FIRST DUE DILIGENCE DOCUMENTS AND FIRST CONTINGENCY PERIOD Clause Samples

FIRST DUE DILIGENCE DOCUMENTS AND FIRST CONTINGENCY PERIOD. Buyer shall have until the later of thirty (30) days from the Date of the Purchase Agreement, or until the end of ten (10) business days after the delivery of all of Seller provided First Due Diligence Documents (the "First Contingency Period"), to conduct all of its inspections, due diligence and review and to satisfy itself regarding each item, regarding the Property and regarding this transaction. The following Due Diligence Documents for the Property are to be delivered to Buyer by Seller at Sellers expense, unless specifically designated herein as being obtained by Buyer,: A. The Title Commitment, of current or recent date and copies of all exceptions to title listed therein; B. Existing ALTA As-Built survey of the Property, dated after the completion of the present improvements on the Property accompanied by a reliance letter from the surveyor to Buyer; C. Copies of the Lease, and all amendments and assignments thereto; D. Phase I environmental site assessment report and report of limited groundwater investigation, prepared by Bhate Environmental Associates, Inc., environmental enginee▇▇, containing evidence that the Property complies with all federal, state and local environmental regulations and of current date and certified to Buyer. E. Copies of the insurance certificate for Lessee as required by the Lease; F. Final plans and specifications for the Improvements; G. All documents which the Title Company deems necessary to support the authority of the persons executing any documents on behalf of Seller or Lessee; H. Existing soils report; I. Permits and licenses issued or required for the operation of the premises by Lessee, if any; J. Real estate tax statement; K. Certificate of Occupancy; L. MAI appraisal (less than one year old) stating the value of the Pro▇▇▇▇▇ ▇▇th the completed improvements thereon, of current date and certified to Buyer (If Buyer elects to rely upon the appraisal of the Property dated August 20, 1998, prepared by Huber & Lamb Appraisal Group, Inc., Buyer shall pay the cost, if ▇▇▇, of ▇▇▇▇ng the appraisal certified to Buyer.); M.
View SourceView Similar (4)
FIRST DUE DILIGENCE DOCUMENTS AND FIRST CONTINGENCY PERIOD. Buyer shall have until the end of the First Contingency Period to review the First Due Diligence Documents, to conduct all of its inspections, due diligence and review to satisfy itself regarding the Property and this transaction. The First Contingency Period shall be defined as the later of 1) the end of the business day on November 10, 2003, or 2) the end of the tenth (10th) business day after the delivery of all of the First Due Diligence Documents to be delivered by Seller. The First Due Diligence Documents are obtained at the Seller's expense unless specifically designated herein to be obtained by Buyer, and such documents to be of current or recent date and certified to Buyer. The First Due Diligence Documents are: (a) The Title Commitment and all back-up documentation; (b) Final As-Built ALTA boundary survey of the Property as described on Exhibit "B" attached hereto.
View SourceView Similar (3)
FIRST DUE DILIGENCE DOCUMENTS AND FIRST CONTINGENCY PERIOD. Buyer shall have until the later of 1) the end of the business day on March 29, 2002 or 2) the end of the fifth (5th) business day after the delivery of all of the First Due Diligence Documents, as described below, to be delivered by Seller at Seller's expense and such documents to be of current or recent date and certified to Buyer, (the "First Contingency Period") to conduct all of its inspections, due diligence and review to satisfy itself regarding each item, the Property and this transaction: (a) The Title Commitment and back-up documentation; (b) Preliminary ALTA boundary survey of the Property as described on Exhibit "C" attached hereto.
View Source
FIRST DUE DILIGENCE DOCUMENTS AND FIRST CONTINGENCY PERIOD. Buyer shall have until the later of thirty (30) days from the Date of the Purchase Agreement or until the end of the tenth (10th) business day after the delivery of all of the Seller provided First Due Diligence Documents (the "First Contingency Period") to conduct all of its inspections, due diligence and review to satisfy itself regarding each item, the Properties and this transaction. Due Diligence Documents, for each Property, are to be delivered by Seller at Seller's expense unless specifically designated herein to be obtained by Buyer as described below: (a) The Title Commitment, of current or recent date and copies of all exceptions to title listed therein; (b) Existing ALTA As-Built survey of the Property, dated after the completion of the present improvements on the Property, with a reliance letter from the surveyor to Buyer; (c) Copies of the Lease and all amendments and assignments thereto, Seller already provided; (
View Source

Related to FIRST DUE DILIGENCE DOCUMENTS AND FIRST CONTINGENCY PERIOD

  • Due Diligence Documents ▇▇▇▇▇▇ agrees to deliver copies of the following documents and information 575 pertaining to the Property and Leased Items (Due Diligence Documents) to Buyer on or before Due Diligence Documents Delivery 576 Deadline:

