Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyer) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or control, together with all amendments, modifications, renewals or extensions thereof: (a) All Warranties and Licenses relating to the Hotel or any part thereof; (b) Operating statements for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year (the “Financial Statements”). Seller also agrees to provide to Buyer’s auditor and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below; (c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year; (d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor; (e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith; (f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and (g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 6 contracts
Samples: Purchase Contract (Apple REIT Ten, Inc.), Purchase Contract (Apple REIT Ten, Inc.), Purchase Contract (Apple REIT Ten, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after the date of this ContractEffective Date, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller the parties hereto (the “Review Period”), to evaluate the legal, title, survey, construction, engineering, physical condition, structural, mechanical, environmental, zoning, economic, permit status, franchise status, marketing and economic data, financial statements and information, property statements, franchise agreements, loan documents and other documents and information related to the PropertyProperty and the business of the Hotel, including any and all documents to which Buyer may be come obligated with respect to the Assumed Loan, if any. Within two (2) Business Days following the date of this ContractEffective Date, Sellerthe Company, at Seller’s the sole cost and expenseexpense of the Interest Owners, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of all prior years in which the three (3) prior fiscal years, all in a consolidated month-by-month format by year Hotel was operational (the “Hotel Financial Statements”). Seller , provided that the Company also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel, which the Company has in its possession or control. If Buyer acknowledges that the Contracts, Plans and Specs in the Company’s possession may not include all change orders and other modifications made during the course of construction of the Hotel, but in such case the Company will cause the general contractor for the Hotel is purchased by to furnish copies of such change orders and other modifications upon Buyer, all such documents and information relating to ’s request at any time during the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration thereforReview Period;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller the Company in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel for the current year and each of the three (3) calendar years prior to the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller The Company shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Sellerthe Company’s corporate offices, and Seller the Company agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Sellerthe Company, in which event: (i) the Initial Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller the Company to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Sellerthe Company, and (iv) both the parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below. Upon expiration of the Review Period, Buyer may not terminate this Contract and receive a refund of the Xxxxxxx Money Deposit for any reason except the failure of any of the conditions set forth in Section 9.1. Buyer acknowledges and agrees that certain of the items requested to be delivered to Buyer in this Section 3.1 have been delivered to and received by Buyer. The Company agrees to cooperate with Buyer and to provide any documents or instruments described herein which have not been delivered by the Company for Buyer’s due diligence and review.
Appears in 4 contracts
Samples: Purchase Contract (Apple REIT Seven, Inc.), Purchase Contract (Apple REIT Seven, Inc.), Purchase Contract (Apple REIT Seven, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after following the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to in writing by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating If the Property constitutes an existing hotel currently being operated by Seller, income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year or such shorter period of time as Seller has owned the Property (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.68.11, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year, or such shorter period of time as Seller has owned the Property;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two (2) calendar years prior to the current year (or such shorter period of time as Seller has owned the Property) and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 belowbelow and such other obligations as are expressly provided for in this Contract as surviving the termination of this Contract.
