Common use of Lease Documents Clause in Contracts

Lease Documents. Attached hereto as Exhibit G and G1, respectively, are (i) a complete and accurate list of the Leases, occupancy agreements and amendments thereto relating to the Real Property as of the date of this Agreement, which list shall be updated by Seller prior to Closing, if necessary, including the addition thereto of any Leases or amendments thereto executed after the date of this Agreement through the Closing Date, and (ii) a true, correct and complete copy of the current rent roll prepared by Seller in the ordinary course of its business, provided that Seller makes no representation or warranty as to the accuracy of any of the information contained therein. Seller has or will deliver to Purchaser true, accurate and complete copies of all of the Leases. There are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of the Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth in the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the security deposits described on the Rent Roll, rent for the current month and any prepaid rent for which Purchaser will be given a credit at Closing.

Lease Documents. Attached hereto as Exhibit G and G1, respectively, are (i) a A complete and accurate list copy of the LeasesLease, occupancy agreements and amendments thereto relating along with the Guaranty (if any). Purchaser shall promptly deliver to the Real Property as Seller written acknowledgement of Purchaser's receipt of each Due Diligence Item. Within seven (7) days after the date of this Agreement, Purchaser shall notify Seller in writing in the event that Purchaser has not yet received any Due Diligence Item (which list notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be updated deemed to have received all of the Due Diligence Items. Purchaser acknowledges and agrees that, except for such items which are in the public records, the Due Diligence Items are proprietary and confidential in nature and have been and/or will be made available to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Property. Purchaser agrees not to disclose the Due Diligence Items, or any of the provisions, terms or conditions thereof to any party outside of Purchaser's organization except: (i) to Purchaser's accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, "Permitted Outside Parties") in connection with the transactions contemplated by Seller prior to Closingthis Agreement, if necessary, including the addition thereto of any Leases or amendments thereto executed after the date of this Agreement through the Closing Date, and (ii) a true, correct and complete copy as may be required by law. Purchaser shall take such actions as are necessary so as to ensure that the Permitted Outside Parties also protect the confidential nature of the current rent roll Due Diligence Items to the same extent as Purchaser is obligated to do so hereunder. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has not waived any privilege or claim of confidentiality with respect thereto and no third party benefits of any kind, either expressed or implied, have been offered, intended or created by Seller and any such claims are expressly rejected by Seller and waived by Purchaser on its own behalf and on behalf of the Permitted Outside Parties. Purchaser shall return to Seller all of the Due Diligence Items (including all copies Purchaser has made of the Due Diligence Items) at such time as this Agreement is terminated for any reason. Purchaser's obligations under this Section 4 shall survive the termination of this Agreement. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties and, in many instances, were prepared prior to Seller's ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller in the ordinary course nor any of its businessdirectors, provided that officers, partners, members, agents, employees or contractors have made any warranty or representation regarding the truth, accuracy or completeness of the Due Diligence Items or the sources thereof, (ii) Seller makes no representation or warranty has not undertaken any independent investigation as to the truth, accuracy of any and completeness of the information contained therein. Due Diligence Items, (iii) neither Seller has nor any director, partner, member, officer, employee or will deliver agent acting on Seller's behalf is authorized to make any representations or warranties of whatsoever kind or nature regarding either the truth, accuracy or completeness of the Due Diligence Items or the Property (other than as described herein) and (iv) Seller is providing the Due Diligence Items to Purchaser true(or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Purchaser further acknowledges and agrees that Purchaser shall be solely responsible for reviewing, accurate analyzing and complete copies of all determining the truth, completeness, accuracy and adequacy of the Leases. There are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of the Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth in the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the security deposits described on the Rent Roll, rent for the current month and any prepaid rent for which Purchaser will be given a credit at ClosingDue Diligence Items.

