Contingency Period. Buyer shall have until June 30, 2011, (such period up to and including June 30, 2011 being herein called the “Contingency Period”), in which to gain approval for the proposed transaction from its Board of Trustees and to approve or disapprove the following conditions in its sole discretion (the “Inspection Contingency”).
(a) The condition of the Property, including any environmentally related conditions and reports, and
(b) All existing leases (the “Leases”), contracts, permits and agreements affecting the Property, and
(c) Any other item which, in Buyer’s sole discretion, would affect the suitability of the Property as a real estate investment for the Buyer’s purposes. If Buyer shall either fail to obtain approval from its Board of Directors or if Buyer shall be dissatisfied with the condition of any of the items set forth in this Section 4.4 above, Buyer shall communicate same to the Seller with a copy to the Title Company in writing before the expiration of the Contingency Period, in which event (i) Buyer shall return to Seller all original materials supplied by Seller (and not supplied by email or via internet site) on account of this transaction and shall also deliver to Seller, without warranty or representation of any kind, copies of all studies and reports obtained by Buyer with regard to the physical characteristics of the Property, (ii) the parties shall have no further liability to one another except Buyer’s indemnification obligation under Section 4.2 above, and (iii) the Deposit and all interest earned thereon shall be promptly (i.e., no later than two (2) business days from written notice to the Title Company) returned to Buyer. If Buyer fails to terminate this Agreement prior to expiration of the Contingency Period, Buyer shall be deemed to have waived its right to terminate this Agreement pursuant to this Section 4.4.
Contingency Period. Buyer shall have until the date which is thirty (30) days after the date of mutual execution and delivery hereof (such period being referred to herein as the "Contingency Period") to review and approve the matters described in Sections 2.1(a)-(f) above in Buyer's sole discretion. If Buyer determines to proceed with the purchase of the Property, then Buyer shall, before the end of the Contingency Period, notify Seller in writing that Buyer has approved all of the matters described in Section 2.1(a)-(f) above, including, without limitation, all documents, agreements, surveys, reports and other items and materials delivered to or made available to Buyer in connection with this Agreement (the "Due Diligence Materials"). If before the end of the Contingency Period Buyer fails to give Seller such written notice, then Buyer shall be deemed to have elected to terminate this Agreement, the Deposit shall be returned to Buyer, and neither party shall have any further rights or obligations hereunder except as provided in Sections 6.1, 9.3 and 9.9 below.
Contingency Period. At all times during the "Contingency Period" (which Contingency Period is defined to be the period from and after the Effective Date and continuing through and including the date which is 6 0 days after the Effective Date), Developer's obligations under this Agreement are contingent upon:
(a) Developer's satisfaction: in Developer's sole discretion , that the Developer Parcel is suitable for Developer's intended use, including obtaining franchisor/flag approval to own and operate a Hotel on the Developer Parcel ; and
(b) Developer obtaining: all necessary zoning and permitting approvals from the City of Xxxxx Heights and any other governmental authorities having jurisdiction thereof in order to allow Developer's intended use of the Developer Parcel and any and all necessary private grants of easements as may be required by Developer, in Developer's sole discretion, for utility lines, storm water run- off/drainage detention and for access to and from the adjacent public rights of way. Attached hereto as Exhibit C is a copy of the Ordinance approving the Planned Mixed Use of the City Parcel which includes the Developer Parcel.
(c) Developer and the City agreeing upon terms of the following easements and covenants: (a) any new easements or modifications to existing easements to extend utilities from Executive Boulevard to the Developer Parcel; (b) a parking easement on the adjoining Rose Center parking lot permitting the construction of an access drive connecting the Developer Parcel to such parking lot and granting to customers of the hotel to be constructed on Developer's Parcel the non-exclusive right of ingress and egress and to park on the Rose Center parking lot; (c) an ingress egress easement, with maintenance and repair covenants, for the roadway constructed on the City Parcel connecting the Developer Parcel to Executive Boulevard. Developer shall have the option of extending the Contingency Period for an additional thirty (30) day period by providing written notice to City of its intent to extend the Contingency Period and the payment of Ten Thousand Dollars ($10,000.00) ("Extension Payment ") by Developer to the Title Company as an additional deposit of Xxxxxxx Money. Notice for the extension of the Contingency Period shall be given by Developer no later than the last day of the initial 60-day Contingency Period. City may provide additional extensions of the Contingency Period at its sole discretion. In the event Developer determines in its sole dis...
