Agreement Of Purchase And Sale (Page 6 of 30) in pdf

interpleader shall be assessed against the party that is not awarded the Initial Earnest Money, or if the

Initial Earnest Money is distributed in part to both parties, then in the inverse proportion of such

distribution.

ARTICLE 4 - Due Diligence

4.1

Due Diligence Materials To Be Delivered. To the extent such items are in Seller’s

possession, Seller shall deliver to Purchaser the following (the “Property Information”) on or before the

Property Information Delivery Date:

4.1.1

Financial Information. Copies of utility statements and a summary of capital

expenditures pertaining to the Property for the twelve (12) months preceding the Effective Date of this

Agreement (“Operating Statements”);

4.1.2

Environmental Reports. Copy of any environmental reports or site assessments

related to the Property prepared for the benefit of Seller;

4.1.3

Tax Statements. Copy of ad valorem tax statements relating to the Property for

2004;

4.1.4

Survey. Copy of Seller’s most current survey of the Property;

4.1.5

Service Contracts. A list, together with copies, of Service Contracts; and

4.1.6

Personal Property. A list of Tangible Personal Property.

4.2

Due Diligence Materials To Be Made Available. To the extent such items are in

Seller’s possession, Seller shall make available to Purchaser for Purchaser’s review, at the offices of

Seller, the following items and information (the “Additional Property Information”) on or before the

Property Information Delivery Date, and Purchaser at its expense shall have the right to make copies of

same:

4.2.1

Licenses, Permits and Certificates of Occupancy.

Licenses, permits and

certificates of occupancy relating to the Property.

4.2.2

Maintenance Records and Warranties.

Maintenance work orders for the

twelve (12) months preceding the Effective Date of this Agreement and warranties, if any, on roofs, air

conditioning units, fixtures and equipment; and

4.2.3

Plans and Specifications. Building plans and specifications relating to the

Property.

4.3

Physical Due Diligence. Commencing on the Effective Date and continuing until the

Closing, Purchaser shall have reasonable access to the Property at all reasonable times during normal

business hours, for the purpose of conducting reasonably necessary tests, including surveys and

architectural, engineering, geotechnical and environmental inspections and tests, provided that

(i) Purchaser must give Seller twenty-four (24) hours’ prior telephone or written notice of any such

inspection or test, and with respect to any intrusive inspection or test (i.e., core sampling) must obtain

Seller’s prior written consent (which consent may be given, withheld or conditioned in Seller’s sole

discretion), (ii) prior to performing any inspection or test, Purchaser must deliver a certificate of insurance

Page

H-Earnest Money Contract

Agreement Of Purchase And Sale Page 6

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