Investigation of Property Sample Clauses

Investigation of Property. Seller shall provide or make available to Buyer for inspection and copying to the extent available or within Seller’s possession or control all documents and information pertaining to the Property, including, but not limited to, all studies, surveys, architectural renderings, plans and specification with respect to the Property except documents not available for public disclosure. During the period from the date of execution of this Agreement until the earlier of Closing or cancellation of this Agreement, Seller grants Buyer the non-exclusive right and license for Buyer and Buyer’s representatives, agents, and contractors to enter upon the Property for purposes of investigating and inspecting the Property and performing tests, studies and analyses with respect to the Property. However, Buyer may not enter the Property without giving Seller advance written notice of what tests, studies and analyses Buyer intends to have performed and when and where such tests, studies or analyses will be performed. Seller shall have the right to have a representative present for all such activities. In addition to the foregoing, prior to entering the Property, Buyer shall have in effect at all times when Buyer is authorized to come on the Property, commercial general liability insurance in a minimum amount of at least Two Million Dollars ($2,000,000.00), combined single limit per occurrence, insuring Buyer against claims for personal injury, death, and property damage or destruction, and naming Seller as a primary, non-contributing additional insured. Buyer agrees to indemnify, defend, and hold harmless Seller, its elected and appointed officials, officers, employees, attorneys, agents, and volunteers, from any and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including reasonable costs and attorney fees) which result or arise from Buyer’s performance under this Section of this Agreement, and/or out of the negligent acts or omissions of Buyer, its officials, officers, employees, or agents, when entering, inspecting or any actions occurring on the Property pursuant to this Section. If this Agreement is cancelled by either Buyer or Seller, Buyer agrees, at is expense, to promptly repair any damage to the Property as a result of its activities pursuant to this Section. With respect to any inspection or investigation that will require excavations, borings or drilling, or any othe...
Sample 1
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Investigation of Property. The Developer shall have the right, at its sole cost and expense, to engage its own environmental consultant to make such investigations as Developer deems necessary, during the Due Diligence Period. Developer understands that regardless of the delivery by the City to the Developer of any materials, including, without limitation, third party reports, Developer will rely entirely on Developer’s own experts and consultants in proceeding with this transaction.
Sample 1
Investigation of Property. At any time and from time to time during the term of this option or any extension thereof, Optionee may enter the Property for the purposes of inspection, survey, tests, design of improvements, and other actions (“Due Diligence”) reasonably related to the investigation by Optionee of the suitability of the Property for the Optionee’s business purposes. By executing this Option Agreement, Optionor grants to Optionee and Optionee's consultants, employees, and agents a license to enter the Property to conduct such investigation and planning. Such license shall commence upon Optionor's execution of this Agreement and terminate upon the earlier of the Close of Escrow or other termination or expiration of this Agreement. Optionee shall indemnify, defend and hold Optionor harmless from any and all expenses, costs, losses, damages, claims or liability, or for any damage to Property, or injury, illness or death of any person, occurring in, on or about the Property or any part thereof, arising out of or relating to Optionee's Due Diligence and resulting from the negligent acts or willful misconduct of Optionee, its employees, or agents or Consultants, other than to the extent caused by the negligence or willful misconduct of Optionor, its employees or agents. In the event Optionee desires to drill into the Property, take core samples from the Property, cut into enclosed areas of the building, or perform any other tests or inspections of an intrusive nature (collectively "Tests"), Optionee shall first notify Optionor of the nature, extent, and location of such Tests, and shall obtain Optionor's advance approval of such Tests, which approval shall not be unreasonably withheld or delayed by Optionor. Optionee shall, at Optionee's sole expense, promptly repair any damage to the Property caused by Optionee, its agents, employees or Consultants during the course of Optionee's Due Diligence, and restore any area or component of the Property, the building, or other improvements located thereon to the condition in which they were in prior to the performance of any such Tests. All costs of Due Diligence shall be borne by Optionee, except Optionee shall not be responsible or liable for Optionor’s costs of making the Property available for Optionee’s Due Diligence. It is the intent of the Optionor to sell the Property in its “as is” condition. During the Due Diligence, Optionee and its agents shall inspect the Property with respect to its mechanical, electrical, HVAC, roof, wal...
Sample 1
Investigation of Property 
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Related to Investigation of Property

  • Inspection of Property The Borrower and each of its Subsidiaries will keep proper books and records in accordance with GAAP and will permit reasonable examinations of its books and records and reasonable inspections of its property (subject to reasonable procedures relating to safety and security), accompanied by personnel of the Borrower, by the Administrative Agent and any Lender and/or their respective accountants or other professional advisers; provided that such examinations and inspections (a) will occur not more frequently than once in any calendar year, with reasonable efforts to make combined visits (unless a Default or an Event of Default has occurred and is continuing in which case such examinations may occur as frequently as reasonably determined by the Administrative Agent or any Lender, with no obligation to combine visits), (b) will be at the sole expense of the Administrative Agent and/or requesting Lender, as the case may be (unless a Default or an Event of Default has occurred and is continuing in which case such examinations will be at the expense of the Borrower), (c) will be undertaken at reasonable times following the provision of written notice in advance to the Borrower, and (d) will not unduly interfere with the operations or management of the Borrower’s business. Notwithstanding anything set forth herein to the contrary, under no circumstances shall the Borrower or any Subsidiary be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter (i) that constitutes non−financial trade secrets or non-financial confidential proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or their respective Affiliates, representatives, contractors, accountants or other professionals) is prohibited by any Governmental Rule or binding confidentiality agreement with a Person that is not an Affiliate of the Borrower and that was not entered into in contemplation of this Agreement, (iii) that is subject to attorney−client or similar privilege or constitutes attorney work product, or (iv) in the case of any discussions with accountants, only if the Borrower has been given the opportunity to participate in the discussions.

