Common use of Right to Evaluate Clause in Contracts

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 p.m. Pacific time on Tuesday, August 10, 2010 (the “Feasibility Period”), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00), such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 p.m. Pacific time 5:00 PM (New York local time) on Tuesday, August the date which is the ten (10, 2010 ) business days following the Effective Date (the “Feasibility Period”), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriateappropriate including without limitation, engineering studies, Phase I environmental studies, lease reviews, tenant credit reviews and tenant interviews (herein the “Inspections”); provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements land, building or improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute reasonable discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute reasonable discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to a condition comparable to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00)occurrence, such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will Seller shall continue to have permit Purchaser access to the Property until Closing, including, without limitation, after the right to permit expiration of the Feasibility Period through Closing if requested by Purchaser in connection with Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessmentInspections; however such additional period of access, and the right to perform analyses and inspectionsif any, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after shall not extend the Feasibility Period. Purchaser and its agents shall use their reasonable efforts not to disrupt the on-going operation of the Property or the rights of the tenants at the Property.

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 5:00 p.m. Pacific Eastern time on TuesdayJune 28, August 10, 2010 2015 (the “Feasibility Period”), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possessionSeller), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that . Seller shall reasonably cooperate with Buyer in no event shall (i) connection with such inspections or tests unreasonably disrupt or disturb the on-going operation review and evaluation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal provided such cooperation shall be at no out-of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without -pocket cost to Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires and/or its agents is not allowed by Seller to conduct perform any such Physical Testing of the Propertyreasonable inspections as Purchaser so desires, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by SellerAgreement, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the in which event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.1216.12 herein). In no event shall Seller be obligated as a condition of Notwithstanding anything contained in this transaction Section 5.1 to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspectionscontrary, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to any intrusive inspection or test (i.e., core sampling, soil tests, etc.) desired by Purchaser, the following terms and no obligation to restore the Improvements conditions shall apply: (a) Purchaser must obtain Seller’s prior written consent (which consent may be given, withheld or the Real Property conditioned in Seller’s sole discretion) as to the extent scope of the proposed inspection or test and the firm or person performing the same; (b) prior to performing any damage such inspection or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described abovetest, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall must deliver to Seller evidence ofa certificate of insurance to Seller evidencing that Purchaser and its contractors, the following insurance coverage, and shall cause each of its agents and contractors to obtain representatives have in place reasonable amounts of comprehensive general liability insurance and maintain, and, workers compensation insurance for their activities on the Premises upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial liability insurance, from an insurer terms and amounts reasonably acceptable satisfactory to Seller, covering any accident arising in connection with the amount presence of One Million Purchaser, its contractors, agents and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in representatives on the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00), such policy to name Seller as an additional insured partyPremises, which insurance shall provide coverage against any claim for personal liability or property damage caused by name Seller and such other parties as Seller may designate as additional insureds thereunder; and (c) Purchaser or its agents, employees or contractors in connection with shall bear the cost of all such inspections or tests and shall be responsible for and act as the generator with respect to any wastes generated by those inspections or tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. (a) Commencing on the Effective Date and continuing until 11:59 p.m. Pacific 5:30 PM Eastern Standard time on TuesdayNovember 29, August 10, 2010 2004 (the “Feasibility Period”"FEASIBILITY PERIOD"), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s 's sole cost and expense and at Purchaser’s 's and its agents’ ' sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”"PHYSICAL TESTING"), without Seller’s 's prior written consent, which consent may be given or withheld in Seller’s 's sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s 's approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s 's sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12)Obligations. In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s 's sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Two Million and No/100 Dollars ($1,000,000.002,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00)occurrence, such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s 's inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 5:00 p.m. Pacific time Time on TuesdayMonday, August 10October 12, 2010 2015 (the “Feasibility Period”), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement Agreement, or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser from the Escrow Agent and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.1216.12 herein). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Two Million and No/100 Dollars ($1,000,000.002,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00)occurrence, such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Before the entry unto the Property by Purchaser or any of its agents, Purchaser must furnish Seller with a certificate of insurance, evidencing the above coverages, on XXXXX Form 27 (and not XXXXX Form 25-S), which certificate must provide that such insurance shall not be cancelled or changed until at least ten (10) days’ written notice is given to Seller. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing Beginning on the Effective Date and continuing until 11:59 p.m. Pacific time ending on Tuesday, August 10, 2010 the date one hundred eighty (180) calendar days after delivery to Purchaser of all of the Documents (the “Feasibility Inspection Period”), Purchaser and its agents shall have the right during business hours (with reasonable at least 24 hours’ advance notice to Seller and subject to the rights of the tenants in possessionwhich may be made by email confirmation), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (ia) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (iib) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Inspection Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12)Obligations. In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its substantially the same condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and or shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence and Two Million and no/100 Dollars ($2,000,000 2,000,000.00), in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00), such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Notwithstanding anything to the contrary, if Purchaser elects does not deliver or is not deemed to have delivered a Termination Notice (as hereinafter defined) prior to expiration of the Inspection Period. Purchaser shall be deemed to have approved all aspects of the Property and have no further right to terminate this Agreement during the Feasibility Period, Purchaser will continue pursuant to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express shall have the right to extend the Inspection Period by for a period not to exceed the lesser of (i) 180 days or implied, (ii) the number of days between the Effective Date and the date (“Seller Waiver Date”) on which Seller delivers written notice to Purchaser that Seller is waiving its right to terminate this Agreement pursuant to Section 10.1.2 below. In the event Purchaser desires to so extend the Inspection Period, Purchaser shall provide written notice to Seller of the number of days of such extension on or receive back before the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf earlier of Purchaser or Purchaser’s lender (i) seven (7) days after the Feasibility Seller Waiver Date or (ii) the expiration of the initial Inspection Period.