Appears in 4 contracts
Samples: Purchase Contract (Apple REIT Eight, Inc.), Purchase Contract (Apple REIT Eight, Inc.), Purchase Contract (Apple REIT Nine, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (( 45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property, including without limitation those items described in Section 3.2. Within two ten (210) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the lesser of (i) three (3) prior fiscal years or (ii) the number of years or partial years, all in a consolidated month-by-month format by year as applicable, since Seller’s acquisition of the Land (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below, it being acknowledged by Buyer that Seller’s financial statements are reviewed and not audited and to the extent additional information is required to audit the financial statements, such information shall be provided by Seller at Buyer’s sole cost and expense;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other All documents related to the Existing Loan and contact information described on Schedule 3.1 attached heretofor the servicers of the Existing Loan. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 4 contracts
Samples: Purchase Contract (Apple REIT Nine, Inc.), Purchase Contract (Apple REIT Nine, Inc.), Purchase Contract (Apple REIT Nine, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five sixty (4560) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 4 contracts
Samples: Purchase Contract (Apple REIT Ten, Inc.), Purchase Contract (Apple REIT Ten, Inc.), Purchase Contract (Apple REIT Ten, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses currently in force relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) EngineeringTo the extent available and in Seller’s possession, engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereofinformation, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hourshours or as otherwise agreed, Records located at Seller’s corporate officesoffices including items identified in 3.1(a)-(f) above, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 3 contracts
Samples: Purchase Contract (Apple REIT Nine, Inc.), Purchase Contract (Apple REIT Nine, Inc.), Purchase Contract (Apple REIT Nine, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is the later of (a) one hundred five (105) days following the date of this Contract or (b) forty-five (45) days after following the date of this ContractSeller obtains and notifies Buyer that it has received a commitment for construction financing for the Hotel, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyer) for Buyer’s review, to the extent not previously delivered to BuyerBuyer and to the extent available, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating To the extent available and applicable, income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.68.11, below;
(c) All Any real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;; and
(e) All FF&E Leases, Services Service Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two(2) calendar years prior to the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 2 contracts
Samples: Purchase Contract (Apple REIT Ten, Inc.), Purchase Contract (Apple REIT Ten, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 2 contracts
Samples: Purchase Contract (Apple REIT Nine, Inc.), Purchase Contract (Apple REIT Nine, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after following the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.68.11, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two(2) calendar years prior to the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 2 contracts
Samples: Purchase Contract (Apple REIT Nine, Inc.), Purchase Contract (Apple REIT Nine, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller in writing (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two three (23) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following (to the extent Seller has such materials or information is applicable and is in its Seller’s or Chartwell’s possession or control), together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees agrees, at no expense to Seller, to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices of noncompliance or violation of law received within the last ninety (90) days from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other information described on Schedule 3.1 attached hereto.
(h) All documents related to the Existing Loan and contact information for the servicers of the Existing Loan. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying (at Buyer’s expense) during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its Seller’s possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 2 contracts
Samples: Purchase Contract (Apple REIT Ten, Inc.), Purchase Contract (Apple REIT Ten, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after following the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to in writing by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating If the Property constitutes an existing hotel currently being operated by Seller, income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year or such shorter period of time as Seller has owned the Property (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year, or such shorter period of time as Seller has owned the Property;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two (2) calendar years prior to the current year (or such shorter period of time as Seller has owned the Property) and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 belowbelow and such other obligations as are expressly provided for in this Contract as surviving the termination of this Contract.
Appears in 2 contracts
Samples: Purchase Contract (Apple REIT Eight, Inc.), Purchase Contract (Apple REIT Nine, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller in writing (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two three (23) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following (to the extent Seller has such materials or information is applicable and is in its Seller’s or Chartwell’s possession or control), together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees agrees, at no expense to Seller, to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices of noncompliance or violation of law received within the last ninety (90) days from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying (at Buyer’s expense) during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its Seller’s possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 2 contracts
Samples: Purchase Contract (Apple REIT Ten, Inc.), Purchase Contract (Apple REIT Ten, Inc.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year if available, (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all available financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) EngineeringExisting engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs (if available) relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and and, if available, the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to in writing by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel (to the extent assignable or transferable) shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other information described on Schedule 3.1 attached heretoA true, correct and complete copy of the Ground Lease and all amendments and agreements related thereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after following the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating If there is an existing Hotel, income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.68.11, below;
(c) All To the extent existing, all real estate and and, if applicable, personal property tax statements statements, with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year, or for such years as Seller has owned the Property;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All To the extent existing, all FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two(2) calendar years prior to the current year (or for such years as Seller has owned the Property) and all other notices received from governmental authorities received at any time during Seller’s ownership of the Property that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans specifications Plans and Specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five fifteen (4515) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to in writing by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two one (21) Business Days Day following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:, to the extent such items are in Seller’s possession or control (the “Due Diligence Materials”):
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Most Resent survey and title policy;
(c) (b) Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year if any, (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(cd) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(de) EngineeringExisting engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(ef) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;
(fg) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
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Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after following the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two(2) calendar years prior to the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after following the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to in writing by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating If the Property constitutes an existing hotel currently being operated by Seller, income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year or such shorter period of time as Seller has owned the Property (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year, or such shorter period of time as Seller has owned the Property;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two(2) calendar years prior to the current year (or such shorter period of time as Seller has owned the Property) and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 belowbelow and such other obligations as are expressly provided for in this Contract as surviving the termination of this Contract.