  • Condition of Property Seller or the originator of the Mortgage Loan inspected or caused to be inspected each related Mortgaged Property within six months of origination of the Mortgage Loan and within twelve months of the Cut-off Date. An engineering report or property condition assessment was prepared in connection with the origination of each Mortgage Loan no more than twelve months prior to the Cut-off Date. To Seller’s knowledge, based solely upon due diligence customarily performed in connection with the origination of comparable mortgage loans, as of the Closing Date, each related Mortgaged Property was free and clear of any material damage (other than (i) deferred maintenance for which escrows were established at origination and (ii) any damage fully covered by insurance) that would affect materially and adversely the use or value of such Mortgaged Property as security for the Mortgage Loan.

  • Operation of Property To continue to operate the Property consistent with past practices.

  • Acquisition of Property The Contractor shall document that all property was acquired consistent with its engineering, production planning, and property control operations.

  • Inspection of Properties and Books The Borrower and the Guarantors will, and will cause their respective Subsidiaries to, permit the Agent and the Lenders, at the Borrower’s expense (to the extent provided for below) and upon reasonable prior notice, to visit and inspect any of the properties of the Borrower, each Guarantor or any of their respective Subsidiaries (subject to the rights of tenants under their Leases), to examine the books of account of the Borrower, any Guarantor and their respective Subsidiaries (and to make copies thereof and extracts therefrom) and to discuss the affairs, finances and accounts of the Borrower, any Guarantor and their respective Subsidiaries with, and to be advised as to the same by, their respective officers, partners or members, all at such reasonable times and intervals as the Agent or any Lender may reasonably request, provided that so long as no Default or Event of Default shall have occurred and be continuing, the Borrower shall not be required to pay for such visits and inspections more often than once in any twelve (12) month period. The Lenders shall use good faith efforts to coordinate such visits and inspections so as to minimize the interference with and disruption to the normal business operations of such Persons.

  • Condition of Properties All facilities, machinery, equipment, fixtures and other properties owned, leased or used by the Company are in reasonably good operating condition and repair, subject to ordinary wear and tear, and are adequate and sufficient for the Company’s business.

  • Maintenance of Property The Company shall maintain, and shall cause each Subsidiary to maintain, and preserve all its property which is used or useful in its business in good working order and condition, ordinary wear and tear excepted and make all necessary repairs thereto and renewals and replacements thereof except where the failure to do so could not reasonably be expected to have a Material Adverse Effect.

  • Possession of Property Possession of the Property free and clear of all uses and encroachments, except the Permitted Exceptions, shall be delivered to Purchaser at closing.

  • Preservation of Property Bank shall not be bound to take any steps necessary to preserve any rights in any property pledged as collateral to Bank to secure Borrower and/or Guarantor's Liabilities and Obligations as against prior parties who may be liable in connection therewith, and Borrower and Guarantor hereby agree to take any such steps. Bank, nevertheless, at any time, may (a) take any action it deems appropriate for the care or preservation of such property or of any rights of Borrower and/or Guarantor or Bank therein; (b) demand, sue for, collect or receive any money or property at any time due, payable or receivable on account of or in exchange for any property pledged as collateral to Bank to secure Borrower and/or Guarantor's Liabilities to Bank; (c) compromise and settle with any person liable on such property; or (d) extend the time of payment or otherwise change the terms of the Loan Documents as to any party liable on the Loan Documents, all without notice to, without incurring responsibility to, and without affecting any of the Obligations or Liabilities of Guarantor.

  • Protection of Property Seller assumes, and shall ensure that all subcontractors thereof and their respective employees assume, the risk of loss or destruction of or damage to any property of such parties whether owned, hired, rented, borrowed or otherwise, brought to a facility owned or controlled by Buyer or Buyer’s customer. Seller waives, and shall ensure that any subcontractor thereof and their respective employees waive, all rights of recovery against Buyer, its subsidiaries and their respective directors, officers, employees and agents for any such loss, destruction or damage. At all times Seller shall, and ensure that any subcontractor thereof shall, use suitable precautions to prevent damage to Buyer's property. If any such property is damaged by the fault or negligence of Seller or any subcontractor thereof, Seller shall, at no cost to Buyer, promptly and equitably reimburse Buyer for such damage or repair or otherwise make good such property to Buyer’s satisfaction. If Seller fails to do so, Buyer may do so and recover from Seller the cost thereof.

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