3.1.4
TO REVIEW THE MATERIALS AT PURCHASER'S SOLE COST AND EXPENSE.
3.2
EXPIRATION OF FEASIBILITY PERIOD.
IF THE RESULTS OF ANY OF THE
MATTERS REFERRED TO IN SECTION 3.1 APPEAR UNSATISFACTORY TO PURCHASER FOR ANY
REASON OR IF PURCHASER ELECTS NOT TO PROCEED WITH THE TRANSACTION CONTEMPLATED
BY THIS CONTRACT FOR ANY OTHER REASON, OR FOR NO REASON WHATSOEVER, IN
PURCHASER'S SOLE AND ABSOLUTE DISCRETION, THEN PURCHASER SHALL HAVE THE RIGHT TO
TERMINATE THIS CONTRACT BY GIVING WRITTEN NOTICE TO THAT EFFECT TO SELLER'S
REPRESENTATIVE AND ESCROW AGENT ON OR BEFORE 5:00 P.M. (IN THE TIME ZONE IN
WHICH THE ESCROW AGENT IS LOCATED) ON THE DATE OF EXPIRATION OF THE FEASIBILITY
PERIOD.
IF PURCHASER EXERCISES SUCH RIGHT TO TERMINATE, THIS CONTRACT SHALL
TERMINATE AND BE OF NO FURTHER FORCE AND EFFECT SUBJECT TO AND EXCEPT FOR THE
SURVIVAL PROVISIONS, AND ESCROW AGENT SHALL FORTHWITH RETURN THE DEPOSIT TO
PURCHASER (SUBJECT TO PURCHASER'S OBLIGATION UNDER SECTION 3.5.2 TO RETURN OR
CERTIFY THE DESTRUCTION OF ALL THIRD-PARTY REPORTS AND INFORMATION AND MATERIALS
PROVIDED TO PURCHASER AS A PRE-CONDITION TO THE RETURN OF THE DEPOSIT).
IF
PURCHASER FAILS TO PROVIDE SELLER'S REPRESENTATIVE WITH WRITTEN NOTICE OF
TERMINATION PRIOR TO THE EXPIRATION OF THE FEASIBILITY PERIOD IN STRICT
ACCORDANCE WITH THE NOTICE PROVISIONS OF THIS CONTRACT, PURCHASER'S RIGHT TO
TERMINATE UNDER THIS SECTION 3.2 SHALL BE PERMANENTLY WAIVED AND THIS CONTRACT
SHALL REMAIN IN FULL FORCE AND EFFECT, THE DEPOSIT (WHEN DELIVERED IN ACCORDANCE
WITH SECTION 2.2.2) SHALL BE NON-REFUNDABLE IN THE EVENT OF A DEFAULT BY
PURCHASER AS SET FORTH IN SECTION 10.2 (BUT OTHERWISE SHALL BE REFUNDABLE AS
EXPRESSLY PROVIDED IN THIS AGREEMENT), AND PURCHASER'S OBLIGATION TO PURCHASE
THE PROPERTY SHALL BE NON-CONTINGENT AND UNCONDITIONAL EXCEPT ONLY FOR
SATISFACTION OF THE CONDITIONS EXPRESSLY STATED IN SECTION 8.1.
3.3
CONDUCT OF INVESTIGATION.
PURCHASER SHALL NOT PERMIT ANY
MECHANIC'S OR MATERIALMEN'S LIENS OR ANY OTHER LIENS TO ATTACH TO THE PROPERTY
BY REASON OF THE PERFORMANCE OF ANY WORK OR THE PURCHASE OF ANY MATERIALS BY
PURCHASER OR ANY OTHER PARTY IN CONNECTION WITH ANY INSPECTIONS CONDUCTED BY OR
FOR PURCHASER.
PURCHASER SHALL GIVE NOTICE TO SELLER A REASONABLE TIME PRIOR TO
ENTRY ONTO THE PROPERTY AND SHALL PERMIT SELLER TO HAVE A REPRESENTATIVE PRESENT
DURING ALL INSPECTIONS CONDUCTED AT THE PROPERTY.
PURCHASER SHALL TAKE ALL
REASONABLE ACTIONS AND IMPLEMENT ALL PROTECTIONS NECESSARY TO ENSURE THAT ALL
ACTIONS TAKEN IN CONNECTION WITH THE INVESTIGATIONS AND INSPECTIONS OF THE
PROPERTY, AND ALL EQUIPMENT, MATERIALS AND SUBSTANCES GENERATED, USED OR BROUGHT
ONTO THE PROPERTY POSE NO MATERIAL THREAT TO THE SAFETY OF PERSONS OR THE
ENVIRONMENT AND CAUSE NO DAMAGE TO THE PROPERTY OR OTHER PROPERTY OF SELLER OR
OTHER PERSONS.
ALL INFORMATION MADE AVAILABLE BY SELLER TO PURCHASER IN
ACCORDANCE WITH THIS CONTRACT OR OBTAINED BY PURCHASER IN THE COURSE OF ITS
INSPECTIONS SHALL BE TREATED AS CONFIDENTIAL INFORMATION BY PURCHASER, PROVIDED
THAT PURCHASER MAY DISCLOSE THE TERMS AND CONDITIONS OF THIS CONTRACT (A) AS
REQUIRED BY LAW, (B) TO CONSUMMATE THE TERMS OF