Contingency Period. The “Contingency Period,” as defined in Section 1 of the Contract, is hereby extended to February 29, 2008.
Contingency Period. Purchaser will have thirty (30) days following the Effective date (the “Contingency Period”) within which to complete Purchaser’s investigation of the Property and to obtain all required approvals for Purchaser’s purchase of the Property. All inspection fees and other expenses of any kind incurred by Purchaser relating to the inspection of the Property will be Purchaser’s sole responsibility. Purchaser will promptly repair, at its expense, any damage to the Property caused by Purchaser or its agents in conducting its inspection of the Property. Purchaser will coordinate its physical inspections of the Property with Seller prior to entry on the Property.
Contingency Period. Purchaser shall have a period of four (4) business days following the date on which Seller delivers the Due Diligence Items to Purchaser's broker in accordance with Article IV hereinabove in which to review and approve each such item (the "Contingency Period"). If the information to be provided pursuant to Article IV reflects or discloses any defect, exception or other matter affecting the Subject Property that is unacceptable to Purchaser, then prior to the expiration of the Contingency Period Purchaser shall provide the Title Company and Seller with written notice of Purchaser's objections. If no objections are made Purchaser prior to the expiration of the Contingency Period, then all contingencies shall be deemed waived by Purchaser, and the earnxxx xxxey shall be immediately released to Seller. If written objections are made by Purchaser in a timely manner, Seller may, at its sole option, elect to cure or remove the objections raised by Purchaser; provided, however, that Seller shall have no obligation to do so. Should Seller elect to attempt to cure or remove the objections, Seller shall have ten (10) days from the date of Purchaser's written notice of objections (the "Cure Period") in which to accomplish the cure. In the event Seller either elects not to cure or remove the objections or is unable to accomplish the cure prior to the expiration of the Cure Period, then Seller shall so notify the Title Company and Purchaser in writing specifying which objections Seller does not intend to cure, and then Purchaser shall be entitled, as Purchaser's sole and exclusive remedies, either to terminate this Contract by providing written notice of termination to Seller within five (5) days from the date on which Purchaser receives Seller's no-cure notice (in which case this Contract shall be cancelled, all earnxxx xxxey shall be immediately returned to Purchaser by the Title Company, and thereafter neither Seller nor Purchaser shall have any continuing obligations one unto the other) or waive the objections and close this transaction as otherwise contemplated herein. If Purchaser shall fail to notify Seller in writing of any objections to the state of Seller's title to the Subject Property as shown by the Title
Contingency Period. The last day of the Contingency Period shall be, and hereby is, extended from September 13, 2011, at 12:00 p.m. Central Standard Time to September 15, 2011, at 5:00 p.m. Central Standard Time.
Contingency Period. Commencing upon execution of this Letter, Buyer shall have a 90-day period (the "Contingency Period") and a right of entry to the Property that shall continue through close or termination of escrow. Seller shall cooperate with Buyer during the Contingency Period by supplying Buyer with any title policies or reports, surveys, legal description of the property, aerial photos, environmental or geo-technical reports, CC&R's, all applicable leases and leasing information, governmental notices of any type or character in Seller's possession, all at no cost to Buyer.
3.1 If Buyer, in Buyer's sole and absolute determination, during the Contingency Period finds the development of the Property not to be feasible, or any contingency items are disapproved, then and in that event Buyer may cancel this transaction without penalty and will provide written notice of such disapproval or termination of the contract to Seller and thereafter Buyer's deposit shall be returned and neither party shall have any further rights or responsibilities to the other.
3.2 Seller shall make available to Buyer all books, records, legal documents and other information accessible to or known by Seller to be available within thirty (30) days from the date of the Agreement, all at no expense to Buyer. Buyer may copy any records, property infrastructure data, and plans prepared by Seller or in Seller's possession.
Contingency Period. If Buyer determines, in Buyer's sole discretion, that the Property, or any part thereof, is not suitable or is not feasible for any reason whatsoever, Buyer may, at any time prior to the expiration of the Inspection Period terminate this Agreement by giving written notice to Seller. In the event of any such termination, all the Xxxxxxx Money shall be refunded to Buyer. This Agreement thereafter shall be null and void and neither party shall have any obligation to the other.
Contingency Period. Purchaser shall have fifteen (15) days from the date of mutual acceptance and execution of the Agreement to determine if the Property is suitable for the Purchaser’s use. If the Purchaser determines at its sole discretion the Property is not suitable for its intended development, then the Agreement shall be null and void and both parties shall release each other from any further obligations under the terms of the Agreement.
