Due Diligence and Time for Satisfaction of Conditions. Purchaser shall have the right to commence due diligence with respect to the Property following the date on which this Agreement is fully executed by the parties hereto (the "Contract Date") and the due diligence period ("Due Diligence Period") shall expire on July 30, 1997, provided, however, in the event that Seller fails to deliver to Purchaser any of the items identified on Exhibit G attached hereto and identified with an asterisk (the "Delivery Items") on or before the date that is five (5) days after the Contract Date, the Due Diligence Period shall be extended with respect to such undelivered Delivery Item only by one day for each day beyond such fifth (5th) day until such Delivery Item is delivered to Purchaser. In addition to the foregoing, Seller shall, upon 24 hours notice, make available to Purchaser and its employees, representatives, counsel and consultants access to all of its books, records and files relating to the Property in Seller's possession or reasonable control, including, without limitation, all of the items set form on said Exhibit G other than the Delivery Items, and Seller agrees, to the extent reasonably feasible, to allow Purchaser to make copies at Seller's office or the property management office of such items as Purchaser reasonably requests. As used in this Agreement, the term "
Due Diligence and Time for Satisfaction of Conditions. City has been given or will be given before the end of the Due Diligence Period (as defined below), a full opportunity to investigate the Property, either independently or through agents of City's own choosing, including, without limitation, the opportunity to conduct such appraisals, inspections, tests, audits, verifications, inventories, investigations and other due diligence regarding the economic, physical, environmental, title and legal conditions of the Property as City deems fit, as well as the suitability of the Property for City's intended uses. City shall perform any and all such investigations in a manner not unreasonably disruptive to the business on Seller’s property. City and its Agents may commence due diligence investigations on the Property on or after the date this Agreement is executed by both parties hereto. The period for completion of all such investigations shall expire on the date that is thirty (30) days after the effective date of the Board resolution approving this Agreement (the "Due Diligence Period"), subject to the terms and conditions provided below. Seller agrees to deliver to City all of the Documents and other items described in Sections 4.3(d) within five (5) days after the date hereof, provided that if Seller fails to do so, then the expiration of the Due Diligence Period shall be extended by the number of days after the end of such 5-day delivery period that Seller delivers all such items to City.
Due Diligence and Time for Satisfaction of Conditions. Buyer’s due diligence period (the “Due Diligence Period”) shall commence on the Effective Date and expire on the forty-fifth (45th) day after the Effective Date at 5:00 p.m. EST (the “Diligence Expiration Date”), during which Buyer, at its sole risk and expense, may enter upon the Property and make such investigations and analyses as Buyer deems necessary or appropriate; provided, however, notwithstanding any provision herein to the contrary, Buyer is not permitted to perform any sampling, boring, drilling or other physically intrusive testing into the Property, including any so-called “Phase II” environmental assessment, without the prior written consent of Seller, to be provided in Seller’s sole and absolute discretion. Following Buyer's inspection of the Property and prior to the conclusion of the Due Diligence Period, Buyer shall restore the Property to its original condition. Buyer shall indemnify and hold Seller harmless from and against any and all claims, costs, expenses and damages to persons and/or property to the extent incurred by, through, or out of Buyer’s and/or its employees, agents or contractors entry on or inspection of the Property. Notwithstanding any provision to the contrary contained in this Agreement, Buyer's obligation to indemnify Seller set forth herein shall survive the Closing of this Agreement or the termination of this Agreement. Notwithstanding anything in this Agreement to the contrary, Buyer shall have the right to terminate this Agreement at any time prior to the Diligence Expiration Date, in which event this Agreement will be null and void and neither party will have any further rights or obligations hereunder except as otherwise expressly set forth herein. Notwithstanding anything contained herein to the contrary, Buyer’s inspections shall be subject to the following terms and conditions:
Due Diligence and Time for Satisfaction of Conditions. Purchaser has commenced due diligence with respect to the Property and following the Effective Date, shall continue such due diligence, and the due diligence period (“Due Diligence Period”) shall expire on the date which is forty (40) days after the date on which this Agreement is executed and delivered by the parties. In addition to the foregoing, Seller shall make available to Purchaser and its employees, representatives, counsel and consultants access to all of its books, records and files relating to the Property in Seller’s possession or reasonable control, including, without limitation, all of the items set forth on said Exhibit G (collectively, the “Due Diligence Items”), and Seller agrees, to the extent reasonably feasible, to allow Purchaser to make copies of such items at Seller’s office, or the property management office, as Purchaser reasonably requests.
