of Buyer’s unconditional approval or satisfaction of the Premises matters or conditions described in Sections 2.1(a)-(d) above, then Buyer shall be deemed to have approved the Property and the matters or conditions described in Sections 2.1(a)-(d) and such a manner as not matters or conditions shall no longer be conditions to inconvenience Buyer’s obligations hereunder. If, prior to the tenants and to review copies expiration of the LeasesFeasibility Period, Service ContractsBuyer does not notify Seller in writing of Buyer’s unconditional approval or satisfaction of all of the matters or conditions described in Sections 2.1(a)-(d) above, bills then Buyer shall be deemed to have elected to terminate this Agreement, in which event this Agreement shall terminate, all obligations under this Agreement shall cease (except for calendar years 1994 any obligations that expressly survive the termination of this Agreement) and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining Buyer shall be entitled to the Premisesprompt return of the Initial Deposit (together with all interest accrued thereon while in escrow). At any time during said Feasibility PeriodIf the condition set forth in Section 2.1(e) above is not satisfied (or waived in writing by Buyer in its sole discretion) on the Closing Date, then the provisions of Section 11.2 shall apply. If the condition set forth in Section 2.l(f) above is not satisfied (or waived in writing by Buyer) on the Closing Date, then, provided Buyer is not in breach or default under this Agreement, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted hereinby delivery of written notice to Seller and, then said right shall automatically lapsein the event of such termination, terminate and become null and void. Buyer shall indemnify and save harmless all obligations under this Agreement (except for those that expressly survive the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreement) shall cease and Buyer shall be entitled to the prompt return of the Deposit made by Buyer hereunder (together with all interest accrued thereon while in escrow). The preceding sentence to the contrary notwithstanding, if the condition set forth in Section 2.1(f) above is not satisfied on the Closing Date due to a breach or default by Seller hereunder, then the provisions of Section 11.2 below shall be applicable."

Feasibility Period. Notwithstanding anything in this Lease to the contrary, Tenant shall have a “Feasibility Period” until 3:00 p.m. CST on Wednesday, August 28, 2013, in which to investigate and inspect the Property to determine whether or not the Property is suitable for Tenant’s intended use, and Landlord agrees to cooperate with Tenant (aat no material cost to Landlord) For a in connection with the investigation and inspection. Among the factors to be considered by Tenant are the zoning and other restrictions on the use of the Property, the condition of soils and improvements, the extent and type of governmental approvals necessary and/or restrictions applicable to the use the Property, the availability and costs of utilities, the condition of the Building, the location and suitability of the configuration of the Property for Tenant’s use, drainage, environmental conditions, and the economic feasibility of the Property as well as any other matters that may affect Tenant’s use and/or enjoyment of the Property. Tenant and Tenant’s agents shall have the right of reasonable access to the Property during the Feasibility Period (upon reasonable advance notice to Landlord) for the purpose of ninety (90) days from the date hereof (the "Feasibility Period")conducting its investigations and inspections, Buyer is granted and shall have the right to conduct physical inspections, tests and investigations obtain soil and core samples; provided, however, that Tenant shall not materially interfere with the business operations of the Premises Existing Tenant. In the event Tenant in such a manner as Tenant’s sole discretion determines the Property is not suitable for Tenant’s intended use, Tenant shall the right to inconvenience terminate this Lease under this Section 3.4 by delivering written notice of its election to terminate this Lease to Landlord prior to the tenants and to review copies expiration of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer whereupon the parties shall have no further obligations hereunder, except for those provisions that expressly survive termination. Notwithstanding the rightnotice provisions of Article XIII, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said the Feasibility PeriodPeriod Tenant’s termination notice must be either (i) actually received by Landlord (no deemed delivery); (ii) actually received by Landlord’s attorney, Pxxxxxx X. Xxxxxx (no deemed delivery); or (iii) refused by either Landlord and Landlord’s attorney. The parties acknowledge that the intent of the prior sentence is to give Landlord actual notice of a termination (not constructive, imputed, or deemed notice), so that Landlord can determine if Buyer elects it is obligated to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this AgreementExisting Lease."