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Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this ContractJanuary 10, 2003, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days business days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Financial statements and budgets for the Hotel, for the current year to date and each of all full prior years in which the three (3) prior fiscal years, all in a consolidated month-by-month format by year Hotel was operational (the “Financial Statements”). , provided that Seller also agrees shall not be required to provide to BuyerBuyer (i) Seller’s auditor internally generated financial information or financial statements or (ii) Seller’s business plan and representatives projections, provided, further, that Seller shall provide to Buyer copies of all financial statements generated by Seller that relate to the operations of the Hotel and other that contain information necessary or appropriate for preparation of audited not included in the financial statements for provided to Buyer and/or its Affiliates as provided in Section 8.6, belowby Licensor;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three two (32) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel for the current year and each of the two (2) calendar years prior to the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Initial Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by the Seller to the Buyer (and all copies thereof made by Buyer) shall be returned promptly to the Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyer) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or control, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating statements for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year (the “Financial Statements”). Seller also agrees to provide to Buyer’s auditor and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and;
(g) Any other information described on Schedule 3.1 attached hereto; and
(h) All documents related to the Existing Loan and contact information for the servicers of the Existing Loan. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:thereof (provided the following is in Seller’s or Existing Manager’s actual possession or control):
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto, if any. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 5:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after the date of this Contract, unless a longer period execution of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), ) to evaluate the legal, title, survey, construction, physical condition, environmental, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days business days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at Seller’s business office) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereofthereof owned by Seller, in the possession of Seller or Licensor or obtainable by Seller on a best efforts basis:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating statements Budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal yearsHotels, all in a consolidated month-by-month format by year (the “Financial Statements”). Seller also agrees to provide to Buyer’s auditor and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(cb) All real estate and personal property tax statements with respect to each of the Hotel Hotels and notices of appraised value for the Real Property for the current year (if available) and each of the three two (32) calendar years prior to the current year;
(dc) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel Hotels and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the HotelHotels. If the any Hotel is purchased by Buyer, all such documents and information relating to the such Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(ed) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in each of the HotelHotels, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;
(fe) All notices received from governmental authorities in connection with each of the Hotel Hotels for the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been correctedprior years; and
(gf) Any All agreements for real estate commissions, brokerage fees, finder’s fees or other information described on Schedule 3.1 attached heretocompensation payable by Seller in connection herewith. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, ownership, operation, use, occupancy occupancy, construction or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or controlHotels. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iiiii) all materials supplied by the Seller to the Buyer (and all copies thereof made by Buyer) shall be returned promptly to the Seller, (iii) the Deposit and all interest thereon shall be promptly returned to Buyer, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, . environmental, . economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, . Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, . correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, . renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;:
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;:
(d) Engineering, mechanical, architectural and construction plans, . drawings, specifications . Specifications and contracts, payment and performance bonds, title policies, reports and commitments, . zoning information and marketing and economic data relating to the Hotel and the construction, . development, installation and equipping thereof, as well as copies of all environmental reports and information, . topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, . brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
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Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Seller also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, . below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the HotelHotel in the possession or control of Seller. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other information described on Schedule 3.1 attached heretoA true, correct and complete copy of the Ground Lease and all amendments and agreements related thereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the such Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
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Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will exercise commercially reasonable efforts to deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof, to the extent any of the afore-mentioned are in the control and possession of Seller and are actually known to exist by Manager and/or Xxxxx Xxxxxxxxx, without duty of inquiry:
