Common use of Feasibility Review Clause in Contracts

Feasibility Review. Within five (5) business days following the Effective Date, Seller shall deliver or make available (via electronic file share or other means) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all Entitlements, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereof; (vi) the Master Covenants; (vii) any Special District Service Plans; (viii) any existing ALTA or other boundary Survey of the Property; and (ix) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "Seller Documents"). Purchaser shall have a period expiring ninety (90) calendar days following the Effective Date of this Contract within which to review the Seller Documents (the "Due Diligence Period"). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property in Purchaser’s sole and absolute discretion (the "Feasibility Review"). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction if Purchaser gives written notice to Seller of its election to continue this Contract ("Continuation Notice") prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Period, for any reason or no reason), the Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary and non-confidential information otherwise obtained by Purchaser (but specifically excluding any environmental reports or information) and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 below.

Feasibility Review. Within five (5) business days following the Effective Date, Seller shall deliver or make available (at Seller’s office or via electronic file share or other meansshare) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser Purchaser, but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item item, and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all EntitlementsProperty, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes residences constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereofgenerally; (vi) the Master Covenants; (vii) any Special District Service Plans; (viiivii) any existing ALTA or other boundary Survey of the Property; and (ixviii) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "Seller Documents"). Purchaser shall have a period expiring ninety sixty (9060) calendar days following the Effective Date of this Contract within which to review the Seller Documents same (the "Due Diligence Period"). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property Property, including without limitation architectural approvals, in Purchaser’s sole and absolute discretion (the "Feasibility Review"). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction only if Purchaser gives written notice to Seller of its election to continue this Contract ("Continuation Notice") prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, Notice or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Periodterminate, for any reason or no reason)this Contract shall automatically terminate, the Initial Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary confidential and non-confidential proprietary information otherwise obtained by Purchaser (but specifically excluding any environmental reports or information) pertaining to the Property, and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 24 below.

Feasibility Review. Within five Buyer will have approved, on or before the date which is two hundred seventy (5270) business days following the Effective DateOpening of Escrow (as defined in Section 8.1) (“Feasibility Review Period”), Seller shall deliver or make available (via electronic file share or other means) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy condition of any subdivision plat for the Property and the current version feasibility of the Buyer’s development plan therefor. Buyer’s feasibility review pertains to Buyer’s review of and satisfaction with the following: (i) The availability of approvals by all Entitlementsgovernmental bodies having jurisdiction over the Property for Buyer’s development of the Property; (ii) Buyer’s engineering studies, (iii) engineering soils investigations, environmental assessments, surveys and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereof; (vi) the Master Covenants; (vii) any Special District Service Plans; (viii) any existing ALTA or other boundary Survey physical inspection of the Property; and (iii) Buyer’s determination that the locations of the Fiber Optic Improvements and (ix) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "Seller Documents"). Purchaser shall have a period expiring ninety (90) calendar days following the Effective Date of this Contract within which to review the Seller Documents (the "Due Diligence Period"). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Fiber Optics Easement Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility potential exercise of Purchaserrights with respect thereto by Seller and its easement holders, lessees, sublessees, licensees, successors or assigns, not materially interfere with Buyer’s intended uses use of the Property in Purchaserincluding, without limitation, Buyer’s sole proposed use for trail and absolute discretion (the "Feasibility Review")open space purposes. The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction if Purchaser gives written notice to Seller of its election to continue this Contract ("Continuation Notice") Buyer may elect, at any time prior to the expiration of the Due Diligence Feasibility Review Period, to terminate this Agreement as a result of Buyer’s disapproval of any of the foregoing matters; provided however, that unless Buyer notifies Seller and Escrow Holder of Buyer’s approval of the feasibility of Buyer’s proposed development of the Property by written notice delivered to Seller no later than the date of expiration of the Feasibility Review Period, Buyer will be deemed to have disapproved the feasibility and this condition will be deemed unsatisfied. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, or if Purchaser gives a notice of its election to terminate (which may be given at any time prior this Agreement is terminated pursuant to the end foregoing provisions of the Due Diligence Period, for any reason or no reason)this Section 5.2, the Deposit shall will be promptly returned to Purchaser, Purchaser shall deliver to Seller all information Buyer and materials received by Purchaser from Seller pertaining to the Property and neither party will have any non-proprietary and non-confidential information otherwise obtained by Purchaser (but specifically excluding any environmental reports or information) and thereafter the parties shall have no further rights or obligations under this Contract Agreement (except as otherwise provided in Section 25 belowfor the Surviving Obligations).

