NORMAL BUSINESS HOURS TO THE
PROPERTY (EXCLUDING THE MERIDIAN ATTENDANT PLANT), TO WEEKS' BOOKS AND RECORDS
CONTAINING TECHNICAL INFORMATION RELATIVE TO THE PROPERTY (EXCLUDING THE
MERIDIAN ATTENDANT PLANT) AND ALL OTHER RELEVANT DOCUMENTS AND INFORMATION WITH
RESPECT TO THE PROPERTY (EXCLUDING THE MERIDIAN ATTENDANT PLANT) AS
REPRESENTATIVES OF GLDD MAY FROM TIME TO TIME REQUEST, ALL IN SUCH MANNER AS TO
NOT UNDULY DISRUPT WEEKS' NORMAL BUSINESS ACTIVITIES.
SUCH ACCESS MAY INCLUDE
CONSULTATIONS WITH THE PERSONNEL OF WEEKS.
GLDD SHALL COORDINATE ALL OF ITS
INSPECTION ACTIVITIES THROUGH WEEKS' DESIGNATED REPRESENTATIVE OR HIS DESIGNEE.
(B)
DURING THE TERM OF THIS AGREEMENT GLDD MAY PHYSICALLY INSPECT, AND
CAUSE ONE OR MORE ENGINEERS OR OTHER REPRESENTATIVES OF GLDD TO PHYSICALLY
INSPECT, THE PROPERTY (EXCLUDING THE MERIDIAN ATTENDANT PLANT).
GLDD SHALL MAKE
ALL INSPECTIONS IN GOOD FAITH AND WITH DUE DILIGENCE.
ALL INSPECTION FEES,
APPRAISAL FEES, ENGINEERING FEES AND OTHER EXPENSES OF ANY KIND INCURRED BY GLDD
RELATING TO THE INSPECTION OF THE PROPERTY (EXCLUDING THE MERIDIAN ATTENDANT
PLANT) WILL BE SOLELY AT GLDD'S EXPENSE.
WEEKS SHALL COOPERATE WITH GLDD IN ALL
REASONABLE RESPECTS IN MAKING SUCH INSPECTIONS.
(C)
WEEKS SHALL BE ENTITLED TO HAVE A REPRESENTATIVE PRESENT AT THE
TIME OF MAKING ANY PHYSICAL INSPECTION OF THE PROPERTY (EXCLUDING THE MERIDIAN
ATTENDANT PLANT).
14
GLDD SHALL NOTIFY WEEKS NOT LESS THAN ONE (1) DAY IN ADVANCE OF MAKING ANY SUCH
INSPECTION.
IN MAKING ANY INSPECTION HEREUNDER, GLDD WILL TREAT, AND WILL CAUSE
ANY REPRESENTATIVE OF GLDD TO TREAT, ALL INFORMATION OBTAINED BY GLDD PURSUANT
TO THE TERMS OF THIS AGREEMENT AS STRICTLY CONFIDENTIAL AND SHALL NOT DISCLOSE
ANY SUCH INFORMATION EXCEPT AS PROVIDED HEREIN.
(D)
ALL INSPECTION ACTIVITIES ARE TO BE AT GLDD'S SOLE COST AND RISK.
GLDD ACKNOWLEDGES THAT ANY INFORMATION OBTAINED BY GLDD DURING THE COURSE OF ITS
DUE DILIGENCE SHALL NOT CONSTITUTE ANY REPRESENTATION OR WARRANTY WHATSOEVER,
EXPRESS OR IMPLIED, BY WEEKS WITH RESPECT TO THE CONTENT, COMPLETENESS OR
ACCURACY OF THE DUE DILIGENCE INSPECTIONS.
6.03
FINAL INSPECTION.
(A)
ON OR PRIOR TO THE CLOSING DATE,
GLDD SHALL COMPLETE ITS FINAL INSPECTION OF THE PROPERTY (EXCLUDING THE MERIDIAN
ATTENDANT PLANT) FOR PURPOSES OF DETERMINING IF THE CONDITION SET FORTH IN
SECTION 10.03 HEREOF HAS BEEN SATISFIED.
AT THE CLOSING, GLDD SHALL TENDER TO
WEEKS A FINAL INSPECTION CERTIFICATE IN THE FORM OF EXHIBIT H ("FINAL INSPECTION
CERTIFICATE"), SETTING FORTH THE CONDITION OF THE PROPERTY (EXCLUDING THE
MERIDIAN ATTENDANT PLANT).
GLDD SHALL NOT BE ENTITLED TO OBJECT TO THE
CONDITION OF ANY OF THE PROPERTY (EXCLUDING THE MERIDIAN ATTENDANT PLANT) SHOULD
GLDD ELECT NOT TO CONDUCT A FINAL INSPECTION OF SUCH PROPERTY (EXCLUDING THE
MERIDIAN ATTENDANT PLANT).
(B)
ON OR PRIOR TO THE CLOSING DATE, WEEKS MAY DO A FINAL INSPECTION
OF THE CRANE.
ARTICLE VII
CLOSING
7.01
CLOSING DATE.
THE TERM "CLOSING" AS USED HEREIN SHALL REFER TO THE
ACTUAL CONVEYANCES, TRANSFER, ASSIGNMENT AND DELIVERY OF THE (A) PROPERTY TO
GLDD IN EXCHANGE FOR (I) THE PAYMENT TO WEEKS PURSUANT TO SECTION 3.02 HEREOF,
AND (II) THE ASSIGNMENT; AND