Feasibility Period. Any other provisions of this Agreement to the contrary notwithstanding, Purchaser may, during all reasonable hours and upon reasonable notice, prior to 5:00 P.M. on December 15, 1997 (a) For a Feasibility Period of ninety (90) days from the date hereof (such period - herein referred to as the "Feasibility Period"), Buyer is granted the right to conduct physical inspectionscause at Purchaser's sole cost and expense, such boring, engineering, water, sanitary and storm sewer, utilities, topographic, structural, and other tests and investigations, and review such financial information and books and records, including leases, market studies and other studies as Purchaser shall elect; provided, however that any intrusive testing by Purchaser (such as soil borings, and the like) shall be shall be subject to Seller's prior reasonable consent. In the event that any of such tests, investigations of and/or studies indicate, in Purchaser's sole and absolute discretion, that Purchaser's plans for the Premises in such a manner as Property would not to inconvenience the tenants and to review copies of the Leasesbe feasible for any reason, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer then Purchaser shall have the right, for any reason whatsoeverat its sole election on or before the last day of the Feasibility Period, to cancel and terminate this Agreement by serving giving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted hereinSeller, then in which event this Agreement shall be cancelled and terminated and terminate, the Deposit, together with interest earned thereon, Deposit shall be returned to Buyer Purchaser and neither party hereunder shall have any further liability liabilities or obligation obligations to the other hereunder except with respect other. Said Feasibility Period shall be extended one (1) day for each day the Acceptance Date (as defined in Section 3 hereof) occurs after October 15, 1997. Purchaser agrees to repair any damage to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) Property that may be caused by its inspections and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save defend Seller and its partners, affiliates, agents and employees, and hold Seller and its partners, affiliates, agents and employees harmless the Seller from against any liabilityproperty damage or physical injury suffered as a result of such inspections, lossinvestigations, cost studies or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry tests. Purchaser agrees not to enter upon the Premises; said indemnification shall survive Closing and/or termination Property until such time as Purchaser has furnished Seller with evidence of this Agreementa commercial general liability insurance policy with an insurer reasonably satisfactory to Seller covering any activities of Purchaser on the Property and containing limits of liability reasonably satisfactory to Seller."

Feasibility Period. (a) For Purchaser shall have a Feasibility Period period ending as of ninety (90) days from the date hereof Closing Date to conduct its inspection of the documents delivered or made available for inspection in accordance with Section 3.1 and to conduct a physical inspection of the Property as set forth in Section 3.2 (the "“Feasibility Period"”). If Purchaser, Buyer in its sole and absolute discretion, is granted for any reason not satisfied with the right to conduct physical inspectionsProperty, tests and investigations of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the rightor if Purchaser determines, for any reason or for no reason whatsoever, not to cancel and terminate this Agreement by serving written notice thereof upon Seller purchase the Property, then Purchaser shall have the absolute right at any time at or prior to 5:00 P.M. (Eastern time) on or before the expiration last day of said the Feasibility Period; if Buyer elects Period (the “Termination Notice Date”) to terminate this Agreement as permitted Agreement, such termination right to be exercised by written notice (the “Termination Notice”) to such effect given by or on behalf of Purchaser to Seller in the manner provided for herein. Upon receipt of the Termination Notice, then this Agreement shall be cancelled and terminated terminate, and the DepositEscrow Agent shall return the Deposit to Purchaser, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation hereunder to any other, except for any obligations that expressly survive the termination of this Agreement (collectively, the “Surviving Obligations”). If Purchaser fails to provide the Termination Notice on or before 5:00 P.M. on the Termination Notice Date, Purchaser shall be deemed to have approved such inspections, and this Agreement shall remain in full force and effect. If Purchaser terminates this Agreement, then: (i) the Deposit shall be returned to Purchaser, with all interest accrued thereon, (ii) all Seller materials provided to Purchaser pursuant to Section 3.1 shall be returned to Seller, together with copies of all engineering, environmental and other studies relating to the Property prepared by, for or on behalf of, Purchaser, shall be delivered to Seller, and (iii) this Agreement shall terminate and no longer shall be of any force or effect, and neither party shall have any further liability or obligation hereunder to the other hereunder party, except with respect to for the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its right to terminate this Agreement as permitted herein, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this AgreementSurviving Obligations."

