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, ...
Due Diligence Period. The expiration date of the Due Diligence Period is extended from September 5, 1997 to and including September 15, 1997.
Due Diligence Period. Property is being sold subject to a Due Diligence Period of days from the Binding Agreement Date. b.
Due Diligence Period. 5.1 DELIVERY OF DOCUMENTS Seller has, prior to the date of this Agreement and at its sole cost and expense, delivered or cause to be delivered to Buyer all of the Property Information. Buyer shall treat the Property Information and any documentation obtained by Buyer in connection with its inspection of the Property in accordance with the remainder of this Article 5 on a confidential basis and shall use such information only in connection with the transaction contemplated under this Contract, except as required by law or as needed in connection with the prosecution or defense of a dispute between Xxxxx and Seller with respect to this Contract or the transactions contemplated hereby. Notwithstanding the foregoing, Buyer may, to the extent reasonably and actually necessary to Buyer’s investigation of the Property and proper performance of Buyer’s obligations under this Contract, disclose the Property Information and such other Property-related documentation to Buyer’s consultants, legal counsel, experts or engineers (provided that such consultants, legal counsel, experts and engineers use the Property Information and such other Property-related documentation only in connection with services rendered to Buyer in connection with the transaction contemplated under this Contract and maintain the confidentiality of the Property Information and such other Property-related documentation). The obligations of Buyer under this Section 5.1 shall survive the termination of this Contract; provided, however, such obligations shall expire upon the consummation of the Closing, except as may otherwise be agreed by the parties. In the event that the Closing is not consummated, Buyer shall promptly return to Seller the Property Information and any other documents relating to the Property as have been provided to Buyer by Seller. Buyer hereby acknowledges that, except as expressly provided in Section 7.1 of this Contract, neither Seller, nor any agents, representatives, employees or attorneys of Seller have made any representations or warranties, direct or implied, verbal or written, with respect to the accuracy, completeness or reliability of the Property Information. During the Due Diligence Period, Buyer shall be allowed the use of reasonably acceptable, secure office space in the Office Building from which Buyer may conduct its due diligence efforts with respect to the Property in accordance with this Agreement.
Due Diligence Period. For the purposes of this Agreement “Due Diligence Period” shall the period commencing on the Effective Date and terminating on September 30, 2013. During the Due Diligence Period, Seller shall allow Buyer to conduct its inspection and review of the Property at times convenient to the Seller and Operator. The physical condition and all other aspects of the Property (including appraisal, environmental, leases, economic and entitlements) shall meet the approval of Buyer, in Buyer’s sole judgment and discretion, based upon on-site inspections of the Property, and other investigations and inquiries made by Buyer or Buyer’s representatives during the Due Diligence Period including, but not limited to, a review of the Leases. If Buyer disapproves the condition or any other aspect of the Property or this transaction as the result of such due diligence, for any reason or for no reason at all, Buyer shall notify Seller and the Escrow Agent in writing of such disapproval prior to the termination of the Due Diligence Period, and this Agreement shall thereupon be terminated. In that event, the Xxxxxxx Money shall be returned to Buyer and the Escrow Agent shall be authorized to make such disbursements of the Xxxxxxx Money without any further joinder or approval of Seller or Buyer. If Buyer does not notify Seller and the Escrow Agent in writing prior to the expiration of the Due Diligence Period that Buyer has disapproved the Property and elected to terminate this Agreement as herein provided, then Buyer shall be deemed conclusively to have waived the right to terminate this Agreement under the provisions of this Section 5. Seller shall cooperate with Buyer to make the Property fully accessible to Buyer and Buyer’s consultants for purposes of Buyer’s inspections and tests during the Due Diligence Period.
Due Diligence Period. Buyer shall have from the Effective Date until April 29, 2011 (such period being the “Due Diligence Period”) to physically inspect the Property, review the economic data, conduct appraisals, perform examinations of the physical condition of the Improvements, and to otherwise conduct such due diligence review of the Property in accordance with the terms hereof and a review all of the items to be furnished by Seller to Buyer pursuant to Section 3.3, and all records and other materials related thereto as Buyer deems appropriate.
Due Diligence Period. The Buyer: (check one) ☒ - Requires a due diligence period to inspect the finances and agreements of the Business Entity. The decision as to whether the Shares of Stock 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 the Parties. Buyer shall have until July 15th, 2020, at 05:00 ☐ AM ☒ PM to notify Seller of its termination of this Agreement ("Inspection Period"). If the Buyer decides to terminate this Agreement during the Inspection Period, any Deposit made shall be returned to the Buyer. ☐ - Does not require a due diligence period to review the finances and agreements of the Business Entity.
Due Diligence Period. The expiration of the Due Diligence Period, as defined in Section 10(a) of the Contract, is hereby extended to November 3, 2017.
Due Diligence Period. Buyer shall have a period of sixty (60) days following the Contract Date to complete its examination of the Property in accordance with this Section 3 (the “Due Diligence Period”).
Due Diligence Period. The Buyer shall have fourteen (14) calendar days from the day escrow opens as a “Due Diligence Period” to investigate and conduct studies on the Property. During this period, Buyer shall have an opportunity to investigate and inspect all aspects of the Property, subject to the provisions of Paragraph 13 hereof, and determine, in the Buyer’s sole and absolute discretion, whether or not to acquire the Property pursuant to the terms and conditions set forth herein. Any studies undertaken by Buyer during the Due Diligence Period will be at Buyer’s expense. Buyer shall have the right to review any title reports, surveys, toxic and soil studies and all other correspondence and documents relating to the Property that are in CITY’s possession. CITY agrees that if additional documentation relating to the Property comes into CITY’s possession after expiration of the Due Diligence Period, CITY shall provide copies of such documents promptly to Buyer. Buyer acknowledges that CITY makes no representation or warranty whatsoever as to the accuracy or completeness of any information provided to Buyer or made available to Buyer under this paragraph.
