Purchaser’s Inspection Period Sample Clauses

Purchaser’s Inspection Period. Subject to Section 9.2 below and except has may be expressly provided to the contrary herein, Purchaser shall have until August 31, 1997 (the "Inspection Period"), in which to conduct its due diligence review and make its investigations and studies with respect to the Assets as Purchaser deems appropriate, including, but not limited to, Purchaser's review of the Seller's financial information, tenant and patient information, Title Commitments, Surveys and environmental condition of the Facilities, and to terminate this Agreement, by written notice to Seller, to be received on or before the expiration of the Inspection Period, if Purchaser is not, for any reason, satisfied with the Assets. If Purchaser fails to give notice of such termination to be received by Seller on or before the expiration of the Inspection Period, then Purchaser's rights under this Section 9.1 shall be deemed to have been waived by Purchaser and this Agreement shall remain in full force and effect without any longer being subject to this Section 9.1. If Purchaser does give notice of termination, $100.00 of the Earnxxx Xxxey shall be paid to Seller solely for the rights granted Purchaser hereunder and the balance of the Earnxxx Xxxey shall be refunded to Purchaser by Title Company, and the parties shall have no further rights or obligations hereunder, except for those which expressly survive any such termination. Promptly after such termination Purchaser shall provide to Seller, without charge, copies of any reports, surveys, drawings or tests obtained by Purchaser with respect to the Assets.
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Purchaser’s Inspection Period. Purchaser shall have not less than five days before closing to review all matters relating to the Premises. If the Premises do not meet the Purchaser's criteria for any reason, Purchaser may terminate this Agreement at any time within the Purchaser's Inspection Period upon written notice of termination sent by Purchaser to Seller. Purchaser may also terminate this Agreement pursuant to the provisions in 5.01.
Purchaser’s Inspection Period. Purchaser shall have from the Effective Date until sixty (120) days after the Effective Date (the "Inspection Period"), within which to: (A) approve or disapprove the Title Commitment and the Survey (if any), including the information reflected therein, such approvals or disapprovals to be within Purchaser's sole discretion; (B) conduct feasibility studies to determine, in the Purchaser’s sole discretion, if the Property is feasible for Purchaser’s intended use; and
Purchaser’s Inspection Period. (a) At least forty-five (45) days prior to the Effective Date, Seller delivered to Purchaser true, correct and complete copies of the Documents, and thereafter Purchaser was entitled to conduct certain reviews and inspections with respect to the Property, including the Documents, HCN sought approvals from HCN’s lenders to the transactions contemplated by this Agreement, and Purchaser and HCN began negotiating lease and loan documentation as contemplated by this Agreement. Seller shall obtain, at Seller’s sole cost, a commitment (the “Title Commitment”), issued by Title Company for an extended coverage leasehold title insurance policy (the “Title Policy”), in the amount of the Purchase Price, insuring Purchaser as the owner of the leasehold estate created by the lease between HCN and Purchaser or its Affiliate, and legible copies of all items listed as title exceptions on the Title Commitment.
Purchaser’s Inspection Period. Purchaser and its engineers, surveyors, appraisers, attorneys, auditors and other agents or representatives shall have the right during the Inspection Period at Purchaser's sole cost and expense to inspect, examine, analyze, audit, survey, obtain engineering inspections, conduct soil tests, environmental tests and inspections of the Malls, examine, review and copy all Mall Information, the Office and
Purchaser’s Inspection Period. (a) Not later than ten (10) Business Days after the Effective Date, Seller shall deliver to Purchaser a preliminary version of Schedule 1.1(e) and, to the extent not already delivered, copies of all of the Documents (excluding Plans and Specifications, which shall be made available to Purchaser at the respective Facilities or at Seller’s business office). With reference to the portion of the Documents constituting reports, studies, materials, or other items not prepared by Seller, Purchaser hereby acknowledges that Seller is providing such items solely at the request of Purchaser, and except as set forth in Section 5.2(g) SELLER MAKES NO WARRANTIES OR REPRESENTATION ON THE ACCURACY OR ADEQUACY OF SUCH ITEMS NOT PREPARED BY SELLER OR ITS AFFILIATES OR ANY INFORMATION CONTAINED THEREIN. EXCEPT AS SET FORTH IN SECTION 5.2(G), PURCHASER MUST CONDUCT AND SHALL SOLELY RELY ON THE RESULTS OF ITS OWN INVESTIGATIONS AND SHALL AND DOES HEREBY RELEASE SELLER AND HEARTHSTONE FROM ANY LIABILITIES OR CLAIMS BASED ON THE INACCURACY OR INCOMPLETENESS OF SUCH REPORTS, STUDIES, MATERIALS AND OTHER ITEMS NOT PREPARED BY SELLER OR ITS AFFILIATES, OR ANY FACTS OR INFORMATION CONTAINED THEREIN. THE PROVISIONS OF THIS SECTION 2.2(A) SHALL SURVIVE CLOSING OR ANY TERMINATION OF THIS AGREEMENT. At all times prior to Closing, including times during the Inspection Period, Purchaser or its agents shall be entitled, at Purchaser’s sole cost, expense and risk, to conduct a “Due Diligence Inspection,” which includes the right to: (i) enter the Facilities during regular business hours, on no less than three (3) Business Days prior notice to Seller, to perform inspections and tests on all or any part of any Facility, including, but not limited to, inspections, evaluations and testing of the heating, ventilation and air-conditioning systems and all components thereof; (ii) examine and copy any and all books, records, correspondence, financial data, delinquency reports, and all other documents and matters, public or private, maintained by Seller or its agents, and relating to receipts and expenditures pertaining to the Facilities for the three (3) most recent full calendar years and the current calendar year and request copies from Seller of any other documents, books or records deemed reasonably necessary by Purchaser related to the Facilities; (iii) make investigations with regard to zoning, environmental, building code and other legal requirements applicable to the Facilities, including, ...
Purchaser’s Inspection Period. Right to Terminate. Purchaser shall have the period (the “Inspection Period”) beginning on the Effective Date and ending on June 15, 2008 during which to inspect the Property and to seek to obtain the Necessary Approvals. In the event Purchaser determines the Property is unacceptable to Purchaser, or if Purchaser fails to obtain any of the Necessary Approvals, Purchaser has the right to terminate this Contract, in its sole discretion, by written notice delivered to Seller prior to the expiration of the Inspection Period, whereupon the Xxxxxxx Money shall be returned to Purchaser and, except for the Surviving Obligations, neither party shall have any further rights, obligations, or remedies under this Contract.
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Purchaser’s Inspection Period. (a) The Purchaser shall be allowed the Inspection Period to obtain or satisfy itself in its sole and absolute discretion, by all such investigations as the Purchaser deems necessary, as to:
Purchaser’s Inspection Period. Seller and Purchaser have previously entered into the License Agreement and Purchaser has been granted access to the Real Property pursuant thereto for the purposes stated therein. Purchaser may continue to have access to the Real Property on and subject to the provisions of the License Agreement, and may continue to review and assess the Building Information, during the Due Diligence Period, the date set forth in the License Agreement being hereby extended to be the date that the Due Diligence Period expires. All inspections, studies, tests, and other evaluations of the Property and all reviews and assessments of the Building Information are specifically subject and subordinate to the provisions of this Agreement.