Lease Documents. Attached hereto as Exhibit G and G1, respectively, are (i) a A complete and accurate list copy of the LeasesLease, occupancy agreements and amendments thereto relating as amended. Seller agrees to the Real Property use his best efforts to work with Tenant to obtain copies of any permits and/or approvals, if applicable, as reasonably requested by Purchaser that may have been issued to comply with local ordinances. Purchaser shall promptly deliver to Seller written acknowledgement of Purchaser's receipt of each Due Diligence Item. Within seven (7) days after the date of this Agreement, Purchaser shall notify Seller in writing in the event that Purchaser has not yet received any Due Diligence Item (which list notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be updated deemed to have received all of the Due Diligence Items. Purchaser acknowledges and agrees that, except for such items which are in the public records, the Due Diligence Items are proprietary and confidential in nature and have been and/or will be made available to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Property. Purchaser agrees not to disclose the Due Diligence Items, or any of the provisions, terms or conditions thereof to any party outside of Purchaser's organization except: (i) to Purchaser's accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, "Permitted Outside Parties") in connection with the transactions contemplated by Seller prior to Closingthis Agreement, if necessary, including the addition thereto of any Leases or amendments thereto executed after the date of this Agreement through the Closing Date, and (ii) a true, correct and complete copy as may be required by law. Purchaser shall take such actions as are necessary so as to ensure that the Permitted Outside Parties also protect the confidential nature of the current rent roll Due Diligence Items to the same extent as Purchaser is obligated to do so hereunder. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has not waived any privilege or claim of confidentiality with respect thereto and no third party benefits of any kind, either expressed or implied, have been offered, intended or created by Seller and any such claims are expressly rejected by Seller and waived by Purchaser on its own behalf and on behalf of the Permitted Outside Parties. Purchaser shall return to Seller all of the Due Diligence Items (including all copies Purchaser has made of the Due Diligence Items) at such time as this Agreement is terminated for any reason. Purchaser's obligations under this Section 4 shall survive the termination of this Agreement. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties and, in many instances, were prepared prior to Seller's ownership of the Property. As to items 4a through and included 4d above, Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller in the ordinary course nor any of its businessdirectors, provided that officers, partners, members, agents, employees or contractors have made any warranty or representation regarding the truth, accuracy or completeness of the Due Diligence Items or the sources thereof, (ii) Seller makes no representation or warranty has not undertaken any independent investigation as to the truth, accuracy of any and completeness of the information contained therein. Due Diligence Items, (iii) neither Seller has nor any director, partner, member, officer, employee or will deliver agent acting on Seller's behalf is authorized to make any representations or warranties of whatsoever kind or nature regarding either the truth, accuracy or completeness of the Due Diligence Items or the Property (other than as described herein) and (iv) Seller is providing the Due Diligence Items to Purchaser true(or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Purchaser further acknowledges and agrees that Purchaser shall be solely responsible for reviewing, accurate analyzing and complete copies of all determining the truth, completeness, accuracy and adequacy of the Leases. There are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of the Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth in the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the security deposits described on the Rent Roll, rent for the current month and any prepaid rent for which Purchaser will be given a credit at ClosingDue Diligence Items.

Lease Documents. Attached hereto as Exhibit G and G1, respectively, are (i) a A complete and accurate list copy of the LeasesLease, occupancy agreements and amendments thereto relating as amended. Purchaser shall promptly deliver to the Real Property as Seller written acknowledgement of Purchaser’s receipt of each Due Diligence Item. Within ten (10) days after the date of this Agreement, Purchaser shall notify Seller in writing in the event that Purchaser has not yet received any Due Diligence Item (which list notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be updated deemed to have received all of the Due Diligence Items. Purchaser acknowledges and agrees that, except for such items which are in the public records, the Due Diligence Items are proprietary and confidential in nature and have been and/or will be made available to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Property. Purchaser agrees not to disclose the Due Diligence Items, or any of the provisions, terms or conditions thereof to any party outside of Purchaser’s organization except: (i) to Purchaser’s accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “Permitted Outside Parties”) in connection with the transactions contemplated by Seller prior to Closingthis Agreement, if necessary, including the addition thereto of any Leases or amendments thereto executed after the date of this Agreement through the Closing Date, and (ii) a true, correct and complete copy as may be required by law. Purchaser shall take such actions as are necessary so as to ensure that the Permitted Outside Parties also protect the confidential nature of the current rent roll Due Diligence Items to the same extent as Purchaser is obligated to do so hereunder. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has not waived any privilege or claim of confidentiality with respect thereto and no third party benefits of any kind, either expressed or implied, have been offered, intended or created by Seller and any such claims are expressly rejected by Seller and waived by Purchaser on its own behalf and on behalf of the Permitted Outside Parties. Purchaser shall return to Seller all of the Due Diligence Items (including all copies Purchaser has made of the Due Diligence Items) at such time as this Agreement is terminated for any reason. Purchaser’s obligations under this Section 4 shall survive the termination of this Agreement. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties and, in many instances, were prepared prior to Seller’s ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller in the ordinary course nor any of its businessdirectors, provided that officers, partners, members, agents, employees or contractors have made any warranty or representation regarding the truth, accuracy or completeness of the Due Diligence Items or the sources thereof, (ii) Seller makes no representation or warranty has not undertaken any independent investigation as to the truth, accuracy of any and completeness of the information contained therein. Due Diligence Items, (iii) neither Seller has nor any director, partner, member, officer, employee or will deliver agent acting on Seller’s behalf is authorized to make any representations or warranties of whatsoever kind or nature regarding either the truth, accuracy or completeness of the Due Diligence Items or the Property (other than as described herein) and (iv) Seller is providing the Due Diligence Items to Purchaser true(or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Purchaser further acknowledges and agrees that Purchaser shall be solely responsible for reviewing, accurate analyzing and complete copies of all determining the truth, completeness, accuracy and adequacy of the Leases. There are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of the Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth in the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the security deposits described on the Rent Roll, rent for the current month and any prepaid rent for which Purchaser will be given a credit at ClosingDue Diligence Items.