  • Due Diligence Period (a) During the period (the “Due Diligence Period”) beginning on the Effective Date and ending at 5:00 p.m. Eastern time on November 19, 2014 (the “Expiration of the Due Diligence Period”), Purchaser shall have the right, upon a minimum of one Business Day’s prior telephonic or written notice to Seller, to make a physical inspection of the Property, including (i) a non-invasive inspection of the environmental condition thereof and such non-invasive physical engineering and other studies and tests on the Property as Purchaser deems appropriate in its sole discretion and (ii) with Seller’s consent, which Seller may withhold in its sole discretion, further inspections of the environmental condition of the Property and further physical engineering and other studies and tests on the Property that are invasive or could alter the physical condition of the Property (including examination of materials, soil samples, and groundwater). Prior to performing any inspection or test (whether non-invasive or otherwise), Purchaser must deliver a certificate of insurance to the applicable Seller evidencing that Purchaser and its contractors, agents and representatives have in place comprehensive general liability insurance (with policy limits of at least $1,000,000 per occurrence and $2,000,000 aggregate) and for workers’ compensation insurance (with policy limits not less than statutory requirements) for its activities on the Property on terms reasonably satisfactory to Seller covering any accident arising in connection with the presence of Purchaser, its contractors, agents and representatives on the Property, which insurance shall name Seller and the Company as additional insureds thereunder and Purchaser shall bear the cost of all such inspections or tests. All third-party professional inspection companies or individuals shall be duly licensed. Notwithstanding the foregoing, Purchaser shall give no fewer than two Business Days’ notice to Seller prior to inspecting any Tenant occupied portions of the Property. Subject to the provisions of this Section 2.3, Purchaser upon prior notice to Seller may meet with the current property manager at the Property. At Purchaser’s request, and to the extent in Seller’s or the Company’s possession, Seller shall make available to Purchaser copies of the maintenance records and reports for the Property. Purchaser shall (i) exercise reasonable care at all times that Purchaser shall be present upon the Property, (ii) at Purchaser’s expense, observe and comply with all applicable laws and any conditions imposed by any insurance policy then in effect with respect to the Property and made known to Purchaser, (iii) not engage in any activities which would violate the provisions of any permit or license pertaining to the Property and made known to Purchaser, (iv) not unreasonably disturb the Tenants or unreasonably interfere with their use of the Property pursuant to their respective Leases, (v) not unreasonably interfere with the operation and maintenance of the Property, (vi) repair any damage to the Property resulting directly or indirectly from Purchaser’s activities at the Property and (vii) not disclose any confidential information except as permitted under this Agreement or required by applicable law. Purchaser’s obligation pursuant to clauses (vi) and (vii) above shall survive any termination of this Agreement. (b) Purchaser understands and agrees that any on-site inspections of the Property shall occur during normal business hours after the requisite prior notice to Seller and shall be conducted in accordance with the terms hereof. Seller reserves the right to have a representative present during any such inspections and property manager interviews. If the Closing does not occur, then on request by Seller and payment by Seller to Purchaser 50% of Purchaser’s out-of-pocket costs for any requested inspection reports, Purchaser will furnish to Seller any draft of final reports received by Purchaser and requested by Seller relating to any inspections of the Property. (c) Purchaser agrees to protect, indemnify, defend and hold Seller and the Company harmless from and against any claim for liabilities, losses, costs, expenses (including reasonable attorneys’ fees), damages or injuries arising out of or resulting from the inspection of the Property by Purchaser or its agents or consultants, excluding any liabilities, losses, costs and expenses, damages or injuries arising out of, and then only to the extent of, (i) Seller’s or the Company’s negligence or willful misconduct or (ii) any pre-existing condition discovered or revealed in the inspection of the Property by Purchaser or its agents or consultants. Purchaser’s obligation to indemnify and hold harmless Seller and the Company pursuant to this Section 2.3(c) shall survive the Closing or any termination of this Agreement.

  • Due Diligence Fee Company shall pay the Investor a non-refundable due diligence fee of Five Thousand Dollars ($5,000) upon submission of the due diligence documents to the Investor.

  • Due Diligence Examination At any time during the Review Period, and thereafter through Closing of the Property, Buyer and/or its representatives and agents shall have the right to enter upon the Property at all reasonable times for the purposes of reviewing all Records and other data, documents and/or information relating to the Property and conducting such surveys, appraisals, engineering tests, soil tests (including, without limitation, Phase I and Phase II environmental site assessments), inspections of construction and other inspections and other studies as Buyer deems reasonable and necessary or appropriate to evaluate the Property, subject to providing reasonable advance notice to Seller unless otherwise agreed to by Buyer and Seller (the “Due Diligence Examination”). Seller shall have the right to have its representative present during Buyer’s physical inspections of its Property, provided that failure of Seller to do so shall not prevent Buyer from exercising its due diligence, review and inspection rights hereunder. Buyer agrees to exercise reasonable care when visiting the Property, in a manner which shall not materially adversely affect the operation of the Property.

  • Periodic Due Diligence Review Borrower acknowledges that Lender has the right to perform continuing due diligence reviews with respect to the Collateral, for purposes of verifying compliance with the representations, warranties and specifications made hereunder, or determining and re-determining the Borrowing Base under Section 2.04(a) hereof, or otherwise, and Borrower agrees that Lender, at its option, has the right at any time to conduct a partial or complete due diligence review on any or all of the Collateral securing the Loans, including, without limitation, ordering new credit reports and Appraisals on the applicable Collateral and otherwise regenerating the information used to originate such Eligible Collateral. Upon reasonable (but no less than one (1) Business Day) prior notice to Borrower, Lender or its authorized representatives will be permitted during normal business hours to examine, inspect, and make copies and extracts of, the Collateral Files and any and all documents, records, agreements, instruments or information relating to such Collateral in the possession or under the control of Borrower and/or Custodian. Borrower also shall make available to Lender a knowledgeable financial or accounting officer for the purpose of answering questions respecting the Collateral Files and the Collateral. Borrower agrees to cooperate with Lender and any third party underwriter designated by Lender in connection with such underwriting, including, but not limited to, providing Lender and any third party underwriter with access to any and all documents, records, agreements, instruments or information relating to such Collateral in the possession, or under the control, of Borrower. Borrower further agrees that Borrower shall reimburse Lender for any and all out-of-pocket costs and expenses incurred by Lender in connection with Lender's activities pursuant to this Section 11.15.