Related to Purchaser’s Inspection Period

  • Inspection Period Buyer shall be under no obligation to purchase the Property or otherwise perform under this Agreement unless Buyer determines the Property to be, in all respects, suitable for its intended purposes. The decision as to whether the Property is suitable for its intended purposes shall be the sole decision of Buyer, determined in the absolute discretion of Buyer, with Buyer’s decision being final and binding upon both Parties. Buyer shall have until , 20 , at : ☐ AM ☐ PM to notify Seller of its termination of this Agreement due to Buyer's determination that the Property is unsuitable for its intended purpose ("Inspection Period"). In the event Buyer elects to terminate this Agreement, Buyer shall provide written notice of termination to Seller prior to the expiration of the Inspection Period. In the event Buyer provides said notice of termination, Seller and any Escrow Agent shall be obligated to return the Escrow Money to the Buyer as provided in Section V hereof, and neither party shall have any further rights or obligations under this Agreement. In the event Buyer does not submit written notice of termination prior to the expiration of the Inspection Period, the Buyer shall be deemed to be satisfied with its inspections of the Property and this contingency shall be deemed to be fulfilled. The Seller, at no expense, shall fully cooperate with Buyer in obtaining any and all approvals required from any Federal, State, or Local Government ("Governmental Approvals") necessary for Buyer to satisfy their needs during the Inspection Period for the suitability of the Property. Said Governmental Approvals shall be obtained during the Inspection Period unless the Parties agree otherwise. Any additional agreements related to this Section must be done in writing and attached to this Agreement.