(a) All Warranties warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal yearsyears (the, all in a consolidated month-by-month format by year (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Seller also agrees to make reasonable efforts to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer at Closing without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hourshours upon advance written request, Records located at Seller’s corporate offices, and Seller agrees to provide BuyerBuyer access to or copies, at Buyer’s requestsole expense, copies of all other reasonably requested information that is relevant to in the management, operation, use, occupancy or leasing control and possession of or title to the applicable Hotel and the plans specifications for development of Seller regarding the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if anyBuyer, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 3.2, 3.3, and 16.6 belowbelow and any other provisions herein which are expressly indicated as surviving termination of this Contract.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-(a) Within five (455) business days after the date of this ContractEffective Date, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause Buyer's counsel, upon Seller's receipt of a release of claims from Buyer in such form reasonably acceptable to be delivered to Buyer) for Buyer’s reviewSeller, to the extent not previously delivered to Buyer, true, correct and complete originals or copies of the following to the extent Seller has such in its possession or control, together with (i) all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating statements for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year (the “Financial Statements”). Seller also agrees to provide to Buyer’s auditor and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices Property since the date of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase acquisition of the Property for any reason whatsoever by giving written notice thereof to Seller, (ii) all leases and subleases in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interesteffect, if any, (ii) this Contract shall be terminated automaticallyaffecting the Property, (iii) all materials supplied by Seller environmental reports, soil studies and analyses, title insurance policies and/or title commitments, geological engineering reports and surveys relating to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, the Property and (iv) both parties any other agreements, licenses, permits, entitlements or documents that bind the Property. Provided Seller has timely delivered all such materials, Buyer will have a NINETY (90) DAY period from the Effective Date (the "REVIEW PERIOD") to enter upon and inspect the Property. Buyer will have until the end of the Review Period (the "REVIEW DEADLINE") to investigate any and all other matters concerning the Property, including zoning, access, servitudes, availability of water and utilities, availability of financing, the physical and environmental condition, assessments and improvement liens and any restrictions or other matters concerning the Property. If Buyer, after conducting such inspections, investigations and tests, determines that the Property is not suitable for its purposes, then Buyer will, prior to the end of the Review Period, provide to Seller the notice described in the first sentence of the following subparagraph (b).
(b) Buyer will have the right to terminate this Agreement by written notice delivered in accordance with Article 6.3 of this Agreement to Seller prior to the end of the Review Period, in which event the Deposit will be relieved of all other rightsreturned to Buyer and neither party will have any further liability under this Agreement. The Deposit will become nonrefundable upon the sooner to occur of:
(i) prior to the Review Deadline, obligations Buyer fails to provide the notice described in the foregoing sentence to Seller;
(ii) Buyer provides Seller written notice that the Property is suitable for its intent and liabilities hereunderpurpose and will proceed to the Closing; or
(iii) Seller agrees to cure and does cure or correct any deficiencies or defects noticed by Buyer prior to the Closing.
(c) Buyer hereby acknowledges and agrees that Seller will have no obligation to remediate, except for cure or correct any environmental condition associated with the parties’ obligations pursuant to Sections 3.3 and 16.6 belowProperty.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Blackwater Midstream Corp.)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five sixty (4560) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Earxxxx Xxney Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) EngineeringExisting engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyer) for Buyer’s review, to the extent not previously delivered to Buyer, and to the extent available and in Seller’s possession or under its control, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years since construction of the Hotel commenced (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current yearyear (if available);
(d) EngineeringExisting engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor, subject to any third party licensing or other limitations as to the use of other parties to utilize any of such documents and information;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities since January 1, 2007 in connection with the Hotel and all other notices received from governmental authorities received at any time that that, to Seller’s Knowledge, relate to any noncompliance or violation of law that that, to Seller’s Knowledge, has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of not less than two (2) Business Days advance notice from Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate officesoffices or at the corporate offices of Manager, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 3.3, 3.4, 4.4 and 16.6 and Article VI below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days following the date of this Contract, Sellereach Seller as to its Hotel, at such Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Sellers or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the HotelHotel in the possession or control of Seller. