Examples of Due Diligence Review Period in a sentence
Transferor and New Operator acknowledge and agree that New Operator had the right to advise Transferor on or before the end of the Due Diligence Review Period if New Operator was not satisfied for any reason whatsoever with the results of its Due Diligence Review and New Operator has not done so and accordingly that New Operator has elected to proceed with the transaction provided for herein as of the Effective Date.
Buyer shall pay for: (i) the cost of recording the Deeds and any mortgage; (ii) any applicable mortgage taxes; (iii) any loan policy and extended owners title insurance coverage, including any endorsements required by Buyer and Buyer’s lender (excluding any endorsements Seller may agree to obtain during the Title Due Diligence Review Period in response to title objections); and (iv) any sales tax due and payable as a result of the sale of the Personal Property.
Buyer shall notify Seller in writing of any defects (“Due Diligence Defect(s)”) which, in Buyer’s reasonable determination, substantially and adversely affect the value or use of the Property on or before the end of the Due Diligence Review Period.
Seller agrees that Buyer may terminate this agreement for any reason or no reason by giving written notice to Seller on or before the end of the Due Diligence Review Period.
If Buyer does not terminate this Agreement during the Due Diligence Review Period, Buyer shall be deemed to have waived any right to terminate this Agreement arising from its due diligence activities.
Buyer shall pay for: (i) the cost of recording the Deeds, any mortgage and any other documents necessary to cure title; (ii) any applicable mortgage taxes; (iii) any extended owners title insurance coverage, including any endorsements required by Buyer and Buyer’s lender (excluding any endorsements Seller may agree to obtain during the Title Due Diligence Review Period in response to title objections); and (iv) any sales tax due and payable as a result of the sale of the Personal Property.
Closing will be conditioned on the agreement of the Escrowee to issue an TLTA Owner's policy of title insurance, dated as of the close of escrow, in an amount equal to the purchase price, insuring that Buyer will own insurable title to the property subject only to: the title company's standard exceptions; current real property taxes and assessments; survey exceptions; other items of record; other items disclosed to Buyer during the Due Diligence Review Period.
If eCom elects to cancel this Agreement, eCom shall deliver written notice to Shareholders of such election prior to the expiration of the Due Diligence Review Period, and thereupon, this Agreement shall terminate and the Parties hereto shall be released from any further obligation hereunder.
During the Due Diligence Review Period, Buyer, its representatives, designees, agents, and assigns shall have the right to enter the Property to make such inspections, tests, surveys, field work, environmental assessments, and wetlands delineations of and on the Property as are reasonably necessary for the Buyer to assess the Property for Buyer’s intended use.
If FibroGen does not deliver a Final Exercise Notice or a Rejection Notice prior to the expiration of the Due Diligence Review Period, then FibroGen shall be deemed to have sent a Rejection Notice.