Buyer’s Reports. If the Escrow fails to close for any reason other than Seller's breach of this Agreement, then all studies, surveys (including, without limitation the Survey), if any, reports, test results and analyses concerning the Real Property prepared by, for or on behalf of Buyer in connection with the Real Property (collectively, "Buyer's Reports") shall at the option of Seller, be delivered and assigned to Seller free and clear of all claims and at no cost, expense or liability to Seller. Buyer shall not be required to deliver to Seller internally prepared reports or analyses concerning the valuation or potential performance of the Real Property. Any Buyer's Reports delivered to Seller at Seller's request pursuant to this Section 7.5 shall be delivered without representation or warranty, nor shall Seller assert any warranty or rights against the consultants of Buyer who have prepared such Buyer's Reports.
Buyer’s Reports. Since December 31, 2017, Buyer has filed on a timely basis, all forms, filings, registrations, submissions, statements, certifications, returns, information, data, reports and documents required to be filed or furnished by it with any Regulatory Authority, and such reports were complete and accurate in all material respects and in compliance in all material respects with the requirements of any applicable Law and the requirements of the applicable Regulatory Authority. Buyer is in compliance in all material respects with the applicable listing and corporate governance rules and regulations of Nasdaq.
Buyer’s Reports. If Buyer shall terminate this Agreement pursuant to this Article 4 or if the Transaction shall otherwise not close as provided in this Agreement, upon Seller’s request, Buyer agrees to promptly deliver to Seller any and all third party reports prepared on behalf of Buyer in connection with the Transaction, whether or not such reports are in final form.
Buyer’s Reports. (a) Since January 1, 2003, the Buyer and its Subsidiaries have timely filed all reports, registrations and statements, together with any amendments required to be made with respect thereto, that were and are required to be filed with the Commission, including, without limitation, Forms 10-K, Forms 10-Q and Forms 8-K (collectively, the “Buyer Reports”) and have paid all fees and assessments due and payable in connection with any of the foregoing. As of their respective dates, the Buyer Reports complied in all material respects with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and all rules and regulations enforced or promulgated by the Commission and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.
Buyer’s Reports. Upon any termination of this Agreement, other --------------- than due to the default of Seller hereunder, Seller, at its option, has the right to request, and Buyer shall promptly thereafter deliver to Seller, any --- copies of environmental, geotechnical, water or soils reports or studies and surveys prepared for Buyer by third parties and relating to the Property ("Buyer's Reports") provided that Buyer will not be deemed to make any ------------------ representation or warranty to Seller with respect to the contents thereof. Buyer shall keep the nature of the reports and the contents thereof in strictest confidence and shall not disclose the contents of, or disburse copies of, any of such Buyer's Reports to any person or entity unless required by law to do so. Buyer's obligations under this Section 3.1(d) shall survive Closing or the -------------- earlier termination of this Agreement.
Buyer’s Reports. If either party terminates this Agreement for any reason, Buyer shall promptly deliver to Seller, at Buyer’s sole cost and expense, copies of all reports, studies, surveys, drawings, and other documents relating to the Property as are in Buyer’s possession or control.
Buyer’s Reports. If the Closing does not occur for any reason other than CITY’S default of this Agreement, then at CITY’S request BUYER shall deliver to CITY at no charge copies of all surveys, engineering studies, soil reports, maps, master plans, feasibility studies, and other similar items prepared by or for BUYER and pertaining to the Property.
Buyer’s Reports. Buyer shall provide to FRI and Seller, any third party reports, or sections thereof, addressing any particular alleged Environmental Defect, and any reports commissioned by Buyer concerning an alleged Environmental Defect as set forth in a valid Environmental Notice, with such reports, or parts thereof, to be included with the Environmental Notice.
Buyer’s Reports. If the purchase and sale described in this Agreement fails to close for any reason other than Seller's material breach of this Agreement, then all studies, surveys (including, without limitation, the Survey), if any, reports, test results and analyses concerning the Property prepared by, for or on behalf of Buyer in connection with the Property (collectively, "BUYER'S REPORTS") shall at the option of Seller, immediately be delivered and assigned, to the extent assignable, to Seller free and clear of all claims and at no cost, expense or liability to Seller. Buyer shall not be required to deliver to Seller internally prepared reports or analyses concerning the valuation or potential performance of the Property, nor shall Buyer be required to deliver to Seller any document which is privileged or is otherwise legally protected from disclosure. Any Buyer's Reports delivered to Seller at Seller's request pursuant to this Section 6.5 shall be delivered without representation or warranty, nor shall Seller assert any warranty or rights against the consultants of Buyer who have prepared such Buyer's Reports. Buyer shall not disclose or permit Buyer's Representatives to disclose to any third party, other than Buyer's consultants, agents and attorneys associated with the applicable investigation of the Property and other than as may be required by applicable law, the results of any of Buyer's inspections or testing of the Property. Buyer shall, in addition, be entitled to disclose the results of Buyer's inspections or testing to investors and potential lenders with respect to the Property and shall further be entitled to disclose such information as required by applicable law including, without limitation, as required by service of process or subpoena, and in connection with any litigation between Seller and Buyer. Following the Closing, Buyer shall further be entitled to use and disclose such information as reasonably required in connection with its ownership and operation of the Property. Prior to performing any inspections or testing of the Property, Buyer shall obtain any required permits and authorizations and shall pay all applicable fees required by any public body or agency in connection therewith.
Buyer’s Reports. If, not due to Seller's default, this Agreement is terminated, and so long as the Deposit is returned to Buyer (as provided herein), then promptly following receipt of Seller’s written request therefor, Buyer agrees to deliver to Seller copies of any and all third-party reports which were prepared for Buyer and which are requested in writing by Seller; provided that Seller reimburses Buyer for 50% of the cost of any such reports simultaneously with Buyer delivering such requested reports to Seller. Buyer shall make no representation or warranty about the accuracy or completeness of any report so delivered, nor as to Seller’s right to rely on the same. Seller releases Buyer from any and all liability arising from or relating to the content of such reports.
