20D - AA- BRISTOL ST IMPROVEMENTS

Home Browse Search

information pertaining to the Property to the extent in Seller's possession or reasonably obtainable by Seller. Seller will make every effort to provide all pertinent documents, but Seller's inability or failure to provide any document shall not be considered a violation subject to termination of the Agreement. At any time on or before the last day of the Due Diligence Period, Buyer may, in its absolute and sole discretion, for any reason or no reason, give written notice ("Termination Notice") to Seller electing to terminate this Agreement, whereupon a condition to Buyer's obligation to close shall not be satisfied, the Escrow Deposit (less the Independent Consideration) shall be immediately returned by the Escrow Holder to Buyer, and this Agreement, and the obligations of the parties hereunder, shall terminate (other than those obligations that expressly survive a termination of this Agreement). If Buyer fails to deliver the Termination Notice to Seller prior to the expiration of the Due Diligence Period, then Buyer shall have no further right to terminate this Agreement and have the Escrow Deposit (less the Independent Consideration) returned to Buyer except as otherwise set forth herein. (e) No material adverse physical change to the Property, including those caused by condemnation and/or casualty, shall have occurred subsequent to the Effective Date and on or prior to the Close of Escrow. (f) Seller agrees at Seller's sole cost to remove and relocate the power pole located on the Property, as depicted as "Existing SCE Power Pole" on the "Power Pole Exhibit" attached as Exhibit "C" hereto (the "Power Pole"), to the location designated as "approximate location of pole, 2' from property line" on Exhibit "C" hereto, promptly after Close of Escrow. Such obligation shall survive the Close of Escrow. The parties each acknowledge and agree that the Power Pole Exhibit indicates that the Power Pole will be relocated to an area on or adjacent to a planned trash enclosure which is located in the area depicted with diagonal lines on the Power Pole Exhibit, and that as a result thereof such trash enclosure area shall be required to be relocated to another location on the Property which shall designated by Buyer and approved by Seller prior to Close of Escrow, which approval shall not be unreasonably withheld, conditioned or delayed. The parties shall cooperate in good faith in finalizing the relocation of such trash enclosure area. 2.7 Seller Conditions Precedent to Close of Escrow For the benefit of Seller, the Close of Escrow shall be conditioned upon the timely performance by Buyer of all obligations required by the terms of this Agreement, 2.8 License to Enter Property During Due Diligence Period Seller licenses the Buyer and its contractors to enter the Property for the purpose of undertaking the Due Diligence Investigations as the Buyer deems necessary and appropriate. The license given in this Section 2.8 shall only be effective until the earlier of: (i) the Close of Escrow, (ii) the termination of this Agreement, or (iii) the date of any Termination Notice provided hereunder. The Buyer shall conduct all Due Diligence Investigations during the Due Diligence Period at its sole cost and expense. The Buyer shall abide by any reasonable condition(s) of entry onto the Property 5207.01 -PSA -111215R 20D-10