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Each Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at such Seller’s corporate offices, and each Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the such Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise expressly provided for in this Contract and except as otherwise agreed to in writing by Buyer and Seller Seller, time being of the essence (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel or Seller’s principal office) for Buyer’s review, to the extent not previously delivered to BuyerBuyer but only to the extent the following items are in Seller’s possession or control, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party for Seller that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases andLeases, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All written notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, automatically and (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) whereupon both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below. If for any reason Buyer shall not have given to Seller written notice of Buyer’s election not to proceed with the purchase of the Property prior to the expiration of the Review Period, Buyer shall be deemed to have irrevocably waived the right of termination granted under this Article III, and such right of termination shall be of no further force or effect. If Buyer shall not have given to Seller written notice of Buyer’s election not to proceed with the purchase of the Property prior to the expiration of the Review Period, then Buyer hereby agrees that Seller has afforded Buyer the opportunity for full and complete investigations, examinations and inspections of the Property and all Records. Buyer acknowledges and agrees that (i) the Records or other information delivered or made available to Buyer and Buyer’s representatives by the Seller or the Seller’s Affiliates, or any of their agents or representatives may have been prepared by third parties and may not be the work product of the Seller and/or any of the Seller’s Affiliates; (ii) neither the Seller nor any of the Seller’s Affiliates has made any independent investigation or verification of, or has any knowledge of, the accuracy or completeness of, such Records or other information; and (iii) except as otherwise provided in this Contract, Seller expressly disclaims any representations or warranties with respect to the accuracy or completeness of such Records or other information.
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Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (( 45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the lesser of (i) three (3) prior fiscal years or (ii) the number of years or partial years, all in a consolidated month-by-month format by year as applicable, since Seller’s acquisition of the Land (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other All documents related to the Existing Loan and contact information described on Schedule 3.1 attached heretofor the servicers of the Existing Loan. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five sixty (4560) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of all prior years in which the three (3) prior fiscal years, all in a consolidated month-by-month format by year Hotel was operational (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements (excluding items set forth in Item 15 of Schedule 1) generated by Seller that relate to the operations of the Hotel and that contain information not included in the financial statements provided to Buyer by the Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three two (32) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel for the current year and each of the two (2) calendar years prior to the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Initial Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five thirty (4530) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two three (23) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below, at no expense or cost to Seller;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bondsspecifications, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies studies, and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereofthereof which are in Seller’s or the Existing Manager’s possession or control:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Existing Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives representatives, at no cost to Seller, all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (all if available) and each of the three (3) calendar years prior to the current year);
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
Appears in 1 contract
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent within Seller’s possession or control or to which Seller has such in its possession access or controlwhich Seller can obtain upon request, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the HotelHotel and for the Seller, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years and such other financial information relating to the Hotel as Buyer may reasonably request (the “Financial Statements”). , provided that Seller also agrees to provide to Buyer’s auditor and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised assessed value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received since January 1, 2002, or of which Seller otherwise has knowledge, from governmental authorities in connection with the Hotel and all other notices received since January 1, 2002, or of which Seller otherwise has knowledge, from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Exxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller and copies of such materials shall be destroyed or returned to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below16.6.
Appears in 1 contract
Samples: Purchase Contract (Interstate Hotels & Resorts Inc)
Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete (to the knowledge of Seller) copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereofthereof to the extent in Seller’s or Manager’s possession or control:
(a) All Warranties and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Seller also agrees to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, Seller’s right, title and interest, if any, in all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;therefor and without any express or implied warranty by Seller as to the accuracy or completeness of any documents or reports prepared by any third party professional, independent contractor or consultant.
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any and all agreements for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below. Failure of Buyer to terminate this Contract prior to the end of the Review Period as set forth above shall be deemed a waiver and release of such right of termination in favor of Buyer and shall constitute Buyer’s acceptance of the Property in its “as is/where is” condition pursuant to Section 3.5 below.
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Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to in writing by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two five (25) Business Days following the date of this Contract, Sellereach Seller as to its Hotel, at such Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to BuyerBuyer and to the extent in the possession, custody, or control of or otherwise readily obtainable by Sellers, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year years (the “Financial Statements”). , and Seller shall provide to Buyer copies of all income and expense statements generated by Sellers or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Sellers also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the HotelHotel in the possession or control of Seller. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and.
