Common use of Review of the Property Clause in Contracts

Review of the Property. 3.1 Prior to the Effective Date, Seller has provided Purchaser and its agents or consultants with access to the Property to inspect each and every part thereof to determine its present condition and to conduct such physical and environmental studies (including a mechanical and roof study and Phase I environmental assessment) as it deemed appropriate. 3.2 Prior to the Effective Date, Seller has delivered to Purchaser, or made copies available to Purchaser at the Property, all to the extent in the possession of Seller or its managing agent: 3.2.1 a copy of any existing occupancy and equipment leases, service contracts and maintenance or other contracts pertaining to the operations of the Property that will survive Closing, copies of all real estate tax bills for the years 1996, 1997 and 1998 and through the period ending June 30, 1999, both inclusive, and unaudited operating statements for the Property for the years 1996, 1997 and 1998, and for the first three months of 1999. 3.2.2 a copy of any environmental reports relating to the Property prepared by third party consultants. 3.2.3 a copy of all current franchises, business or other licenses, bonds, permits, certificates, authorizations and other evidences of consent, approval, authorization or permission relating to or affecting the Property of or from any person, including any governmental authority, held by Seller, including any pending applications. 3.2.4 a copy of all material third party warranties and guaranties, if any, which are in effect with respect to the Property. 3.2.5 a copy of those other materials set forth on SCHEDULE 3.2.5. 3.2.6 as-built plans and specifications for the improvements on the Property, including the plans and specifications for and a complete description of all existing renovations to the Property and the leasable space therein, if available. 3.2.7 as-built drawings of underground utilities (including sewer, water, gas, telephone and electrical service cables) located under the Land, if available. 3.3 Purchaser agrees that any information obtained by Purchaser or its authorized agents in the conduct of its due diligence will be treated as confidential pursuant to Paragraph 8.17. 3.4 As and when Seller obtains updated or new information, which, if presently in Seller's possession, would have been delivered to Purchaser pursuant to Paragraph 3.2 (including additional monthly reports on the Property), Seller shall deliver such updated and new information to Purchaser.

Review of the Property. 3.1 Prior Upon its execution of this Agreement, Seller agrees: subject to the Effective Dateprovisions of Paragraph 8.17 hereof, Seller has provided to provide Purchaser and its agents or consultants with access to the Property to inspect each and every part thereof to determine its present condition and to conduct such physical and environmental studies (including a mechanical and roof study and Phase I environmental assessmentstudy) as it deemed deems appropriate. 3.2 Prior to Within three (3) business days after the Effective Date, Seller has delivered will deliver to Purchaser, or made copies available to Purchaser at the Property, all to the extent in the possession of Seller or its managing agent: 3.2.1 a copy of any existing occupancy and equipment leases, service contracts and maintenance or other contracts pertaining to the operations of the Property that Project other than management contracts which will not survive ClosingClosing (as hereinafter defined), copies of all real estate tax bills for the years 1994, 1995, and 1996, 1997 and 1998 and through the period ending June 30, 1999, both inclusive, and unaudited operating financial statements for the Property for the years 1996, 1994-1996 and 1997 and 1998, and for the first three months of 1999year to date. 3.2.2 a copy of any environmental reports relating to the Property prepared by third party consultantsconsultants or otherwise relating to the Project since January 1, 1994. Purchaser may review any earlier reports at Seller's management office which is located at the Mall of the Americas, 7827-▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Miami, FL 33144, or at Purchaser's request and cost, Seller agrees to make and send Purchaser copies of any such earlier reports. 3.2.3 a copy of all current franchises, business or other licenses, bonds, permits, certificates, authorizations and other evidences of consent, approval, authorization or permission relating to or affecting the Property Project of or from any person, including any governmental authority, held by SellerSeller or its managing agent, including any pending applications. 3.2.4 a copy of all material third party warranties and guaranties, if any, in the possession of Seller or its management company, which are in effect with respect to the PropertyProject. 3.2.5 3.3 Purchaser has until the close of business on the day which is thirty days after the Effective Date (the "Review Period"), to determine in its sole discretion whether all matters relating to the Property are acceptable. If Purchaser concludes that any matter relating to the Property is not acceptable, Purchaser will so notify Seller (the "Termination Notice") prior to the expiration of the Review Period (which notice shall contain a copy of those Purchaser's roof/structural report and other materials set forth on SCHEDULE 3.2.5. 3.2.6 as-built plans and specifications reports or studies obtained in connection with Purchaser's due diligence). However, the foregoing will not be construed to limit or qualify Purchaser's absolute right to terminate this Agreement for no reason by the improvements end of the Review Period. Upon timely delivery of the Termination Notice, this Agreement will terminate without liability on the Propertypart of Seller or Purchaser, including other than Purchaser's indemnity contained in Paragraph 8.17 hereof and the plans obligation to deliver to Seller a copy of any environmental report obtained by Purchaser if requested by Seller within ten (10) days after receipt of the Termination Notice, and specifications for and a complete description of the Deposit, less $100.00 to be paid to Seller, will be returned to Purchaser. In the event that Purchaser does not timely so notify Seller, Purchaser will be deemed to have concluded that all existing renovations matters relating to the Property are acceptable and to have elected to proceed with the leasable space therein, if availabletransaction upon the terms and conditions contained herein. 3.2.7 as-built drawings of underground utilities (including sewer, water, gas, telephone and electrical service cables) located under the Land, if available. 3.3 3.4 Purchaser agrees that any information obtained by Purchaser or its authorized agents in the conduct of its due diligence will be treated as confidential pursuant to Paragraph 8.178.19. 3.4 As and when 3.5 To the extent not already delivered to Purchaser, Seller obtains updated or new informationshall, whichwithin three (3) days after the Effective Date, if presently deliver to Purchaser copies of all the documentation set forth on Schedule 3.5 attached hereto, to the extent in Seller's possession, would have been delivered to Purchaser pursuant to Paragraph 3.2 (including additional monthly reports on the Property), Seller shall deliver such updated and new information to Purchasercontrol.