Due Diligence Costs. If a Non-Core Parcel or Virginia Parcel is to be transferred to a third-party purchaser pursuant to SECTION 8.3 below, and provided Buyer has not elected to submit a counter-offer as permitted by said SECTION 8.3, then concurrently with the execution and delivery of the Transition Agreement pertaining to such Parcel pursuant to SECTION 8.3(a) below, Buyer shall deliver to Seller, such third-party purchaser and their designees any and all appraisals, environmental reports, Title Reports and Surveys prepared by or for Buyer with respect to such Parcel in connection with the transactions contemplated herein. Concurrently with the delivery by Buyer of such appraisals, environmental reports, Title Reports and Surveys, Buyer shall assign to Seller, such third-party purchaser and/or their designees, by written assignment in a form reasonably required by Seller, all of Buyer's rights in and to such appraisals, environmental reports, Title Reports and Surveys. Seller shall use its good faith efforts to cause such third-party purchaser to reimburse the Buyer for the actual cost of all such appraisals, environmental reports, Title Reports and Surveys that are so delivered and assigned to Seller, such third-party purchaser and/or their designees at the time of assignment of the same. To the extent that such third-party purchaser does not so reimburse the Buyer for the actual cost of such appraisals, environmental reports, Title Reports and/or Surveys after Seller has used its good faith efforts to cause such third-party to so reimburse Buyer, then promptly following the assignment of such appraisals, environmental reports, Title Reports and/or Surveys as provided above, Seller shall reimburse Buyer for (and shall pay to Buyer) the actual cost of all such appraisals, environmental reports, Title Reports and Surveys (to the extent the same have not been reimbursed by such third-party purchaser); PROVIDED THAT, in no event shall the aggregate payments made by Seller to Buyer hereunder with respect to the Non-Core Parcel and/or Virginia Parcel appraisals, environmental reports, Title Reports and/or Surveys exceed Thirty Thousand Dollars ($30,000) in total for all Non-Core Parcels and Virginia Parcels. Any costs pertaining to such appraisals, environmental reports, Title Reports and Surveys that are not reimbursed to Buyer by the third-party purchaser or Seller (as provided hereinabove) shall be borne exclusively by Buyer.
Due Diligence Costs. Except as otherwise expressly provided herein, Sellers and Buyer shall bear and pay their own respective costs incurred in connection with Buyer's due diligence investigations.
Due Diligence Costs. Upon the earlier to occur of December 15, 2017 or the date Tenant closes the Construction Loan, Tenant shall pay Landlord the sum of Sixty Thousand Three Hundred Forty and No/100 Dollars ($60,340.00) to compensate Tenant for certain due diligence costs and other expenses incurred by Tenant in connection with the Project. In addition, Landlord hereby agrees to pay, when due, all of the costs and expenses described on Exhibit M.
Due Diligence Costs. Acquirer shall pay all of its due ------------------- diligence costs, including the costs and expenses arising in connection with environmental, survey, title insurance and building inspection.
Due Diligence Costs. As consideration for Purchaser to examine the Property and if the Closing occurs, Seller Parties agree to pay directly (or to reimburse to Purchaser) any and all due diligence, third party reports, legal fees and other transaction and closing costs of any nature, whether incurred by Purchaser or Owner or Operator in performing its activities pursuant to this Agreement, in preparing and in closing the transaction described in this Agreement and reimbursement for any prior and ongoing reasonable out-of-pocket travel expenses relating to evaluating and closing the transaction contemplated by this Agreement. Except as otherwise provided in this Agreement, it is expressly understood and agreed between the parties that the Seller Parties shall be responsible for any and all of Purchaser’s costs, including, but not limited to, Purchaser’s due diligence costs, attorneys’ fees and expenses, consultants fees, and all other expenses incurred in connection with the inspection of the Property (the “Due Diligence Costs”) and the closing of the transaction described in this Agreement.
Due Diligence Costs. Blackstone is responsible for all Due Diligence Costs.
Due Diligence Costs. If Buyer has not terminated this Agreement, Seller shall cause Target to convey title to each Property to Buyer at the Closing subject to no exceptions other than the following ("PERMITTED EXCEPTIONS"): (i) those exceptions or matters set forth in the Title Commitment and Survey not disapproved by Buyer in the manner provided above or if disapproved, which Seller has not agreed to remove, (ii) the documents called for by this Agreement to be recorded at the Closing, or (iii) any lien placed on the Property at Closing by Buyer. If Seller agrees to remove or cause Target to remove any of the matters in the Title Objection Notice, Seller shall exercise its reasonable, good faith efforts to remedy, or cause Target to remedy, to Buyer's satisfaction any such matter as promptly as possible. Buyer shall take title to the Property at the Closing if Target or Seller cures, on or before the Closing, any such title or Survey defects identified by Buyer in the Title Objection Notice. If Seller agrees to remove any matters set forth in the Title Objection Notice and, despite the exercise of its (and/or Target's) reasonable, good faith efforts, is not able to cure, on or before the Closing, any such title or Survey defects, Buyer shall have the right, either then or at the end of the 60 day cure period referenced in Section 3.1(d)(B) below, to (A) take title to the Property subject to such title or Survey defects without abatement or reduction of the Purchase Price, or (B) extend the Closing Date for an additional period of time not to exceed sixty (60) days to afford Seller or Target, as the case may be, additional time to cure such title defects or (C) elect to terminate this Agreement and receive its Deposit in which event Seller shall also pay Buyer's Due Diligence Costs.
Due Diligence Costs. In consideration for the other Manager Fees payable to the Manager, the costs and expense of complying with Section 1.02 (including without limitation travel costs and expenses incurred to identify and preliminarily evaluate prospective Projects) shall be borne by the Manager without charge to or reimbursement by the Company except as expressly provided in the following sentence. If, and only if, a Project receives Initial Certification, then after such Initial Certification of that Project, the Manager will be reimbursed for the reasonable out-of-pocket expenses incurred by the Manager in evaluating and/or acquiring that Project, but not any internal Manager cost or expenses and not any costs or expenses incurred in identifying or evaluating prospective Projects that do not receive Initial Certification. Reimbursable travel related expenses shall not exceed economy class airfare, three (3) star or equivalent hotels, standard rental cars and the like.
Due Diligence Costs. In the event that the County elects to exercise its ROFR, Seller shall reimburse Buyer for the reasonable third-party costs and expenses incurred by Buyer in performing its due diligence investigations with respect to the Property up to an amount not to exceed $25,000 in the aggregate.
