Common use of Approval by Buyer Clause in Contracts

Approval by Buyer. Buyer shall have the right to review and approve, in its sole, absolute and subjective discretion, during the Term all aspects of the Property, including but not limited to, (i) the Due Diligence Materials, (ii) the physical and environmental condition of the Real Property, including, without limitation, the condition of the Improvements, the condition of the soil at the Real Property, the condition of the ground water at the Real Property, and the presence or absence of any hazardous materials at the Real Property, (iii) the financial condition of the Property, including, without limitation, the feasibility, convertibility, desirability and suitability of the Property for Buyer's intended use and purposes, (iv) the legal condition of the Property, including, without limitation, the Property's compliance or non-compliance with all statutes, ordinances, codes, regulations, decrees, orders and laws applicable to the Property, (v) the Service Contracts, if any, being assumed by Buyer, (vi) the existence or non-existence of any governmental or quasi-governmental entitlements, if any, affecting the Property or any portion of the Property, (vii) any dimensions or specifications of the Real Property or any part thereof, (viii) the zoning, building and land use restrictions applicable to the Real Property or any portion thereof, (ix) the Estoppel Certificates, and (x) all other matters which Buyer deems relevant to its purchase of the Property. In the event that Buyer elects to exercise the Option in accordance with the provisions of Section 1.4, Buyer shall be deemed to have approved all aspects of the Property, including, without limitation, the matters summarized in this Section 7.8. The deemed approval by Buyer pursuant to the provisions of this Section 7.8, shall not be construed to lessen or otherwise modify Seller's obligations pursuant to Seller's representations and warranties as set forth in Section 12.2. If Buyer elects not to timely exercise the Option, then as provided in Section 1.5, this Agreement shall terminate, all rights and obligations hereunder of each party shall be at an end (except those matters which are specifically stated in this Agreement to survive the termination), and each party shall bear its own costs incurred hereunder. Notwithstanding the failure of Buyer to timely exercise the Option, the Option Payment shall be retained by Seller, except as otherwise provided in this Agreement. If Buyer timely exercises the Option, in accordance with the provisions of Section 1.4, then Buyer shall be considered to have elected to proceed with the purchase of the Property in accordance with the provisions of this Agreement.

Approval by Buyer. Buyer shall have the right to review and approve, in its sole, absolute and subjective discretion, during the Term Due Diligence Period all aspects of the Property, including but not limited to, (i) the Due Diligence Materials, (ii) the physical and environmental condition of the Real Property, including, without limitation, the condition of the Improvements, the condition of the soil at the Real Property, the condition of the ground water at the Real Property, and the presence or absence of any hazardous materials at the Real Property, (iii) the financial condition of the Property, including, without limitation, the feasibility, convertibility, desirability and suitability of the Property for Buyer's intended use and purposes, (iv) the legal condition of the Property, including, without limitation, the Property's compliance or non-compliance with all statutes, ordinances, codes, regulations, decrees, orders and laws applicable to the Property, (v) the Lease(s), (vi) the Service Contracts, if any, being assumed by Buyer, (vivii) the existence or non-existence of any governmental or quasi-governmental entitlements, if any, affecting the Property or any portion of the Property, (viiviii) any dimensions or specifications of the Real Property or any part thereof, (viiiix) the zoning, building and land use restrictions applicable to the Real Property or any portion thereof, (ix) the Estoppel Certificates, and (x) all other matters which Buyer deems relevant to its purchase of the Property. It is acknowledged that Buyer is the tenant of the Property and by reason of such existing relationship, is generally familiar with matters relating to the Property. In the event that Buyer elects to exercise approve all of the Option matters as summarized in accordance this Section 6.7 with respect to the provisions of Section 1.4Property, Buyer shall give written notice of such approval to Seller ("APPROVAL NOTICE") on or before the Due Diligence Date. The Approval Notice, if given by Buyer must be in the form of EXHIBIT 6.7 attached hereto. If Buyer fails to timely give the Approval Notice to Seller, Buyer shall conclusively be deemed to have approved all aspects of disapproved the Property, including, without limitation, Property and more particularly the matters summarized set forth in this Section 7.8. The deemed approval by Buyer pursuant to the provisions of this Section 7.8, shall not be construed to lessen or otherwise modify Seller's obligations pursuant to Seller's representations and warranties as set forth 6.7 in Section 12.2. If Buyer elects not to timely exercise the Option, then as provided in Section 1.5, which case this Agreement shall terminate, all rights and obligations hereunder of each party shall be at an end (except those matters which are specifically stated in this Agreement to survive the termination), the Deposit shall be promptly returned to Buyer and each party shall bear its own costs incurred hereunder. Notwithstanding the failure of Buyer to timely exercise the Option, the Option Payment shall be retained by Seller, except as otherwise provided in this Agreement. If Buyer timely exercises gives the Option, in accordance with the provisions of Section 1.4Approval Notice to Seller, then Buyer shall be considered to have elected to proceed with the purchase of the Property in accordance with the provisions of this Agreement, Buyer shall have no further rights with respect to this Section 6.7, the condition for the benefit of Buyer as set forth in Section 7.2.5 shall be considered to have been satisfied and Buyer shall have no further rights to assert the conditions set forth in such Sections.