(g) Any other All documents related to the Existing Loans and contact information described on Schedule 3.1 attached heretofor the servicers of the Existing Loans. Each Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at such Seller’s corporate offices, and each Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel and the plans specifications for development of the such Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
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Review Period. Buyer shall have a period through 6:00 p.m. Eastern Time on the date that is forty-five (45) days after following the date of this Contract, unless a longer period of time is otherwise provided for in this Contract and except as otherwise agreed to by Buyer and Seller (the “Review Period”), to evaluate the legal, title, survey, construction, physical condition, structural, mechanical, environmental, economic, permit status, franchise status, financial and other documents and information related to the Property. Within two (2) Business Days following the date of this Contract, Seller, at Seller’s sole cost and expense, will deliver to Buyer (or cause to be delivered to Buyermake available at the Hotel) for Buyer’s review, to the extent not previously delivered to Buyer, true, correct and complete copies of the following to the extent Seller has such in its possession or controlfollowing, together with all amendments, modifications, renewals or extensions thereof:
(a) All Warranties currently in effect and Licenses relating to the Hotel or any part thereof;
(b) Operating Income and expense statements and budgets for the Hotel, for the current year to date and each of the three (3) prior fiscal years, all in a consolidated month-by-month format by year if any, (the “Financial Statements”). , and the Seller shall provide to Buyer copies of all income and expense statements generated by the Seller or any third party that relate to the operations of the Hotel and that contain information not included in the financial statements, if any, provided to Buyer by the Manager, provided that Seller also agrees agree to provide to Buyer’s auditor auditors and representatives all financial and other information necessary or appropriate for preparation of audited financial statements for Buyer and/or its Affiliates as provided in Section 8.6, below;
(c) All real estate and personal property tax statements with respect to the Hotel and notices of appraised value for the Real Property for the current year (if available) and each of the three (3) calendar years prior to the current year;
(d) Engineering, mechanical, architectural and construction plans, drawings, specifications and contracts, payment and performance bonds, title policies, reports and commitments, zoning information and marketing and economic data relating to the Land or the Hotel and the construction, development, installation and equipping thereof, as well as copies of all environmental reports and information, topographical, boundary or “as built” surveys, engineering reports, subsurface studies and other Contracts, Plans and Specs relating to or affecting the Hotel. If the Hotel is purchased by Buyer, all such documents and information relating to the Hotel shall thereupon be and become the property of Buyer without payment of any additional consideration therefor;
(e) All FF&E Leases, Services Contracts, Leases and, if applicable, a schedule of such Leases of space in the Hotel, but not including any agreements and all agreements, if any, for real estate commissions, brokerage fees, finder’s fees or other compensation payable by Seller in connection therewith;; and
(f) All notices received from governmental authorities in connection with the Hotel Land for the current year and each of the two(2) calendar years prior to the current year and all other notices received from governmental authorities received at any time that relate to any noncompliance or violation of law that has not been corrected; and
(g) Any other information described on Schedule 3.1 attached hereto. Seller shall, upon request of Buyer, make available to Buyer and Buyer’s representatives and agents, for inspection and copying during normal business hours, Records located at Seller’s corporate offices, and Seller agrees to provide Buyer, at Buyer’s request, Buyer copies of all other reasonably requested information that is relevant to the management, operation, use, occupancy or leasing of or title to the applicable Hotel Property and the plans and specifications for development of the Hotel, to the extent Seller has such in its possession or control. At any time during the Review Period, Buyer may, in its sole and absolute discretion, elect not to proceed with the purchase of the Property for any reason whatsoever by giving written notice thereof to Seller, in which event: (i) the Xxxxxxx Money Deposit shall be promptly returned by Escrow Agent to Buyer together with all accrued interest, if any, (ii) this Contract shall be terminated automatically, (iii) all materials supplied by Seller to Buyer (and all copies thereof made by Buyer) shall be returned promptly to Seller, and (iv) both parties will be relieved of all other rights, obligations and liabilities hereunder, except for the parties’ obligations pursuant to Sections 3.3 and 16.6 below.
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