  • Buyer’s Investigation Buyer is an informed and sophisticated purchaser and is experienced in the evaluation and purchase of companies such as the Company and Spardee's Realty. Except for the environmental investigations described in Section 6.9 below, Buyer has undertaken such investigation as it has deemed necessary to enable it to make an informed and intelligent decision with respect to this Agreement, and Buyer acknowledges that the Seller Parties and the Company Group have allowed Buyer such access as has been reasonably requested by Buyer to the personnel, properties, premises and records of the Company Group for this purpose. To the extent expressly permitted hereafter under this Agreement, Buyer will undertake such further investigation as it deems necessary. Buyer acknowledges that in entering this Agreement, in acquiring the Shares and in consummating the other transactions contemplated herein, Buyer has relied solely upon its own investigation and analysis and, to the extent expressly permitted by this Agreement, the representations and warranties contained in this Agreement, and that none of the Seller Parties and the Company Group (and any of their respective agents, officers, directors, employees, Affiliates or representatives) has made any representation or warranty as to the Seller Parties, the Company Group, the Shares, this Agreement or the business of the Company Group except as expressly set forth in this Agreement, and Buyer agrees, to the fullest extent permitted by Law, that, except as expressly provided for herein or pursuant to the express provisions hereof, none of the Seller Parties (and any of their respective agents, officers, directors, employees, Affiliates or representatives) shall have any liability to Buyer (or any of its agents, officers, directors, employees, Affiliates or representatives) on any basis based upon any information made available or statements made to Buyer (or any of its agents, officers, directors, employees, Affiliates or representatives).

  • Study Period (a) The Acquiror shall have the right, until 5:00 p.m. on the last day of the Study Period, and thereafter if the Acquiror notifies the Contributor that the Acquiror has elected to proceed to Closing in the manner described below, to enter upon the Real Property and to perform, at the Acquiror's expense, such economic, surveying, engineering, environmental, topographic and marketing tests, studies and investigations as the Acquiror may deem appropriate. If such tests, studies and investigations warrant, in the Acquiror's sole, absolute and unreviewable discretion, the acquisition of the Property for the purposes contemplated by the Acquiror, then the Acquiror may elect to proceed to Closing and shall so notify the Contributor prior to the expiration of the Study Period. If for any reason the Acquiror does not so notify the Contributor of its determination to proceed to Closing prior to the expiration of the Study Period, or if the Acquiror notifies the Contributor, in writing, prior to the expiration of the Study Period that it has determined not to proceed to Closing, this Agreement automatically shall terminate, the Acquiror shall be released from any further liability or obligation under this Agreement.

  • Buyers’ representatives After this Agreement has been signed by the Parties and the Deposit has been lodged, the Buyers have the right to place two (2) representatives on board the Vessel at their sole risk and expense. These representatives are on board for the purpose of familiarisation and in the capacity of observers only, and they shall not interfere in any respect with the operation of the Vessel. The Buyers and the Buyers’ representatives shall sign the Sellers’ P&I Club’s standard letter of indemnity prior to their embarkation.