Feasibility Period. (a) For a The Feasibility Period under the Contract shall be deemed to have expired for all purposes under the Contract on the Second Amendment Date. Purchaser hereby agrees that it has completed its review of ninety (90) days from the date hereof (Properties and, except as expressly set forth in the "Feasibility Period")Contract, Buyer is granted the hereby waives its right to conduct physical inspections, tests and investigations further object (pursuant to Sections 3.2 or 4.3 of the Premises in such a manner as not Contract or otherwise) to inconvenience any matter concerning the tenants and to review copies of Title Documents, the Surveys, the Property Contracts, the Leases, Service Contractsthe Miscellaneous Property Assets, bills for calendar years 1994 and 1995 for real estate taxesthe physical condition of the Properties, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except otherwise with respect to the indemnifications contained in this Xxxxxxxxx 0Properties. Purchaser agrees that, Xxxxxxxxx 5(e) to its actual current knowledge, Sellers have made all required deliveries required under the Contract and Paragraph 22; if Buyer fails to exercise its performed all of Sellers' required obligations under the Contract through the date hereof. Purchaser agrees that Purchaser's right to terminate this Agreement as permitted hereinthe Contract is irrevocably waived, then said right shall automatically lapseexcept for Purchaser's express rights under the Contract which are applicable to the time period following the expiration of the Feasibility Period, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense Deposit (including reasonable attorney's feesthe Additional Deposit to be delivered to Escrow Agent as required hereunder) arising is non-refundable except only as set forth in the Contract. Purchaser acknowledges (Y) receiving from Sellers updated Rent Rolls and lists of Property Contracts, and that the same do not disclose any violations of any representations, warranties or in connection with such inspection and/or entry upon covenants, and (Z) having a full and complete opportunity to visit and inspect the Premises; said indemnification shall survive Closing and/or termination Properties and review all files and documents located at the Properties, or otherwise made available, prior to the execution of this AgreementAmendment and expressly and specifically re-affirms the provisions set forth in Section 6.2 of the Contract, including, without limitation, the "AS IS", WHERE IS" and "WITH ALL FAULTS" nature of the acquisition of the Properties."

Feasibility Period. In the event that Buyer's environmental consultants have determined in their reasonable judgment before the Effective Date that there is a need for a Phase II Environmental Site Assessment (a"Phase II ESA") For a Feasibility Period of ninety (90) days from the date hereof Real Property, and Buyer has notified Seller thereof together with the reasons therefor, then subject to the provisions of the Access Agreement, Buyer shall be permitted until March 20, 2003 to conduct its Phase II ESA (the "Feasibility Period"). On or before the last day of the Feasibility Period, if, but only if, (a) the Phase II ESA discloses evidence of any one or more "Releases" (as such term is defined by Environmental Law) of Hazardous Materials or a recognized environmental condition on or affecting the Real Property in violation of Law, for which the cost to Buyer of remediation would exceed $100,000 in the aggregate and (b) the Release is not described in the ESAs and information provided to Buyer and listed on Schedule 10.9, Buyer is granted the right may terminate this Agreement by providing a written notice to conduct physical inspections, tests and investigations Seller so stating together with a copy of the Premises in such a manner as not to inconvenience the tenants Phase II ESA and to review copies an estimate of the Leasesremediation costs. Upon receipt of such notice, Service Contractsunless Seller nullifies the termination as described below, bills for calendar years 1994 this Agreement shall terminate and 1995 for real estate taxesthe Deposit shall be returned to Buyer and, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining neither party shall have any obligation to the Premisesother, except for the Covenants Surviving Termination. At any time during said If Buyer fails to provide such notice of termination on or before the last day of the Feasibility Period, Buyer shall be deemed