Feasibility Review. Within five (5) business days following the Effective Date, Seller shall deliver or make available (at Seller’s office, via electronic file share or other means) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all Entitlements, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals or pending Entitlement applications pertaining to the Lots particularly and the Development generally (including the most recent drafts thereofgenerally; (vi) the Master Covenants; (vii) any Special District Service Plans; (viiivii) any existing ALTA or other boundary Survey of the Property; and (ixviii) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "Seller Documents"). In the event Seller received any update to the Seller Documents, Seller shall deliver same promptly to Purchaser. Purchaser shall have a period expiring ninety sixty (9060) calendar days following the Effective Date of this Contract within which to review the Seller Documents same (the "Due Diligence Period"). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, provided or made available, available to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property in Purchaser’s sole and absolute discretion (the "Feasibility Review"). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction if Purchaser gives written notice to Seller of its election to continue this Contract ("Continuation Notice") prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, Notice or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Period, for any reason or no reason), the Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary and non-confidential information otherwise obtained by Purchaser (but specifically excluding any environmental reports or information) and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 24 below.

Feasibility Review. Within five (5) business days following the Effective Date, Seller shall deliver or make available (via electronic file share or other meansif available in electronic form, otherwise at Seller’s office) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser Purchaser, but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item item, and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all EntitlementsProperty, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes residences constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereofgenerally; (vi) the Master Covenants; (vii) any Special District Service Plans; (viii) the PIF Covenant; (ix) any existing ALTA or other boundary Survey of the Property; and (ixx) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "“Seller Documents"”). If Seller receives any update to the Seller Documents, Seller shall deliver same promptly to Purchaser. Purchaser shall have a period expiring ninety sixty (9060) calendar days following the Effective Date of this Contract within which to review the Seller Documents same (the "“Due Diligence Period"”). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property in Purchaser’s sole and absolute discretion (the "“Feasibility Review"”). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction only if Purchaser gives written notice to Seller of its election to continue this Contract ("“Continuation Notice"”) prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, Notice or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Periodterminate, for any reason or no reason)this Contract shall automatically terminate, the Initial Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary confidential and non-confidential proprietary information otherwise obtained by Purchaser (but specifically excluding any environmental reports or information) pertaining to the Property, and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 below. Seller will reasonably cooperate with Purchaser, at Purchaser’s cost and at no cost and with no liability to Seller to assist Purchaser in obtaining: (A) an updated or recertification of any of the Seller Documents, (B) reliance letters from any of the preparers of the Seller Documents, and (C) any consents that may be required so that Purchaser may receive the benefits after Closing of any agreements comprising the Seller Documents that confer a benefit and are reasonably necessary for the Purchaser’s proper and efficient development of the Property for residential use, to the extent such are obtainable by Purchaser.

Feasibility Review. Within five (5) business days following the Effective Date, Seller shall deliver or make available (via electronic file share or other meansif available in electronic form, otherwise at Seller’s office) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser Purchaser, but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item item, and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all EntitlementsProperty, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes residences constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereofgenerally; (vi) the Master Covenants; (vii) any Special District Service Plans; (viiivii) any existing ALTA or other boundary Survey of the Property; and (ixviii) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "Seller Documents"). Purchaser shall have a period expiring ninety sixty (9060) calendar days following the Effective Date of this Contract within which to review the Seller Documents same (the "Due Diligence Period"). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property in Purchaser’s sole and absolute discretion (the "Feasibility Review"). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction only if Purchaser gives written notice to Seller of its election to continue this Contract ("Continuation Notice") prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, Notice or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Periodterminate, for any reason or no reason)this Contract shall automatically terminate, the Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary confidential and non-confidential proprietary information otherwise obtained by Purchaser (but specifically excluding pertaining to the Property and any environmental reports or information) information otherwise obtained by Purchaser, and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 24 below. Seller will reasonably cooperate with Purchaser, at Purchaser’s cost and at no cost and with no liability to Seller, (i) to assist Purchaser in obtaining an updated or recertification of any of the Seller Documents, (ii) to assist Purchaser in obtaining reliance letters from any of the preparers of the Documents, and (iii) to assist Purchaser in obtaining any consents that may be required so that Purchaser may receive the benefits after Closing of any agreements comprising the Seller Documents that confer a benefit and are reasonably necessary for the Purchaser’s proper and efficient development of the Property for residential use, to the extent such are obtainable by Purchaser.