Approval by Buyer. Buyer shall have acknowledges that Buyer has had the right to review and approvereview, in its sole, absolute and subjective discretion, during and hereby approves, as of the Term Effective Date all aspects of the Property, including but not limited to, (i) the Due Diligence Materials, (ii) the physical and environmental condition of the Real Property, including, without limitation, the condition of the Improvements, the condition of the soil at the Real Property, the condition of the ground water at the Real Property, and the presence or absence of any hazardous materials at the Real Property, (iii) the financial condition of the Property, including, without limitation, the feasibility, convertibility, desirability and suitability of the Property for Buyer's intended use and purposes, (iv) the legal condition of the Property, including, without limitation, the Property's compliance or non-compliance with all statutes, ordinances, codes, regulations, decrees, orders and laws applicable to the Property, (v) the Service Contracts, if any, being assumed by Buyer, (vi) the existence or non-existence of any governmental or quasi-governmental entitlements, if any, affecting the Property or any portion of the Property, (viivi) any dimensions or specifications of the Real Property or any part thereof, (viiivii) the zoning, building and land use restrictions applicable to the Real Property or any portion thereof, (ix) the Estoppel Certificates, and (xvii) all other matters which Buyer deems has deemed relevant to its purchase of the Property. In Accordingly, Buyer hereby waives any objection to any of the event foregoing matters and acknowledges that Buyer elects shall have no right to exercise the Option in accordance terminate this Agreement, or to require that Seller or any other party take any action with the provisions of Section 1.4respect to any such matters, Buyer shall be deemed to have approved all aspects of the Property, including, without limitation, the matters summarized in this Section 7.8. The deemed approval by Buyer pursuant except to the provisions of this Section 7.8, shall not be construed to lessen or otherwise modify Seller's obligations pursuant to Seller's representations and warranties as set forth in Section 12.2. If Buyer elects not to timely exercise the Option, then as provided in Section 1.5, this Agreement shall terminate, all rights and obligations hereunder of each party shall be at an end (except those matters which are specifically stated in this Agreement to survive the termination), and each party shall bear its own costs incurred hereunder. Notwithstanding the failure of Buyer to timely exercise the Option, the Option Payment shall be retained by Seller, except as otherwise extent expressly provided in this Agreement. If Buyer timely exercises the Option, in accordance with the provisions of Section 1.4, then Buyer shall be considered to have elected to proceed with the purchase of the Property in accordance with the provisions of this Agreement.