to have the right, for any reason whatsoever, to cancel and terminate this Agreement by serving written notice thereof upon Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate this Agreement as permitted herein, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, shall be returned to Buyer and neither party hereunder shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in this Xxxxxxxxx 0, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise waived its right to terminate this Agreement pursuant to this Section 7.2 and this Agreement shall remain in full force and effect. If Buyer terminates this Agreement in accordance with this Section 7.2, Seller shall be able to nullify such termination by notifying Buyer on or before March 31, 2003, that Seller shall either (1) reduce the Purchase Price by the estimated remediation cost, or (2) agree with Buyer and Buyer's lenders (A) to pay for the remediation if, as permitted hereinand when it is performed, then said right shall automatically lapse, terminate and become null and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost (B) to provide guarantees or expense (including reasonable attorney's fees) arising from or in connection other assurance reasonably acceptable to such lenders with respect to such inspection and/or entry upon the Premises; said indemnification shall survive Closing and/or termination of this Agreementremediation."

Feasibility Period. (a) For a Feasibility Period Seller has disclosed to Purchaser that the limited liability company operating agreement of ninety (90Seller requires that the manager of Seller notify all members of the proposed sale, and permit any member that does not approve the sale an opportunity to purchase the interest in the Seller owned by the other member(s) days from and/or the date hereof Property. Seller shall commence the process of obtaining all members' consent to the sale (the "Feasibility PeriodConsents") no later than one (1) business day following the Contract Date. If Seller has not delivered to Purchaser written notice that Seller has obtained all necessary Consents (the “Consent Notice”) by the date that is fifteen (15) business days following the Contract Date (the “Consent Notice Deadline”), Buyer is granted the right to conduct physical inspections, tests and investigations of the Premises in such a manner as not to inconvenience the tenants and to review copies of the Leases, Service Contracts, bills for calendar years 1994 and 1995 for real estate taxes, utilities (water, sewer, gas and electric) insurance premiums and trash removal pertaining to the Premises. At any time during said Feasibility Period, Buyer shall have the right, for any reason whatsoever, to cancel and then Seller may terminate this Agreement by serving delivering written notice thereof upon to Purchaser and the Escrow Agent (the “Consent Termination Notice”) within one (1) business day following the Consent Notice Deadline. The Consent Notice, if any, shall contain evidence reasonably satisfactory to Purchaser and the Title Company that the Consents have been received. If Seller on or before the expiration of said Feasibility Period; if Buyer elects to terminate terminates this Agreement as permitted hereinby delivering the Consent Termination Notice to Purchaser and the Escrow Agent in a timely manner, then this Agreement shall be cancelled and terminated and the Deposit, together with interest earned thereon, Deposit shall be returned immediately to Buyer Purchaser, and neither party hereunder shall have any further liability or obligation to the other obligations hereunder except with respect to for those which expressly survive termination. If Seller does not timely deliver the indemnifications contained in this Xxxxxxxxx 0Consent Termination Notice, Xxxxxxxxx 5(e) and Paragraph 22; if Buyer fails to exercise its Seller’s right to terminate this Agreement as permitted hereinpursuant to this Section 6.8(a) shall be deemed to have been waived, then said right this Agreement shall automatically lapseremain in full force and effect, terminate and become null Seller shall be obligated to deliver evidence reasonably satisfactory to Purchaser and void. Buyer shall indemnify and save harmless the Seller from any liability, loss, cost or expense (including reasonable attorney's fees) arising from or in connection with such inspection and/or entry upon Title Company of the Premises; said indemnification shall survive Closing and/or termination of this AgreementConsents prior to Closing."