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 5:00 p.m. Pacific Eastern time on Tuesday, August 10, 2010 that day which is twenty five (25) days after the Effective Date (the “"Feasibility Period”"), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s 's sole cost and expense and at Purchaser’s 's and its agents’ ' sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “"Physical Testing”"), without Seller’s 's prior written consent, which consent may be given or withheld in Seller’s 's sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s 's approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s 's sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit Deposit, plus all interest accrued thereon, shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12hereinafter defined). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s 's sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00)occurrence, such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s 's inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing Until the close of business on the Effective Date and continuing until 11:59 p.m. Pacific time on TuesdayFebruary 16, August 10, 2010 2015 (the “Feasibility Inspection Period”), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (ia) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (iib) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Inspection Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12)Obligations. In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 2,000,000.00, in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00), such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 p.m. Pacific time on Tuesday, August 10, 2010 (the “Feasibility Period”)Closing Date, Purchaser and its agents agents, partners, members, directors, officers, employees, advisors (including, without limitation, attorneys, consultants, accountants and financial advisors), insurers, and potential sources of capital and prospective limited partners (including any related advisors or affiliates of the forgoing (collectively, the “Reviewing Entities”) shall have the right during business hours (with reasonable advance notice to Seller (one business days’ notice by email being reasonable advance notice) and subject to the rights of the tenants in possession), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole riskexpense, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives the Reviewing Entities conduct any invasive physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If If, prior to 5:00 p.m., local time in New York (“New York Time”) on April 10, 2017 (the “Feasibility Period”), Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to SellerSeller prior to the end of the Feasibility Period, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any such Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12hereinafter defined). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), ; provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described abovehowever, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence ofnot be responsible for (i) any pre-existing condition on the Property, the following insurance coverage, discovery or disclosure thereof or costs and expenses relating thereto except Purchaser shall cause each be liable for any breach of its agents and contractors covenant relating to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00), such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as Physical Testing and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted such matters are exacerbated by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.Reviewing Entities or (ii) for the gross negligence or willful misconduct of

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 5:00 p.m. Pacific Dallas time on TuesdayFriday, August 10December 4, 2010 2015 (the “Feasibility Period”), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser without the consent or joinder of Seller being required and notwithstanding any contrary instructions which might be provided by Seller and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12hereinafter defined). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and or shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Three Million and No/100 Dollars ($1,000,000.003,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00)occurrence, such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Before the entry unto the Property by Purchaser or any of its agents, Purchaser must furnish Seller with a certificate of insurance, evidencing the above coverages, on XXXXX Form 27 (and not XXXXX Form 25-S), which certificate must provide that such insurance shall not be cancelled or changed until at least ten (10) days’ written notice is given to Seller. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing on From the Effective Date and continuing until 11:59 5:00 p.m. Pacific (local time at the Property) on TuesdayMonday, August 10June 11, 2010 2018 (the “Feasibility "Inspection Period”"), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s 's sole cost and expense and at Purchaser’s 's and its agents’ ' sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “"Physical Testing”"), without Seller’s 's prior written consent, which consent may be given or withheld in Seller’s 's sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s 's approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s 's sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement (if during the Inspection Period) or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12hereinafter defined). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement)) subject to normal wear and tear, provided, however that damage caused by parties unaffiliated with Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchasercasualty. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s 's sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence (occurrence, and $2,000,000 2,000,000.00 aggregate, plus $2,000,000.00 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00), such coverage. Such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Before the entry unto the Property by Purchaser or any of its agents, Purchaser must furnish Seller with a certificate of insurance, evidencing the above coverages. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s 's inspection. If Purchaser elects not shall have the right to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to its inspections of the Property until Closingafter the expiration of the Inspection Period so long as it complies with all the terms and conditions of this Agreement, including, without limitation, Sections 5.1 and 5.2; and in no event shall Purchaser have the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on as a result of any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender performed after the Feasibility expiration of the Inspection Period.