Approval by Buyer. Buyer shall have the right to review and approve, in its sole, absolute and subjective discretion, during the Term Due Diligence Period all aspects of the Property, including but not limited to, (i) the Due Diligence Materials, (ii) the physical and environmental condition of the Real Property, including, without limitation, the condition of the Improvements, the condition of the soil at the Real Property, the condition of the ground water at the Real Property, and the presence or absence of any hazardous materials at the Real Property, (iii) the financial condition of the Property, including, without limitation, the feasibility, convertibility, desirability and suitability of the Property for Buyer's ’s intended use and purposes, (iv) the legal condition of the Property, including, without limitation, the Property's ’s compliance or non-compliance with all statutes, ordinances, codes, regulations, decrees, orders and laws applicable to the Property, (v) the Lease, all subleases, the Service Contracts, if any, being assumed by Buyer, (vi) the existence or non-existence of any governmental or quasi-governmental entitlements, if any, affecting the Property or any portion of the Property, (vii) any dimensions or specifications of the Real Property or any part thereof, (viii) the zoning, building and land use restrictions applicable to the Real Property or any portion thereof, (ix) the Estoppel Certificates, and (x) all other matters which Buyer deems relevant to its purchase of the PropertyProperty including, without limitation, the form of executed Estoppel Certificate (as defined below) received by Buyer pursuant to the provisions of Section 7.2.6. In the event that Buyer elects to exercise approve all of the Option matters as summarized in accordance this Section 6.7 with respect to the provisions of Section 1.4Property, Buyer shall give written notice of such approval to Seller (“Approval Notice”) on or before the Due Diligence Date. The Approval Notice, if given by Buyer must be in the form of Exhibit 6.7 attached hereto. If Buyer fails to timely give the Approval Notice to Seller, Buyer shall conclusively be deemed to have approved all aspects of disapproved the Property, including, without limitation, Property and more particularly the matters summarized set forth in this Section 7.8. The deemed approval by Buyer pursuant to the provisions of this Section 7.8, shall not be construed to lessen or otherwise modify Seller's obligations pursuant to Seller's representations and warranties as set forth 6.7 in Section 12.2. If Buyer elects not to timely exercise the Option, then as provided in Section 1.5, which case this Agreement shall terminate, all rights and obligations hereunder of each party shall be at an end (except those matters which are specifically stated in this Agreement to survive the termination), the Deposit shall be promptly returned to Buyer and each party shall bear its own costs incurred hereunder. Notwithstanding the failure of Buyer to timely exercise the Option, the Option Payment shall be retained by Seller, except as otherwise provided in this Agreement. If Buyer timely exercises gives the Option, in accordance with the provisions of Section 1.4Approval Notice to Seller, then Buyer shall be considered to have elected to proceed with the purchase of the Property in accordance with the provisions of this Agreement, Buyer shall have no further rights with respect to this Section 6.7, the conditions for the benefit of Buyer as set forth in Sections 7.2.5 and 7.2.6 shall be considered to have been satisfied and Buyer shall have no further rights to assert the conditions set forth in such Sections.

Approval by Buyer. Buyer shall have the right to review and approve, in its sole, absolute and subjective discretion, during the Term Due Diligence Period all aspects of the Property, including but not limited to, (i) the Due Diligence Materials, (ii) the physical and environmental condition of the Real Property, including, without limitation, the condition of the Improvements, the condition of the soil at the Real Property, the condition of the ground water at the Real Property, and the presence or absence of any hazardous materials at the Real Property, 11 (iii) the financial condition of the Property, including, without limitation, the feasibility, convertibility, desirability and suitability of the Property for Buyer's intended use and purposes, (iv) the legal condition of the Property, including, without limitation, the Property's compliance or non-compliance with all statutes, ordinances, codes, regulations, decrees, orders and laws applicable to the Property, (v) the Service Contracts, if any, being assumed by Buyer, (vi) the existence or non-existence of any governmental or quasi-governmental entitlements, if any, affecting the Property or any portion of the Property, (vii) any dimensions or specifications of the Real Property or any part thereof, (viii) the zoning, building and land use restrictions applicable to the Real Property or any portion thereof, and (ix) the Estoppel Certificates, and (x) all other matters which Buyer deems relevant to its purchase of the Property. In the event that Buyer elects to exercise approve all of the Option matters as summarized in accordance this Section 6.7 with respect to the provisions of Section 1.4Property, Buyer shall give written notice of such approval to Seller ("APPROVAL NOTICE") on or before the Due Diligence Date. The Approval Notice, if given by Buyer must be in the form of Exhibit 6.7 attached hereto. If Buyer fails to timely give the Approval Notice to Seller, Buyer shall conclusively be deemed to have approved all aspects of disapproved the Property, including, without limitation, Property and more particularly the matters summarized set forth in this Section 7.8. The deemed approval by Buyer pursuant to the provisions of this Section 7.8, shall not be construed to lessen or otherwise modify Seller's obligations pursuant to Seller's representations and warranties as set forth 6.7 in Section 12.2. If Buyer elects not to timely exercise the Option, then as provided in Section 1.5, which case this Agreement shall terminate, all rights and obligations hereunder of each party shall be at an end (except those matters which are specifically stated in this Agreement to survive the termination), the Deposit shall be promptly returned to Buyer and each party shall bear its own costs incurred hereunder. Notwithstanding the failure of Buyer to timely exercise the Option, the Option Payment shall be retained by Seller, except as otherwise provided in this Agreement. If Buyer timely exercises gives the Option, in accordance with the provisions of Section 1.4Approval Notice to Seller, then Buyer shall be considered to have elected to proceed with the purchase of the Property in accordance with the provisions of this Agreement, Buyer shall have no further rights with respect to this Section 6.7, the conditions for the benefit of Buyer as set forth in Sections 7.2.5 and 7.2.6 shall be considered to have been satisfied and Buyer shall have no further rights to assert the conditions set forth in such Sections.