Lease Documents. Attached hereto as Exhibit G On or before the Contingency Expiration Date, Buyer, in its sole and G1absolute discretion, respectively, are (i) a complete and accurate list shall have approved the forms of the LeasesBuild-to-Suit Lease, occupancy agreements Buyer/Seller Lease, Xxxx Street Lease Amendment and amendments thereto relating REA. The foregoing Due Diligence Review, Environmental Audit, and Lease Documents Contingencies are solely for Buyer’s benefit and only Buyer may determine such Contingencies to be satisfied or waived in writing. Buyer shall have the Contingency Period in which to satisfy or waive such Contingencies by delivering written notice to Seller with a copy to Escrow Holder. A Contingency shall be deemed not to have been satisfied or waived by Buyer unless prior to the Real Property as expiration of the date Contingency Period (time being of the essence as to such delivery), Buyer shall deliver to Seller a written notice to such effect (each such notice being herein referred to as an “Approval Notice”). Buyer and its agents, servants, consultants and employees shall maintain as confidential and not disclose any information obtained as a result of or pursuant to the Due Diligence Period and Inspections except to the extent that any law or regulation shall require such disclosure or if such information shall be subpoenaed by court order. Buyer shall advise (in writing) any agent performing the investigation or inspections on its behalf that such agent must maintain all such information as confidential and may not disclose such information to any person other than Buyer (or upon Seller’s request, Seller) and/or Buyer’s legal counsel except as may be required by law or if such information shall be subpoenaed by court order. If Buyer provides an Approval Notice for all Contingencies, then the Contingencies shall be deemed satisfied or waived and the parties shall, subject to the satisfaction of all other terms and conditions applicable to the respective parties’ obligations hereunder, be obligated to proceed to Closing. If Buyer does not provide an Approval Notice with respect to any or all of the Contingencies during the Contingency Period, then such Contingency(ies) shall be deemed not satisfied or waived, and this Agreement shall automatically terminate and be of no further force and effect at the end of the Contingency Period without the further action of either party. During the Contingency Period Buyer may elect not to purchase the Property for any reason or for no reason whatsoever, all in Buyer’s sole and absolute discretion. Upon any termination under this Section 4 or under Section 4A below, Escrow Holder shall return the Deposit (if any) to Buyer, and except for those provisions of this Agreement which expressly survive the termination of this Agreement, which list the parties hereto shall be updated by have no further obligations hereunder. In addition, upon any termination under this Section 4 or under Section 4A below, Buyer shall, upon Seller’s request and at no cost to Seller prior to Closing, if necessary, including the addition thereto of and without any Leases or amendments thereto executed after the date of this Agreement through the Closing Date, and (ii) a true, correct and complete copy of the current rent roll prepared by Seller in the ordinary course of its business, provided that Seller makes no representation or warranty as by Buyer, deliver to Seller copies of any and all non-privileged tests, studies, reports, documents pertaining to the accuracy of any of Property obtained by Buyer during the information contained therein. Seller has or will deliver to Purchaser true, accurate and complete copies of all of the Leases. There are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of the Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth in the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the security deposits described on the Rent Roll, rent for the current month and any prepaid rent for which Purchaser will be given a credit at ClosingContingency Period.