Feasibility Review. Within five (5) business days following the Effective Date, Seller shall deliver or make available (via electronic file share or other meansif available in electronic form, otherwise at Seller’s office) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser Purchaser, but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item item, and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all EntitlementsProperty, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes residences constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereofgenerally; (vi) the Master Covenants; (vii) any Special District the Amended Service Plans; (viii) the form of Maintenance Declaration; (ix) the form of Joint Improvements Memorandum; (x) any existing ALTA or other boundary Survey of the Property; and (ixxi) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "“Seller Documents"”). Purchaser shall have a period expiring ninety thirty (9030) calendar days following the Effective Date of this Contract within which to review the Seller Documents same (the "“Due Diligence Period"”). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property in Purchaser’s sole and absolute discretion (the "“Feasibility Review"”). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction only if Purchaser gives written notice to Seller of its election to continue this Contract ("“Continuation Notice"”) prior to the expiration of the Due Diligence Period. Additionally, and notwithstanding any provision contained in this Agreement to the contrary, Purchaser’s obligations under this Contract are contingent upon its receipt of the written approval of the Corporate Investment Committee of Lennar Corporation, a Delaware corporation (“CIC Approval”). CIC Approval shall be deemed to have been obtained, if at all, by Purchaser’s delivery of the Continuation Notice on or before the expiration of the Due Diligence Period. If Purchaser fails to timely give a deliver the Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, Notice or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Periodterminate, for any reason or no reason)this Contract shall automatically terminate, the Initial Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary confidential and non-confidential proprietary information otherwise obtained by Purchaser (but specifically excluding pertaining to the Property and any environmental reports or information) information otherwise obtained by Purchaser, and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 below. Seller will reasonably cooperate with Purchaser, at Purchaser’s cost and at no cost and with no liability to Seller to assist Purchaser in obtaining: (A) an updated or recertification of any of the Seller Documents, (B) reliance letters from any of the preparers of the Seller Documents, and (C) any consents that may be required so that Purchaser may receive the benefits after Closing of any agreements comprising the Seller Documents that confer a benefit and are reasonably necessary for the Purchaser’s proper and efficient development of the Property for residential use, to the extent such are obtainable by Purchaser.

Feasibility Review. Within five (5) business days following the Effective Date, and if the same are received by Seller after such deadline, then within five (5) business days after Seller’s receipt of the same, Seller shall deliver or make available (via electronic file share or other meansif available in electronic form, otherwise via paper copies delivered to Purchaser) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser Purchaser, but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item item, and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all EntitlementsProperty, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes residences constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereofgenerally; (vi) the Master Covenants; (vii) any Special District Service Plans; (viii) any existing ALTA or other boundary Survey of the Property; and (ix) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "“Seller Documents"”). Purchaser shall have a period expiring ninety sixty (9060) calendar days following the Effective Date of this Contract within which to review the Seller Documents same (the "“Due Diligence Period"”). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property in Purchaser’s sole and absolute discretion (the "“Feasibility Review"”). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction only if Purchaser gives written notice to Seller of its election to continue this Contract ("“Continuation Notice"”) prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, Notice or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Periodterminate, for any reason or no reason)this Contract shall automatically terminate, the Initial Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary confidential and non-confidential proprietary information otherwise obtained by Purchaser (but specifically excluding any environmental reports or information) pertaining to the Property, and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 below. Seller will reasonably cooperate with Purchaser, at Purchaser’s cost and at no cost and with no liability to Seller to assist Purchaser in obtaining: (A) an updated or recertification of any of the Seller Documents, (B) reliance letters from any of the preparers of the Seller Documents, and (C) any consents that may be required so that Purchaser may receive the benefits after Closing of any agreements comprising the Seller Documents that confer a benefit and are reasonably necessary for the Purchaser’s proper and efficient development of the Property for residential use, to the extent such are obtainable by Purchaser.

