Common use of Lease Documents Clause in Contracts

Lease Documents. A complete copy of the Lease, along with the Guaranty (if any). 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 notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be 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 this Agreement, or (ii) 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 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 nor any of its directors, 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 has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or 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 (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, analyzing and determining the truth, completeness, accuracy and adequacy of the Due Diligence Items.

Lease Documents. A complete copy of the Lease, along as amended. Seller agrees to use his best efforts to work with the Guaranty (Tenant to obtain copies of any permits and/or approvals, if any)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 '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 notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be 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 's organization except: (i) to Purchaser’s 's accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “"Permitted Outside Parties”") in connection with the transactions contemplated by this Agreement, or (ii) 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 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 '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 '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 nor any of its directors, 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 has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or agent acting on Seller’s '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 (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, analyzing and determining the truth, completeness, accuracy and adequacy of the Due Diligence Items.

Lease Documents. A complete copy of the Lease, along with the Guaranty (if any). Purchaser shall promptly deliver to Seller written acknowledgement of Purchaser’s '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 notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be 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 's organization except: (i) to Purchaser’s 's accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “"Permitted Outside Parties”") in connection with the transactions contemplated by this Agreement, or (ii) 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 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 '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 's ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller nor any of its directors, 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 has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or agent acting on Seller’s '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 (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, analyzing and determining the truth, completeness, accuracy and adequacy of the Due Diligence Items.

Lease Documents. A complete copy of the Lease, along with the Guaranty (if any). Purchaser shall promptly deliver to Seller written acknowledgement of Purchaser’s 's receipt of each Due Diligence Item. Within seven three (73) 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 notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be 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 's organization except: (i) to Purchaser’s 's accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “"Permitted Outside Parties”") in connection with the transactions contemplated by this Agreement, or (ii) 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 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 '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 's ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller nor any of its directors, 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 has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or agent acting on Seller’s '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 (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, analyzing and determining the truth, completeness, accuracy and adequacy of the Due Diligence Items.

Lease Documents. A complete copy On or before the Contingency Expiration Date, Buyer, in its sole and absolute discretion, shall have approved the forms of the Build-to-Suit Lease, along Buyer/Seller Lease, Xxxx Street Lease Amendment and 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 Guaranty expiration of the Contingency Period (if anytime being of the essence as to such delivery). Purchaser , Buyer shall promptly deliver to Seller a written acknowledgement 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 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 notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be deemed or pursuant to have received all of the Due Diligence ItemsPeriod 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. Purchaser acknowledges 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 agrees that, except for may not disclose 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 information to any party outside of Purchaserperson other than Buyer (or upon Seller’s organization except: (irequest, Seller) to Purchaserand/or Buyer’s accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “Permitted Outside Parties”) in connection with the transactions contemplated by this Agreement, or (ii) legal counsel except as may be required by lawlaw or if such information shall be subpoenaed by court order. Purchaser If Buyer provides an Approval Notice for all Contingencies, then the Contingencies shall take such actions as are necessary so as to ensure that be deemed satisfied or waived and the Permitted Outside Parties also protect the confidential nature of the Due Diligence Items parties shall, subject to the same extent as Purchaser is satisfaction of all other terms and conditions applicable to the respective parties’ obligations hereunder, be obligated to do so hereunderproceed to Closing. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has If Buyer does not waived any privilege or claim of confidentiality provide an Approval Notice with respect thereto and no third party benefits of to 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 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 Due Diligence Items) at such time as this Agreement is terminated Contingency Period without the further action of either party. During the Contingency Period Buyer may elect not to purchase the Property for any reasonreason or for no reason whatsoever, all in Buyer’s sole and absolute discretion. Purchaser’s obligations 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, the parties hereto shall have no further obligations hereunder. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties andIn addition, in many instancesupon any termination under this Section 4 or under Section 4A below, were prepared prior to Buyer shall, upon Seller’s ownership request and at no cost to Seller and without any representation or warranty by Buyer, deliver to Seller copies of the Property. Purchaser further acknowledges any and agrees thatall non-privileged tests, except as specifically set forth herein: (i) neither Seller nor any of its directorsstudies, officersreports, 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 has not undertaken any independent investigation as documents pertaining to the truth, accuracy and completeness of Property obtained by Buyer during the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or 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 (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, analyzing and determining the truth, completeness, accuracy and adequacy of the Due Diligence ItemsContingency Period.

Lease Documents. A complete copy of the Lease, along with the Guaranty (if any)as amended. Purchaser shall promptly deliver to Seller written acknowledgement of Purchaser’s receipt of each Due Diligence Item. Within seven ten (710) 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 notice shall specify any Due Diligence Item not yet received); otherwise, Purchaser shall be 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 this Agreement, or (ii) 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 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 nor any of its directors, 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 has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or 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 (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, analyzing and determining the truth, completeness, accuracy and adequacy of the Due Diligence Items.

Lease Documents. A Attached hereto as Exhibit G and G1, respectively, are (i) a complete copy and accurate list of the LeaseLeases, along with occupancy agreements and amendments thereto relating to the Guaranty (if any). Purchaser shall promptly deliver to Seller written acknowledgement Real Property as of Purchaser’s receipt of each Due Diligence Item. Within seven (7) days after the date of this Agreement, Purchaser which list shall notify 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 writing in the event 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 has not yet received any Due Diligence Item (which notice shall specify any Due Diligence Item not yet received); otherwisetrue, Purchaser shall be deemed to have received accurate and complete copies of all of the Due Diligence ItemsLeases. Purchaser acknowledges and agrees thatThere are no options or rights to renew, extend or terminate the Leases or expand any leased premises, except for such items which are as shown in the public recordsLeases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, the Due Diligence Items except as disclosed in Exhibit D attached hereto, and there are proprietary and confidential in nature and have been and/or 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 made available given to Purchaser solely to assist Purchaser at Closing). Except as disclosed in determining the feasibility of purchasing the Property. Purchaser agrees not to disclose the Due Diligence ItemsExhibit D attached hereto, or Seller has received no written notices from any tenant asserting that any of the provisionsLeases or any guaranties thereof are not in full force and effect, terms asserting that any defenses, setoffs or conditions thereof to counterclaims for the benefit of the tenants exist or asserting that any party outside of Purchaser’s organization except: (i) to Purchaser’s accountantsmaterial default exists by Seller under any Lease. To Seller's actual knowledge, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “Permitted Outside Parties”) in connection with the transactions contemplated by this Agreement, or (ii) except 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 asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the 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 material obligations of the Permitted Outside Partieslandlord under any Lease. Purchaser shall return to Seller all To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of the Due Diligence Items thirty (including all copies Purchaser has made of the Due Diligence Items30) at such time as this Agreement is terminated for days) under 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 thatLease, except as specifically 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 herein: in the Leases. No rent or other payments have been collected in advance for more than one (i1) neither Seller nor 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 of its directors, 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 has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or 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 prepaid rent for which Purchaser (or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Purchaser further acknowledges and agrees that Purchaser shall will be solely responsible for reviewing, analyzing and determining the truth, completeness, accuracy and adequacy of the Due Diligence Itemsgiven a credit at Closing.