Due Diligence and Time for Satisfaction of Conditions. Buyer, or its designees, shall commence due diligence with respect to the Property promptly upon Seller’s full execution hereof, and the due diligence period shall expire twenty (20) days from the Effective Date (the “Due Diligence Period”). Notwithstanding anything in this Agreement to the contrary, Buyer shall have the right to terminate this Agreement, for any reason, without liability, at any time prior to the end of the Due Diligence Period.
Due Diligence and Time for Satisfaction of Conditions. Commencing on the Effective Date and continuing until one business day prior to Closing Date (“Due Diligence Period”) Buyer, or its designees, shall be permitted to, and a license is hereby granted, to enter, investigate, and inspect the Property and any and all documents, agreements, and/or other information affecting or related to the Property (“Property Documents”), which Property Documents Seller has heretofore provided, provided that if Seller receives any Property Documents subsequent to the Effective Date, Seller shall immediately deliver copies of such Property Documents to Buyer. Notwithstanding anything in this Agreement to the contrary, Buyer shall have the right to terminate this Agreement at any time prior to the end of the Due Diligence Period. Buyer acknowledges that Buyer shall be solely responsible for determining the accuracy, completeness and continued effectiveness of the Property Documents and that Seller has not made and does not hereby make any representation or warranty regarding the accuracy or completeness of any of the Property Documents or the sources thereof, except as may be expressly covered by Seller's representations and warranties herein. Seller has not undertaken any independent investigation as to the truth or accuracy of such documents and is providing access to same to Buyer solely as an accommodation. If Buyer wishes to obtain updates or further information regarding the preparation of the Property Documents, or wishes to rely on such documents, or obtain other such cooperation from Seller's consultants or other third-parties, Seller will, at Buyer's request, request that any such consultants or third-parties provide access to Buyer or otherwise cooperate with Buyer's requests, at Buyer's sole cost and expense. Buyer shall make no permanent changes to the Property in undertaking its investigations and inspections (but for soil borings and/or monitoring xxxxx, if indicated) at the Property, shall restore any damage caused in connection therewith and shall not leave the Property in a 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 Seller. Subject to any statutory limitations applicable to Buyer, Buyer shall indemnify, defend and hold Seller harmless from all cost, claim or expense arising out of Buyer’s or its agent’s entry onto the Property to perform physical investigations and inspections at the Property.
Due Diligence and Time for Satisfaction of Conditions. Transferee shall have the right to commence due diligence with respect to the Property following the date on which this Agreement is fully executed by the parties hereto (the "Effective Date") and the due diligence period ("Due Diligence Period") shall expire on the seventy-fifth (75th) day after the Effective Date, provided, however, in the event that the Transferors fail to deliver to Transferee all of the items set forth in Part I of Schedule 3 attached hereto (the "Initial Delivery Items") within five (5) days after the Effective Date, the Due Diligence Period shall be extended by one day for each day beyond such five (5) day period until all of the Initial Delivery Items are
Due Diligence and Time for Satisfaction of Conditions. Buyer, or its designees, shall commence due diligence with respect to the Property promptly upon Seller’s and Buyer’s mutual execution hereof (the “Execution Date”), and the due diligence period shall expire on October 27, 2011 (such period being hereinafter referred to as the “Due Diligence Period”). Seller agrees to deliver or make available to Buyer, at Seller’s cost and expense, all of the items described in Paragraph 5 below as to the date hereof. Seller may make all or some of such items available to Buyer by placing such items in, and providing Buyer access to, an on-line electronic vault (i.e. an FTP site). Notwithstanding anything in this Agreement to the contrary, Buyer shall have the right to terminate this Agreement for any reason or for no reason whatsoever at any time during the Due Diligence Period. This Paragraph 4 is subject to, and shall not serve to modify or limit, any right or remedy of Buyer arising under Paragraph 6(b) of this Agreement.
Due Diligence and Time for Satisfaction of Conditions. (a) Buyer, or its designees, shall commence to review and approve, in Buyer's sole and absolute discretion, due diligence matters relating to the Property promptly upon Seller's execution hereof. The due diligence period (the "DUE DILIGENCE PERIOD") shall expire sixty (60) days after the Effective Date of this Agreement. Buyer acknowledges that Seller has delivered to Buyer the following items relating to the Property: the Archaeological Evaluation Report prepared by Basin Research Associates dated November, 1998; the San Xxxx Mercury News Residual Parcels Miscellaneous Biological Services prepared by X.X. Xxxxxx & Associates dated November 20,
Due Diligence and Time for Satisfaction of Conditions