Feasibility Review. 5.1 Within five (5) business days following after the Effective Date, Seller shall deliver or make available (via electronic file share or other means) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any and all Phase I Environmental Site Assessments and any other reports regarding environmental reportsmatters in Seller's possession relating to the Property, soil including, without limitation, all reports and certifications pertaining testing data related to the LotsMold (as hereinafter defined) (collectively, the "ENVIRONMENTAL REPORTS"); (ii) any and all engineering and geotechnical studies and any other reports in Seller's possession relating to the Property (collectively, the "ENGINEERING REPORTS"); (iii) true and correct copies of all tenant leases ("TENANT LEASES"), service contracts and maintenance agreements (the "SERVICE CONTRACTS"); (iv) a copy current, accurate "RENT ROLL" (herein so called) of the Property, showing Tenant contact information for each retail tenant (collectively, the "RETAIL TENANTS"), Tenant Lease start dates, termination dates, deposits, rents, and CAM charges; and (v) copies (including electronic versions thereof) of all architectural and construction agreements, as well as plans and specifications, architectural and civil drawings, photographs, site plans, and inspection reports in the possession or control of Seller or Seller's management company (collectively, the "CONSTRUCTION AGREEMENTS"). 5.2 Seller shall deliver to Purchaser within five (5) business days after the Effective Date, the following (collectively, the "PROPERTY INFORMATION"): (a) a listing of aged rent delinquencies, updated through the fifth (5th) day prior to its date of delivery; (b) copies of all equipment leases, including the payoff balance, to be entered into or assumed by Seller affecting the Property; (c) copies in Seller's or its agents' possession of all existing soil, engineering, architectural, environmental, endangered species, ADA, and handicapped access reports covering the Property; (d) copies of all warranties and guaranties in Seller's possession and which are related to the Improvements, fixtures, or any subdivision plat personal property; (e) if in Seller's possession, copies of 2000 and 2001 operating statements (in detailed line item format) for the Property and the current version of all Entitlements, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans 2002 budget for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereof; (vi) the Master Covenants; (vii) any Special District Service Plans; (viii) any existing ALTA or other boundary Survey of the Property; and ; (ixf) copies of any subdivision bonds or guarantees applicable utility bills for the Property for the twenty-four (24) months prior to the Lots Effective Date (collectivelySeller shall use reasonable efforts to obtain same to the extent not in Seller's possession); (g) copies of all insurance policies currently in place on the Property; (h) copies of governmental permits, certificates of occupancy, certificates of substantial completion, alarm registrations, elevator permits, building permits and inspections, and other permits or licenses for the "operation of the Property which are in Seller's possession; (i) ad valorem tax information and statements for the last two (2) tax years for the Property (Seller Documents"will use reasonable efforts to obtain same if not in Seller's possession). ; (j) a statement of all actual capital expenditures (itemized with amounts) for the five (5) years prior to the Effective Date; (k) copies of all open tenant complaints, with a copy of any tenant complaint log being made available at the Property; (l) copies of all open service and repair requests and work orders relating to the Property, with a copy of historic service and repair requests being made available at the Property; (m) copies of all notices to landlord, including notices of landlord default; (n) a listing of all pending or threatened litigation against Seller with respect to claims regarding or related to the Property. 5.3 Seller agrees that Purchaser shall have a period expiring ninety until the later of (90i) calendar days the 110th day following the Effective Date of this Contract within which and (ii) June 15, 2002 (the "INSPECTION PERIOD") to review the Environmental Reports, the Engineering Reports, the Tenant Leases, the Service Contracts, the Rent Roll, the Construction Agreements, and the Property Information and the right to enter upon the Property and to conduct any and all investigations and tests Purchaser shall deem necessary to determine whether the Property is suitable for Purchaser's intended use thereof, including, without limitation, contacting the Retail Tenants. 5.3.1 In the event that Purchaser determines, in its sole and absolute discretion, that the Property is not suitable for Purchaser's intended use thereof, then Purchaser may terminate this Agreement by delivery of written notice thereof to Seller Documents (on or before the "Due Diligence expiration of the Inspection Period"). During the Due Diligence Period, and if Purchaser terminates this Agreement pursuant to this Section 5.3, Purchaser shall have the right to receive an opportunity to review and inspect immediate refund of the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and Earnest Money (minus the feasibility Independent Consideration) after xxxfillment of Purchaser’s intended uses of 's obligations to deliver reports to Seller and restore the Property (as set forth in Purchaser’s sole and absolute discretion (the "Feasibility Review"). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction if Purchaser gives written notice to Seller of its election to continue this Contract ("Continuation Notice") prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Period, for any reason or no reasonfollowing sentence), the Deposit whereupon this Agreement shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information automatically terminate and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary and non-confidential information otherwise obtained by Purchaser (but specifically excluding any environmental reports or information) and thereafter the parties shall have no further rights or obligations under this Contract obligation to each other, except as otherwise expressly provided in Section 25 belowthis Agreement to the contrary. Purchaser shall promptly after receipt thereof deliver to Seller a copy of every report of findings that is issued as a result of such inspection activities (excluding only market studies or appraisals), and Purchaser shall cause the Property to be restored to its condition prior to any of Purchaser's or its agents' activities that alter the condition of the Property. 5.3.2 Purchaser will conduct any such physical inspections, tests, examinations, studies, and appraisals only on business days and will minimize interference with Seller's operations at the Property. Purchaser may only enter upon the Property, provided (i) Purchaser notifies Seller (which notice may be oral or written) of its intent to inspect, test, survey or study a reasonable period of time prior to Purchaser's entry, (ii) if requested by Seller, Purchaser is accompanied by a representative of Seller, and (iii) Purchaser furnishes to Seller a certificate of insurance acceptable to Seller naming Seller as an additional insured and with an insurer and insurance limits and coverage reasonably satisfactory to Seller. Purchaser and its agents and representatives shall not contact any governmental or quasi-governmental representative concerning the Property without the prior written consent of Seller.