  • Purchaser’s Closing Obligations Purchaser, at its sole cost and expense, shall deliver or cause to be delivered to Seller at Closing the following:

  • Due Diligence Period (a) During the period (the “Due Diligence Period”) beginning on the Effective Date and ending at 5:00 p.m. Eastern time on November 19, 2014 (the “Expiration of the Due Diligence Period”), Purchaser shall have the right, upon a minimum of one Business Day’s prior telephonic or written notice to Seller, to make a physical inspection of the Property, including (i) a non-invasive inspection of the environmental condition thereof and such non-invasive physical engineering and other studies and tests on the Property as Purchaser deems appropriate in its sole discretion and (ii) with Seller’s consent, which Seller may withhold in its sole discretion, further inspections of the environmental condition of the Property and further physical engineering and other studies and tests on the Property that are invasive or could alter the physical condition of the Property (including examination of materials, soil samples, and groundwater). Prior to performing any inspection or test (whether non-invasive or otherwise), Purchaser must deliver a certificate of insurance to the applicable Seller evidencing that Purchaser and its contractors, agents and representatives have in place comprehensive general liability insurance (with policy limits of at least $1,000,000 per occurrence and $2,000,000 aggregate) and for workers’ compensation insurance (with policy limits not less than statutory requirements) for its activities on the Property on terms reasonably satisfactory to Seller covering any accident arising in connection with the presence of Purchaser, its contractors, agents and representatives on the Property, which insurance shall name Seller and the Company as additional insureds thereunder and Purchaser shall bear the cost of all such inspections or tests. All third-party professional inspection companies or individuals shall be duly licensed. Notwithstanding the foregoing, Purchaser shall give no fewer than two Business Days’ notice to Seller prior to inspecting any Tenant occupied portions of the Property. Subject to the provisions of this Section 2.3, Purchaser upon prior notice to Seller may meet with the current property manager at the Property. At Purchaser’s request, and to the extent in Seller’s or the Company’s possession, Seller shall make available to Purchaser copies of the maintenance records and reports for the Property. Purchaser shall (i) exercise reasonable care at all times that Purchaser shall be present upon the Property, (ii) at Purchaser’s expense, observe and comply with all applicable laws and any conditions imposed by any insurance policy then in effect with respect to the Property and made known to Purchaser, (iii) not engage in any activities which would violate the provisions of any permit or license pertaining to the Property and made known to Purchaser, (iv) not unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Leases, (v) not unreasonably interfere with the operation and maintenance of the Property, (vi) repair any damage to the Property resulting directly or indirectly from Purchaser’s activities at the Property and (vii) not disclose any confidential information except as permitted under this Agreement or required by applicable law. Purchaser’s obligation pursuant to clauses (vi) and (vii) above shall survive any termination of this Agreement.

  • Purchaser’s Closing Conditions The Purchaser’s obligations to close the transactions described in this Agreement are subject to the satisfaction at or prior to Closing of the following conditions precedent (the “Purchaser’s Closing Conditions”):

  • Feasibility Period (a) For a Feasibility Period of seventy-five (75) 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.

  • Purchaser’s Closing Deliveries At the Closing, the Purchaser shall deliver or cause to be delivered to the Vendor the following documents and payments:

