Common use of Audit by Purchaser Clause in Contracts

Audit by Purchaser. Purchaser has advised Seller that Purchaser must cause to be prepared up to three (3) years of audited financial statements in respect of the Property in compliance with the policies of Purchaser and certain laws and regulations, including, without limitation, Securities and Exchange Commission Regulation S-X, Rule 3-14. Prior to Closing and for a period of ninety (90) days after Closing, Seller agrees to use reasonable efforts to cooperate with Purchaser's auditors in the preparation of such audited financial statements. Without limiting the generality of the preceding sentence (i) Seller shall, during normal business hours, allow Purchaser's auditors reasonable access to such books and records maintained on-site by Seller and in the possession of Seller's manager of the Property in respect of the Property as necessary to prepare such audited financial statements; (ii) Seller shall use reasonable efforts to provide to Purchaser such financial information and supporting documentation as are commercially reasonably necessary for Purchaser's auditors to prepare audited financial statements; (iii) Seller will make available for interview by Purchaser and Purchaser's auditors the manager of the Property or other agents or representatives of Seller responsible for the day-to-day operation of the Property and the keeping of the books and records in respect of the operation of the Property; and (iv) if Seller has audited financial statements with respect to the Property, Seller shall promptly provide Purchaser's auditors with a copy of such audited financial statements. Seller shall have no obligations under this Section 5.6 beyond ninety days after Closing, but if Seller shall, at its sole election, elect to prepare audited financials with respect to the Property for its term of ownership of the Property during 2005, Seller shall provide Purchaser with a copy of such audited financial statement.

Audit by Purchaser. Purchaser has advised Seller that Purchaser must cause to be prepared up to three (3) years of audited financial statements in respect of the Property in compliance with the policies of Purchaser and certain laws and regulations, including, without limitation, Securities and Exchange Commission Regulation S-X, Rule 3-14. Prior to Closing and for a period of ninety (90) days after Closing, Seller agrees to use reasonable efforts to cooperate with Purchaser's auditors in the preparation of such audited financial statementsstatements (it being understood and agreed that the foregoing covenant shall survive the Closing). Without limiting the generality of the preceding sentence (ia) Seller shall, during normal business hours, allow Purchaser's auditors reasonable access to such books and records maintained on-site by Seller (and in the possession of Seller's manager of the Property Property) in respect of the Property as necessary to prepare such audited financial statements; (iib) Seller shall use reasonable efforts to provide to Purchaser such financial information and supporting documentation as are commercially reasonably necessary for Purchaser's auditors to prepare audited financial statements; (iiic) if Purchaser or its auditors require any information that is in the possession of the party from which Seller purchased the Property, Seller shall contact such prior owner of the Property and use commercially reasonable efforts to obtain from such party the information requested by Purchaser; (d) Seller will make available for interview by Purchaser and Purchaser's auditors the manager of the Property or other agents or representatives of Seller responsible for the day-to-day operation of the Property and the keeping of the books and records in respect of the operation of the Property; and (ive) if Seller has audited financial statements with respect to the Property, Seller shall promptly provide Purchaser's auditors with a copy of such audited financial statements. If after the Closing Date Seller shall have no obligations under this Section 5.6 beyond ninety days after Closing, but if Seller shall, at its sole election, elect to prepare obtains an audited financials with financial statement in respect to of the Property for its term of ownership a fiscal period prior to the Closing Date that was not completed as of the Property during 2005Closing Date, then Seller shall promptly provide Purchaser with a copy of such audited financial statement, and the foregoing covenant shall survive Closing.

