Common use of Buyer’s Conditions to Closing Clause in Contracts

Buyer’s Conditions to Closing. Buyer's obligation to purchase the Property is subject to the satisfaction of all of the following conditions or Buyer's written waiver thereof (in Buyer’s sole discretion) on or before the Closing Date: (a) Buyer will have thirty (30) days from Opening of Escrow (the “Due Diligence Contingency Period”) to complete physical inspections of the Property and due diligence related to the purchase of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two (2) business days following the execution and delivery of this Agreement. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspections. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) Seller's representations and warranties herein are true and correct in all material respects as of the Closing Date. (d) The Title Company is irrevocably committed to issue a CLTA Title Policy to Buyer, effective as of the Closing Date, insuring title to Buyer in the full amount of the Purchase Price subject only to the Permitted Exceptions.

Buyer’s Conditions to Closing. Buyer's obligation to purchase the Property is subject to the satisfaction of all of the following conditions or Buyer's written waiver thereof (in Buyer’s sole discretion) on or before the Closing Date: (a) Buyer will have thirty ninety (3090) days from the Opening of Escrow (the “Due Diligence Contingency Period”) to complete physical inspections of the Property and due diligence related to the purchase of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two five (25) business days following the execution and delivery of this Agreement. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspections. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) Seller's representations and warranties herein are true and correct in all material respects as of the Closing Date. (d) The Title Company is irrevocably committed to issue a CLTA Title Policy to Buyer, effective as of the Closing Date, insuring title to Buyer in the full amount of the Purchase Price subject only to the Permitted Exceptions.

Buyer’s Conditions to Closing. Buyer's obligation to purchase the Property is subject to the satisfaction of all of the following conditions or Buyer's written waiver thereof (in Buyer’s sole discretion) on or before the Closing Date: (a) Buyer will have thirty (30) days from Opening of Escrow (the “Due Diligence Contingency Period”) to complete physical inspections review and either approve or disapprove, in Buyer’s sole and absolute discretion, the economic viability of the purchase of the Property for Buyer’s intended use and due diligence all matters related thereto, including but not limited to the purchase physical inspections and to conduct any studies or evaluations of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two (2) business days following the execution and delivery of this Agreement. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspections. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) Seller's representations and warranties herein are true and correct in all material respects as of the Closing Date. (d) The Title Company is irrevocably committed to issue a CLTA Title Policy to Buyer, effective as of the Closing Date, insuring title to Buyer in the full amount of the Purchase Price subject only to the Permitted Exceptions.

Buyer’s Conditions to Closing. Buyer's ’s obligation to purchase close the Property transactions contemplated by this Agreement is subject to the satisfaction of conditioned on all of the following conditions following, any or Buyer's written waiver thereof (all of which may be waived by Buyer in Buyer’s writing, at its sole discretion) on or before the Closing Dateoption: (a) Buyer will have thirty (30) days from Opening of Escrow (the “Due Diligence Contingency Period”) to complete physical inspections of the Property and due diligence related to the purchase of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two (2) business days following the execution and delivery of this Agreement. 6.2.1 All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspections. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) Seller's representations and warranties herein are made by Seller in this Agreement shall be true and correct in all material respects as of the Closing Date. (d) The Title Company is irrevocably committed to issue a CLTA Title Policy to Buyer, effective on and as of the Closing Date, insuring title as if made on and as of such date, except to Buyer the extent they expressly relate to an earlier date and except for those already qualified by materiality that shall be true and correct in all respects, and except to the full amount extent of any Exception Matter; 6.2.2 Seller shall have executed and delivered all of the Purchase Price documents required to be delivered by Seller hereunder into Escrow, and shall have materially performed all of its other obligations hereunder required to be performed by the Closing Date, and complied with all conditions required by this Agreement to be performed or complied with by Seller at or prior to the Closing; 6.2.3 Buyer has received (a) evidence that Seller has sent notices of termination on all Existing Service Contracts required to be terminated pursuant to the terms of Section 5.5.3 (provided that that actual termination may occur after Closing) and (b) confirmation that Seller has sent termination notices to terminate any property management agreements for the Property in effect as of the Effective Date (provided that actual termination may occur after Closing); 6.2.4 Buyer has received estoppel certificates from the Existing Occupants listed on Schedule 1 of EXHIBIT I-1 or has otherwise received Threshold Estoppels in accordance with the requirements of Section 5.5.1 above or Section 7.1 below; and 6.2.5 Title Company shall be irrevocably committed to issue Buyer’s Policy and Title Company is irrevocably bound and committed to issue extended coverage, subject only to the Permitted Exceptionspayment of the applicable costs therefor and the delivery of the required documents from Seller. In the event of the failure of any of Buyer’s conditions to close hereunder, Buyer shall have the right to terminate this Agreement and such termination shall have the same effect as a termination pursuant to the last sentence of Section 3.1.2.3.