Feasibility Review. Within five (5) business days following the Effective Date, Seller shall deliver or make available (via electronic file share or other meansif available in electronic form, otherwise at Seller’s office) to Purchaser the following listed items to the extent in Seller’s actual possession; if an item listed below is not in Seller’s actual possession and not delivered or made available to Purchaser Purchaser, but is otherwise readily available to Seller, then Purchaser may make written request to Seller to provide such item item, and Seller will use its reasonable efforts to obtain and deliver or make such item available to Purchaser, but Seller will have no obligation otherwise to obtain any item not in Seller’s actual possession: (i) any environmental reports, soil reports and certifications pertaining to the Lots, (ii) a copy of any subdivision plat for the Property and the current version of all EntitlementsProperty, (iii) engineering and construction plans pertaining to the Lots, (iv) biological, grading, drainage, hydrology and other engineering reports and plans and engineering and constructions plans for offsite improvements (if any) that are required to obtain building permits/certificates of occupancies for single-family detached homes residences constructed on the Lots; (v) any PUD, Development Agreement, Site Development Plans and other approvals pertaining to the Lots particularly and the Development generally (including the most recent drafts thereofgenerally; (vi) the Master Covenants; (vii) any Special District Service Plans; (viii) any existing ALTA or other boundary Survey of the Property; and (ix) copies of any subdivision bonds or guarantees applicable to the Lots (collectively, the "“Seller Documents"”). Purchaser shall have a period expiring ninety sixty (9060) calendar days following the Effective Date of this Contract within which to review the Seller Documents same (the "“Due Diligence Period"”). During the Due Diligence Period, Purchaser shall have an opportunity to review and inspect the Property, all Seller Documents provided, or made available, to Purchaser and any and all factors deemed relevant by Purchaser to its proposed development and the feasibility of Purchaser’s intended uses of the Property in Purchaser’s sole and absolute discretion (the "“Feasibility Review"”). The Feasibility Review shall be deemed to have been completed to Purchaser’s satisfaction only if Purchaser gives written notice to Seller of its election to continue this Contract ("“Continuation Notice"”) prior to the expiration of the Due Diligence Period. If Purchaser fails to timely give a Continuation Notice, and such failure continues for five (5) days after written notice thereof to Purchaser from Seller, Notice or if Purchaser gives a notice of its election to terminate (which may be given at any time prior to the end of the Due Diligence Periodterminate, for any reason or no reason)this Contract shall automatically terminate, the Initial Deposit shall be promptly returned to Purchaser, Purchaser shall deliver to Seller all information and materials received by Purchaser from Seller pertaining to the Property and any non-proprietary confidential and non-confidential proprietary information otherwise obtained by Purchaser (but specifically excluding pertaining to the Property and any environmental reports or information) information otherwise obtained by Purchaser, and thereafter the parties shall have no further rights or obligations under this Contract except as otherwise provided in Section 25 below. Seller will reasonably cooperate with Purchaser, at Purchaser’s cost and at no cost and with no liability to Seller to assist Purchaser in obtaining: (A) an updated or recertification of any of the Seller Documents, (B) reliance letters from any of the preparers of the Seller Documents, and (C) any consents that may be required so that Purchaser may receive the benefits after Closing of any agreements comprising the Seller Documents that confer a benefit and are reasonably necessary for the Purchaser’s proper and efficient development of the Property for residential use, to the extent such are obtainable by Purchaser.