Audit by Purchaser. Purchaser has advised Seller that Purchaser must cause to be prepared up to three (3) years of audited financial statements and the interim period between from January 1, 2006 through Closing in respect of the Property in compliance with the policies of Purchaser and certain laws and regulations, including, without limitation, Securities and Exchange Commission Regulation S-X, Rule 3-14. Prior to Closing and for a period of ninety (90) days after Closing, Seller agrees to use reasonable efforts to cooperate with Purchaser's ’s auditors in the preparation of such audited financial statementsstatements (it being understood and agreed that the foregoing covenant shall survive the Closing). Without limiting the generality of the preceding sentence (ia) Seller shall, during normal business hours, allow Purchaser's ’s auditors reasonable access to such books and records maintained on-site by Seller Seller, Property Manager and in the possession of Seller's Riverside LLC (and any other manager of the Property Property) in respect of the Property as necessary to prepare such audited financial statements; (iib) Seller shall use reasonable efforts to provide to Purchaser such financial information and supporting documentation as are commercially reasonably necessary for Purchaser's ’s auditors to prepare audited financial statements; (iiic) if Purchaser or its auditors require any information that is in the possession of the party from which Seller purchased the Property, Seller shall contact such prior owner of the Property and use commercially reasonable efforts to obtain from such party the information requested by Purchaser; (d) Seller will make available for interview by Purchaser and Purchaser's auditors ’s auditors, the manager of the Property or other agents or representatives of Seller responsible for the day-to-day operation of the Property and the keeping of the books and records in respect of the operation of the Property; and (ive) if Seller has audited financial statements with respect to the Property, Seller shall promptly provide Purchaser's ’s auditors with a copy of such audited financial statements. If after the Closing Date Seller shall have no obligations under this Section 5.6 beyond ninety days after Closing, but if Seller shall, at its sole election, elect to prepare obtains an audited financials with financial statement in respect to of the Property for its term of ownership a fiscal period prior to the Closing Date that was not completed as of the Property during 2005Closing Date, then Seller shall promptly provide Purchaser with a copy of such audited financial statement. The foregoing covenants shall survive Closing.

Audit by Purchaser. Purchaser has advised Seller that Purchaser must cause to be prepared up to three (3) years of audited financial statements and the interim period between from January 1, 2007 through Closing in respect of the Property in compliance with the policies of Purchaser and certain laws and regulations, including, without limitation, Securities and Exchange Commission Regulation S-X, Rule 3-14. Prior to Closing and for a period of ninety (90) days after Closing, Seller agrees to use reasonable efforts to cooperate with Purchaser's ’s auditors in the preparation of such audited financial statementsstatements (it being understood and agreed that the foregoing covenant shall survive the Closing). Without limiting the generality of the preceding sentence (ia) Seller shall, during normal business hours, allow Purchaser's ’s auditors reasonable access to such books and records maintained on-site by Seller Seller, the Property Manager and in the possession of Seller's Property LLCs (and any other manager of the Property Property) in respect of the Property as necessary to prepare such audited financial statements; (iib) Seller shall use reasonable efforts to provide to Purchaser such financial information and supporting documentation as are commercially reasonably necessary for Purchaser's ’s auditors to prepare audited financial statements; (iiic) if Purchaser or its auditors require any information that is in the possession of the party from which Seller purchased all or a portion of the Property, Seller shall contact such prior owner of the Property and use commercially reasonable efforts to obtain from such party the information requested by Purchaser; (d) Seller will make available for interview by Purchaser and Purchaser's auditors ’s auditors, the manager of the Property or other agents or representatives of Seller responsible for the day-to-day operation of the Property and the keeping of the books and records in respect of the operation of the Property; and (ive) if Seller has audited financial statements with respect to the Property, Seller shall promptly provide Purchaser's ’s auditors with a copy of such audited financial statements. If after the Closing Date Seller shall have no obligations under this Section 5.6 beyond ninety days after Closing, but if Seller shall, at its sole election, elect to prepare obtains an audited financials with financial statement in respect to of the Property for its term of ownership a fiscal period prior to the Closing Date that was not completed as of the Property during 2005Closing Date, then Seller shall promptly provide Purchaser with a copy of such audited financial statement. The foregoing covenants shall survive Closing.