Lease Documents. Attached hereto as Exhibit G and G1, respectively, are (i) a A complete and accurate list copy of the LeasesLease, occupancy agreements and amendments thereto relating along with the Guaranty (if any). Purchaser shall promptly deliver to the Real Property as Seller written acknowledgement of Purchaser’s receipt of each Due Diligence Item. Within seven (7) days after the date of this Agreement, Purchaser shall notify Seller in writing in the event that Purchaser has not yet received any Due Diligence Item (which list notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be updated deemed to have received all of the Due Diligence Items. Purchaser acknowledges and agrees that, except for such items which are in the public records, the Due Diligence Items are proprietary and confidential in nature and have been and/or will be made available to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Property. Purchaser agrees not to disclose the Due Diligence Items, or any of the provisions, terms or conditions thereof to any party outside of Purchaser’s organization except: (i) to Purchaser’s accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “Permitted Outside Parties”) in connection with the transactions contemplated by Seller prior to Closingthis Agreement, if necessary, including the addition thereto of any Leases or amendments thereto executed after the date of this Agreement through the Closing Date, and (ii) a true, correct and complete copy as may be required by law. Purchaser shall take such actions as are necessary so as to ensure that the Permitted Outside Parties also protect the confidential nature of the current rent roll Due Diligence Items to the same extent as Purchaser is obligated to do so hereunder. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has not waived any privilege or claim of confidentiality with respect thereto and no third party benefits of any kind, either expressed or implied, have been offered, intended or created by Seller and any such claims are expressly rejected by Seller and waived by Purchaser on its own behalf and on behalf of the Permitted Outside Parties. Purchaser shall return to Seller all of the Due Diligence Items (including all copies Purchaser has made of the Due Diligence Items) at such time as this Agreement is terminated for any reason. Purchaser’s obligations under this Section 4 shall survive the termination of this Agreement. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties and, in many instances, were prepared prior to Seller’s ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller in the ordinary course nor any of its businessdirectors, provided that officers, partners, members, agents, employees or contractors have made any warranty or representation regarding the truth, accuracy or completeness of the Due Diligence Items or the sources thereof, (ii) Seller makes no representation or warranty has not undertaken any independent investigation as to the truth, accuracy of any and completeness of the information contained therein. Due Diligence Items, (iii) neither Seller has nor any director, partner, member, officer, employee or will deliver agent acting on Seller’s behalf is authorized to make any representations or warranties of whatsoever kind or nature regarding either the truth, accuracy or completeness of the Due Diligence Items or the Property (other than as described herein) and (iv) Seller is providing the Due Diligence Items to Purchaser true(or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Purchaser further acknowledges and agrees that Purchaser shall be solely responsible for reviewing, accurate analyzing and complete copies of all determining the truth, completeness, accuracy and adequacy of the Leases. There are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of the Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth in the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the security deposits described on the Rent Roll, rent for the current month and any prepaid rent for which Purchaser will be given a credit at ClosingDue Diligence Items.

Lease Documents. Attached hereto as Exhibit G and G1, respectively, are (i) a A complete and accurate list copy of the LeasesLease, occupancy agreements and amendments thereto relating along with the Guaranty (if any). Purchaser shall promptly deliver to the Real Property as Seller written acknowledgement of Purchaser's receipt of each Due Diligence Item. Within three (3) days after the date of this Agreement, Purchaser shall notify Seller in writing in the event that Purchaser has not yet received any Due Diligence Item (which list notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be updated deemed to have received all of the Due Diligence Items. Purchaser acknowledges and agrees that, except for such items which are in the public records, the Due Diligence Items are proprietary and confidential in nature and have been and/or will be made available to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Property. Purchaser agrees not to disclose the Due Diligence Items, or any of the provisions, terms or conditions thereof to any party outside of Purchaser's organization except: (i) to Purchaser's accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, "Permitted Outside Parties") in connection with the transactions contemplated by Seller prior to Closingthis Agreement, if necessary, including the addition thereto of any Leases or amendments thereto executed after the date of this Agreement through the Closing Date, and (ii) a true, correct and complete copy as may be required by law. Purchaser shall take such actions as are necessary so as to ensure that the Permitted Outside Parties also protect the confidential nature of the current rent roll Due Diligence Items to the same extent as Purchaser is obligated to do so hereunder. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has not waived any privilege or claim of confidentiality with respect thereto and no third party benefits of any kind, either expressed or implied, have been offered, intended or created by Seller and any such claims are expressly rejected by Seller and waived by Purchaser on its own behalf and on behalf of the Permitted Outside Parties. Purchaser shall return to Seller all of the Due Diligence Items (including all copies Purchaser has made of the Due Diligence Items) at such time as this Agreement is terminated for any reason. Purchaser's obligations under this Section 4 shall survive the termination of this Agreement. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties and, in many instances, were prepared prior to Seller's ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller in the ordinary course nor any of its businessdirectors, provided that officers, partners, members, agents, employees or contractors have made any warranty or representation regarding the truth, accuracy or completeness of the Due Diligence Items or the sources thereof, (ii) Seller makes no representation or warranty has not undertaken any independent investigation as to the truth, accuracy of any and completeness of the information contained therein. Due Diligence Items, (iii) neither Seller has nor any director, partner, member, officer, employee or will deliver agent acting on Seller's behalf is authorized to make any representations or warranties of whatsoever kind or nature regarding either the truth, accuracy or completeness of the Due Diligence Items or the Property (other than as described herein) and (iv) Seller is providing the Due Diligence Items to Purchaser true(or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Purchaser further acknowledges and agrees that Purchaser shall be solely responsible for reviewing, accurate analyzing and complete copies of all determining the truth, completeness, accuracy and adequacy of the Leases. There are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of the Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth in the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the security deposits described on the Rent Roll, rent for the current month and any prepaid rent for which Purchaser will be given a credit at ClosingDue Diligence Items.