Approval by Buyer. Buyer shall have the right to review and approve, in its sole, absolute and subjective sole discretion, during the Term all aspects of the Property, including but not limited toDue Diligence Period, (i) the Due Diligence Materials, (ii) the physical and environmental condition of the Real Property, including, without limitation, the condition of the Improvements, the condition of the soil at the Real Property, the condition of the ground water at the Real Property, and the presence or absence of any hazardous materials at the Real Property, (iii) the financial condition of the Property, including, without limitation, the feasibility, convertibility, desirability and suitability of the Property for Buyer's intended use and purposes, (iv) the legal condition of the Property, including, without limitation, the Property's compliance or non-non- compliance with all statutes, ordinances, codes, regulations, decrees, orders and laws applicable to the Property, (v) the Leases, (vi) the Service Contracts, if any, being assumed by Buyer, (vivii) the existence or non-existence of any governmental or quasi-governmental entitlements, if any, affecting the Property or any portion of the Property, (viiviii) any dimensions or specifications of the Real Property or any part thereof, (viiiix) the zoning, building and land use restrictions applicable to the Real Property or any portion thereof, (ix) the Estoppel Certificates, and (x) all other matters which Buyer deems relevant to its purchase of the Property. In the event that Buyer elects to exercise approve all of the Option matters as summarized in accordance this Section 6.7 with respect to the provisions of Section 1.4Property, Buyer shall give written notice of such approval to Seller ("APPROVAL NOTICE") on or before the Due Diligence Date. The Approval Notice, if given by Buyer must be in the form of Exhibit 6.7 attached hereto. If Buyer fails to timely give the Approval Notice to Seller, Buyer shall conclusively be deemed to have approved all aspects of disapproved the Property, including, without limitation, Property and more particularly the matters summarized set forth in this Section 7.8. The deemed approval by Buyer pursuant to the provisions of this Section 7.8, shall not be construed to lessen or otherwise modify Seller's obligations pursuant to Seller's representations and warranties as set forth 6.7 in Section 12.2. If Buyer elects not to timely exercise the Option, then as provided in Section 1.5, which case this Agreement shall terminate, all rights and obligations hereunder of each party shall be at an end (except those matters which are specifically stated in this Agreement to survive the termination), the Deposit shall be promptly returned to Buyer and each party shall bear its own costs incurred hereunder. Notwithstanding the failure of Buyer to timely exercise the Option, the Option Payment shall be retained by Seller, except as otherwise provided in this Agreement. If Buyer timely exercises gives the Option, in accordance with the provisions of Section 1.4Approval Notice to Seller, then Buyer shall be considered to have elected to proceed with the purchase of the Property in accordance with the provisions of this Agreement, Buyer shall have no further rights with respect to this Section 6.7, the condition for the benefit of Buyer as set forth in Section 7.2.5 shall be considered to have been satisfied and Buyer shall have not further rights to assert the condition set forth in such Section.