Buyer’s Conditions to Closing. BuyerXxxxx's obligation to purchase the Property is subject to the satisfaction of all of the following conditions or BuyerXxxxx's written waiver thereof (in Buyer’s sole discretion) on or before the Closing Date: (a) Buyer will shall have thirty sixty (3060) days from Opening of Escrow (the “Due Diligence Contingency Period”) to complete physical inspections of the Property and due diligence related to the purchase of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents documents, records, maps, memoranda, reports, data, whether in electronic or physical format relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) (collectively the “Property Documents”) that Seller has in its possession not later than two five (25) business days following the execution and delivery of this Agreement. In the event that Seller provides the Property Documents later than five (5) business days following Opening of Escrow, the Due Diligence Contingency Period will be extended by each day the Property Documents are late. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees representative and require twenty-four (24) hour prior notice to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspectionsSeller. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) Seller's representations and warranties herein are true and correct in all material respects as of the Closing Date. (d) The Title Company is irrevocably committed to issue a CLTA an ALTA Title Policy to Buyer, effective as of the Closing Date, insuring title to Buyer in the full amount of the Purchase Price subject only to the Permitted Exceptions.

Buyer’s Conditions to Closing. Buyer's obligation to purchase the Property is subject to the satisfaction of all of the following conditions or Buyer's written waiver thereof (in Buyer’s sole discretion) on or before the Closing Date: (a) Buyer will have thirty ninety (3090) days from Opening of Escrow (the “Due Diligence Contingency Period”) to complete physical inspections of the Property and due diligence related to the purchase of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two (2) business days following the execution and delivery of this Agreement. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspections. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) Seller's representations and warranties herein are true and correct in all material respects as of the Closing Date. (d) The Title Company is irrevocably committed to issue a CLTA Title Policy to Buyer, effective as of the Closing Date, insuring title to Buyer in the full amount of the Purchase Price subject only to the Permitted Exceptions.

Buyer’s Conditions to Closing. The following are conditions precedent to Buyer’s obligation to consummate the transactions contemplated herein (“Buyer's obligation to purchase the Property is subject to the satisfaction of all of the following conditions or Buyer's written waiver thereof (in Buyer’s sole discretion) on or before the Closing Date:Conditions Precedent”): (a) Buyer will Title Company shall have thirty (30) days from Opening of Escrow (irrevocably committed to issue the “Due Diligence Contingency Period”) to complete physical inspections of the Property and due diligence related to the purchase of the Property. Seller shall provide Title Policy to Buyer copies of all reasonably available and known documents relating at Closing, subject only to the ownership and operation of the Property, including but not limited such exceptions that Buyer has agreed to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two (2) business days following the execution and delivery of this Agreement. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspectionswriting. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) All of Seller's ’s representations and warranties contained herein are shall have been true and correct in all material respects when made and shall be true and correct as of the Closing Date. (dc) The Title Company is irrevocably committed Except as otherwise disclosed to issue Buyer in writing, the physical condition of the Property shall not be left in a CLTA Title Policy known hazardous, dangerous or unsafe condition which may cause injury or harm or constitute a threat to the public or any employee or agent of the Buyer, effective and, as of the day of Closing, there shall be no litigation or administrative agency or other governmental proceeding of any kind whatsoever, pending or threatened, which after Closing Datewould, insuring title to Buyer in Buyer’s sole discretion, materially adversely affect the full amount value of the Purchase Price subject only Property, and no proceedings shall be pending or threatened which could or would cause the redesignation or other modification of the zoning classification of, or of any building or environmental code requirements applicable to, any of the Property or any property adjacent to the Permitted ExceptionsProperty owned by Seller. The Buyer's Conditions Precedent contained in this Section 6 are intended solely for the benefit of Buyer. Subject to the provisions of Section 8 below, if any of the Buyer's Conditions Precedent are not satisfied, Buyer shall have the right in its sole discretion either to waive in writing the Buyer's Condition Precedent and proceed with the purchase or terminate this Agreement.