  • PURCHASER’S INFORMATION All information in the Prospectus Supplement and the Prospectus, except the Seller’s Information. EXHIBIT 6 SCHEDULE OF LOST NOTES Available Upon Request EXHIBIT 7 REVISED August 1, 0000 XXXXXXXX X - STANDARD & POOR'S PREDATORY LENDING CATEGORIES Standard & Poor’s has categorized loans governed by anti-predatory lending laws in the Jurisdictions listed below into three categories based upon a combination of factors that include (a) the risk exposure associated with the assignee liability and (b) the tests and thresholds set forth in those laws. Note that certain loans classified by the relevant statute as Covered are included in Standard & Poor’s High Cost Loan Category because they included thresholds and tests that are typical of what is generally considered High Cost by the industry. STANDARD & POOR'S HIGH COST LOAN CATEGORIZATION State/Jurisdiction Name of Anti-Predatory Lending Law/Effective Date Category under Applicable Anti-Predatory Lending Law Arkansas Arkansas Home Loan Protection Act, Ark. Code Xxx. §§ 00-00-000 et seq. Effective July 16, 2003 High Cost Home Loan Cleveland Heights, OH Ordinance No. 72-2003 (PSH), Mun. Code §§ 757.01 et seq. Effective June 2, 2003 Covered Loan Colorado Consumer Equity Protection, Colo. Stat. Xxx. §§ 5-3.5-101 et seq. Effective for covered loans offered or entered into on or after January 1, 2003. Other provisions of the Act took effect on June 7, 2002 Covered Loan Connecticut Connecticut Abusive Home Loan Lending Practices Act, Conn. Gen. Stat. §§ 36a-746 et seq. Effective October 1, 2001 High Cost Home Loan District of Columbia Home Loan Protection Act, D.C. Code §§ 26-1151.01 et seq. Effective for loans closed on or after January 28, 2003 Covered Loan Florida Fair Lending Act, Fla. Stat. Xxx. §§ 494.0078 et seq. Effective October 2, 2002 High Cost Home Loan Georgia (Oct. 1, 2002 – Mar. 6, 2003) Georgia Fair Lending Act, Ga. Code Xxx. §§ 7-6A-1 et seq. High Cost Home Loan STANDARD & POOR'S HIGH COST LOAN CATEGORIZATION State/Jurisdiction Name of Anti-Predatory Lending Law/Effective Date Category under Applicable Anti-Predatory Lending Law Effective October 1, 2002 – Xxxxx 0, 0000 Xxxxxxx as amended (Mar. 7, 2003 – current) Georgia Fair Lending Act, Ga. Code Xxx. §§ 7-6A-1 et seq. Effective for loans closed on or after March 7, 2003 High Cost Home Loan HOEPA Section 32 Home Ownership and Equity Protection Act of 1994, 15 U.S.C. § 1639, 12 C.F.R. §§ 226.32 and 226.34 Effective October 1, 1995, amendments October 1, 2002 High Cost Loan Illinois High Risk Home Loan Act, Ill. Comp. Stat. tit. 815, §§ 137/5 et seq. Effective January 1, 2004 (prior to this date, regulations under Residential Mortgage License Act effective from May 14, 2001) High Risk Home Loan Kansas Consumer Credit Code, Kan. Stat. Xxx. §§ 16a-1-101 et seq. Sections 16a-1-301 and 16a-3-207 became effective April 14, 1999; Section 16a-3-308a became effective July 1, 1999 High Loan to Value Consumer Loan (id. § 16a-3-207) and; High APR Consumer Loan (id. § 16a-3-308a) Kentucky 2003 KY H.B. 287 – High Cost Home Loan Act, Ky. Rev. Stat. §§ 360.100 et seq. Effective June 24, 2003 High Cost Home Loan Maine Truth in Lending, Me. Rev. Stat. tit. 9-A, §§ 8-101 et seq. Effective September 29, 1995 and as amended from time to time High Rate High Fee Mortgage Massachusetts Part 40 and Part 32, 209 C.M.R. §§ 32.00 et seq. and 209 C.M.R. §§ 40.01 et seq. High Cost Home Loan STANDARD & POOR'S HIGH COST LOAN CATEGORIZATION State/Jurisdiction Name of Anti-Predatory Lending Law/Effective Date Category under Applicable Anti-Predatory Lending Law Effective March 22, 2001 and amended from time to time Nevada Assembly Xxxx No. 284, Nev. Rev. Stat. §§ 598D.010 et seq. Effective October 1, 2003 Home Loan New Jersey New Jersey Home Ownership Security Act of 2002, N.J. Rev. Stat. §§ 46:10B-22 et seq. Effective for loans closed on or after November 27, 2003 High Cost Home Loan New Mexico Home Loan Protection Act, N.M. Rev. Stat. §§ 58-21A-1 et seq. Effective as of January 1, 2004; Revised as of February 26, 2004 High Cost Home Loan New York N.Y. Banking Law Article 6-l Effective for applications made on or after April 1, 2003 High Cost Home Loan North Carolina Restrictions and Limitations on High Cost Home Loans, N.C. Gen. Stat. §§ 24-1.1E et seq. Effective July 1, 2000; amended October 1, 2003 (adding open-end lines of credit) High Cost Home Loan

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