Right to Evaluate. Commencing on the Effective Date date of this Agreement and continuing until 11:59 5:00 p.m. Pacific Eastern time on TuesdayMonday, August 10February 2, 2010 2004, (the “Feasibility Period”), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s sole cost and expense and at Purchaser’s and its agents’ sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “Physical Testing”), without Seller’s prior written consent, which consent may be given or withheld in Seller’s sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12hereinafter defined). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00), such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 5:00 p.m. Pacific local time on Tuesday, August 10, 2010 that day that is thirty (30) days after the Effective Date (the “"Feasibility Period”"), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s 's sole cost and expense and at Purchaser’s 's and its agents’ ' sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “"Physical Testing”"), without Seller’s 's prior written consent, which consent may be given or withheld in Seller’s 's sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s 's approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s 's sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit Deposit, plus all interest accrued thereon, shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12hereinafter defined). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its condition prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s 's sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Million and No/100 Dollars ($1,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00)occurrence, such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s 's inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.

Right to Evaluate. Commencing on the Effective Date and continuing until 11:59 5:00 p.m. Pacific Eastern time on TuesdayThursday, August 10November 4, 2010 2021 (the “"Feasibility Period”"), Purchaser and its agents shall have the right during business hours (with reasonable advance notice to Seller and subject to the rights of the tenants in possession), at Purchaser’s 's sole cost and expense and at Purchaser’s 's and its agents’ ' sole risk, to perform inspections and tests of the Property and to perform such other analyses, inquiries and investigations as Purchaser shall deem necessary or appropriate; provided, however, that in no event shall (i) such inspections or tests unreasonably disrupt or disturb the on-going operation of the Property or the rights of the tenants at the Property, or (ii) Purchaser or its agents or representatives conduct any physical testing, drilling, boring, sampling or removal of, on or through the surface of the Property (or any part or portion thereof) including, without limitation, any ground borings or invasive testing of the Improvements (collectively, “"Physical Testing”"), without Seller’s 's prior written consent, which consent may be given or withheld in Seller’s 's sole and absolute discretion. In the event Purchaser desires to conduct any such Physical Testing of the Property, then Purchaser shall submit to Seller, for Seller’s 's approval, a written detailed description of the scope and extent of the proposed Physical Testing, which approval may be given or withheld in Seller’s 's sole and absolute discretion. If Seller does not approve the Physical Testing or approves only a portion thereof, Purchaser may, at its option, by sending written notice to Seller, elect to, either (i) terminate this Agreement or (ii) conduct during the Feasibility Period that portion of the Physical Testing approved by Seller, if any, or if Seller disapproves the entire proposed Physical Testing, affirmatively agree to forego any Physical Testing of the Property. In the event Purchaser terminates this Agreement as aforesaid, the Deposit shall be immediately refunded to Purchaser and this Agreement shall terminate and be of no further force and effect other than the Surviving Termination Obligations (as defined in Section 16.12hereinafter defined). In no event shall Seller be obligated as a condition of this transaction to perform or pay for any environmental remediation of the Property recommended by any such Physical Testing. After making such tests and inspections, Purchaser agrees to promptly restore the Improvements and surface of the Real Property to its substantially the same condition immediately prior to such tests and inspections (which obligation shall survive the Closing or any termination of this Agreement), provided, however that Purchaser shall have no liability with respect to and no obligation to restore the Improvements or the Real Property to the extent of any damage or liability arising from the Purchaser Liability Exceptions (as hereinafter defined in Section 5.2), so long as Purchaser takes reasonable steps not to exacerbate any condition giving rise to a Purchaser Liability Exception discovered by Purchaser. Prior to Purchaser entering the Property to conduct the inspections and tests described above, Purchaser shall obtain and maintain, at Purchaser’s 's sole cost and expense, and shall deliver to Seller evidence of, the following insurance coverage, and shall cause each of its agents and contractors to obtain and maintain, and, upon request of Seller, shall deliver to Seller evidence of, the following insurance coverage: commercial general liability insurance, from an insurer reasonably acceptable to Seller, in the amount of One Five Million and No/100 Dollars ($1,000,000.005,000,000.00) combined single limit for personal injury and property damage per occurrence ($2,000,000 in the aggregate), together with umbrella coverage of at least Five Million and No/100 Dollars ($5,000,000.00)occurrence, such policy to name Seller as an additional insured party, which insurance shall provide coverage against any claim for personal liability or property damage caused by Purchaser or its agents, employees or contractors in connection with such inspections and tests. Before the entry unto the Property by Purchaser or any of its agents, Purchaser must furnish Seller with a certificate of insurance, evidencing the above coverages, on XXXXX Form 27 (and not XXXXX Form 25-S), which certificate must provide that such insurance shall not be cancelled or changed until at least ten (10) days’ written notice is given to Seller. Seller shall have the right, in its discretion, to accompany Purchaser and/or its agents during any inspection (including, but not limited to, tenant interviews) provided Seller or its agents do not unreasonably interfere with Purchaser’s 's inspection. If Purchaser elects not to terminate this Agreement during the Feasibility Period, Purchaser will continue to have access to the Property until Closing, including, without limitation, the right to permit Purchaser’s proposed lender to conduct a Phase I Environmental Site Assessment and physical conditions assessment, and the right to perform analyses and inspections, subject in all respects to, and only as and to the extent permitted above in, this Article V. Purchaser has no right, express or implied, to terminate this Agreement or receive back the Deposit based, directly or indirectly, on any tests, assessments, analyses or inspections conducted by or on behalf of Purchaser or Purchaser’s lender after the Feasibility Period.