Buyer’s Conditions to Closing. Buyer's Xxxxx’s obligation to consummate the purchase of the Property is subject to and conditioned upon the satisfaction of all each of the following conditions or (unless otherwise waived in writing by Buyer's written waiver thereof (in Buyer’s sole discretion) on or before the Closing DateDate which conditions are for the sole benefit of Buyer: (ai) Buyer will The Title Company shall have thirty (30) days from Opening given Developer its unconditional and irrevocable commitment to issue the Title Policy in favor of Escrow (Developer insuring Developer as the “Due Diligence Contingency Period”) to complete physical inspections fee owner of the Property and due diligence related with liability in an amount reasonably acceptable to Buyer, subject only to the purchase of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two (2) business days following the execution and delivery of this Agreement. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) by Buyer’s inspectionsPermitted Exceptions. (bii) Seller has performed all obligations shall have delivered to be performed by Seller pursuant to this AgreementEscrow Holder the documents set forth in Section 7(e)(ii), below. (ciii) Seller's Each and all of the representations and warranties herein are made by Seller shall be true and correct in all material respects as of the Closing Date. (div) The Title Company is irrevocably committed to issue a CLTA Title Policy to Buyer, effective as Seller shall have performed in all material respects all of the covenants which Seller, pursuant to the terms of this Agreement, has agreed to perform on or prior to the Closing DateDate and Seller shall not be in material breach or default under this Agreement. (v) Developer shall have determined that the Property is acceptable to Developer in Developer’s sole and absolute discretion. Public improvements shall be designed and constructed in coordination with Developer, insuring title according to Buyer in City standards and to the full amount satisfaction of the Purchase Price subject only City Engineer, provided that such design and construction shall not materially adversely the Site or its development. . If the conditions to Xxxxx’s obligation to consummate the Permitted Exceptionstransaction contemplated in this Agreement are not satisfied (or waived by Buyer), then, upon Buyer’s request, this Agreement shall terminate. The conditions set forth in this Section 7(b) are for the sole benefit of Buyer.

Buyer’s Conditions to Closing. Buyer's ’s obligation to purchase the Property is subject to the satisfaction of all of the following conditions (“Buyer’s Conditions Precedent”) or Buyer's ’s written waiver thereof (in Buyer’s sole discretion) on or before the Closing Date: (a) Buyer will have thirty Twelve (3012) days months from the Opening of Escrow (the “Due Diligence Contingency Period”) to complete physical inspections of the Property and due diligence related to the purchase of the Property. Seller shall provide to Buyer copies of all reasonably available and known documents relating to the ownership and operation of the Property, including but not limited to plans, permits and reports (environmental, structural, mechanical, engineering and land surveys) that Seller has in its possession not later than two five (25) business days following the execution and delivery of this Agreement. All physical inspections must be coordinated with Seller’s representative. Buyer hereby agrees to indemnify and hold Seller harmless for any damage to the Property caused (but not merely revealed) solely by Buyer’s inspections. (b) Seller has performed all obligations to be performed by Seller pursuant to this Agreement. (c) Seller's ’s representations and warranties herein are true and correct in all material respects as of the Closing Date. (d) The Title Company is irrevocably committed to issue a CLTA an ALTA Title Policy together with any title insurance endorsements requested by Buyer within the Due Diligence Contingency to Buyer, effective as of the Closing Date, insuring title to Buyer in the full amount of the Purchase Price subject only to the Permitted Exceptions. (e) Buyer has received all necessary approvals from the appropriate governmental and/or regulatory entities, including but not limited to approvals from the City, that are needed for construction of the Project, including, but not limited to, zoning approvals for the Project and all necessary entitlements.