KEEP BUYER COMPLETELY AND
FULLY APPRISED OF ANY AND ALL DISCUSSIONS WITH THE *** TENANT AND SELLER SHALL
USE REASONABLE, GOOD FAITH EFFORTS TO AVOID INTERFERING WITH THE RELATIONSHIP
BETWEEN BUYER AND THE *** TENANT.
SELLER SHALL PROVIDE BUYER WITH TEN (10)
DAYS' PRIOR WRITTEN NOTICE OF ITS EXERCISE OF THE PURCHASE OPTION.
IT SHALL BE
A CONDITION PRECEDENT TO SELLER'S CONSUMMATION OF ITS ACQUISITION OF THE ***
LAND THAT BUYER BE ABLE TO TRANSFER AND CONVEY THE *** LAND AS A SEPARATE AND
DISTINCT LEGAL PARCEL, IN COMPLIANCE WITH ANY AND ALL PLAT ACT AND/OR
SUBDIVISION LAWS, ORDINANCES AND REGULATIONS (THE "SUBDIVISION CONDITION").
IF,
AT THE TIME THAT SELLER EXERCISES THE PURCHASE OPTION, THE *** LAND MAY NOT BE
FREELY TRANSFERRED AND CONVEYED DUE TO ITS FAILURE TO SATISFY THE SUBDIVISION
CONDITION, THEN SELLER SHALL BE SOLELY RESPONSIBLE, AT SELLER'S SOLE COST, TO
TAKE WHATEVER ACTIONS ARE REQUIRED IN ORDER TO SATISFY THE SUBDIVISION
CONDITION.
BUYER SHALL REASONABLY COOPERATE WITH SELLER'S EFFORTS TO SATISFY
THE SUBDIVISION CONDITION, BUT BUYER SHALL NOT BE REQUIRED TO INCUR ANY
LIABILITY OR OBLIGATION IN ORDER TO SO COOPERATE EXCEPT TO EXECUTE ANY
35
AND ALL NECESSARY DOCUMENTS TO SATISFY THE SUBDIVISION CONDITIONS.
SELLER MAY
NOT, HOWEVER, LEGALLY SUBDIVIDE THE *** LAND FROM *** DRIVE EXCEPT ON A
CONDITIONAL BASIS SUCH THAT THE FORMAL SUBDIVISION IS NOT EFFECTIVE UNTIL THE
DATE ON WHICH BUYER CONVEYS THE *** LAND TO SELLER.
BUYER SHALL HAVE THE RIGHTS
TO REASONABLY APPROVE ANY PLAT OF SUBDIVISION OR COMPARABLE DOCUMENTATION
REQUIRED TO SATISFY THE SUBDIVISION CONDITION.
SELLER SHALL HAVE THIRTY (30)
DAYS AFTER PROVIDING NOTICE OF ITS DESIRE TO EXERCISE THE PURCHASE OPTION TO
BUYER TO COMPLETE ITS DUE DILIGENCE ON THE ***
LAND AND, IN SUCH CASE, SELLER'S
DUE DILIGENCE INVESTIGATIONS SHALL BE CONDUCTED PURSUANT TO THE SAME STANDARDS
AND OBLIGATIONS (INCLUDING, BUT NOT LIMITED TO, INSURANCE COVERAGE AND
INDEMNIFICATION) AS ARE IMPOSED UNDER THIS AGREEMENT WITH RESPECT TO BUYER'S DUE
DILIGENCE INVESTIGATIONS OF AND ABOUT THE PROPERTY.
*** SELLER SHALL HAVE THE
RIGHT TO TERMINATE THE EXERCISE OF ITS PURCHASE OPTION AT ANY TIME AND FOR ANY
REASON DURING ITS THIRTY (30) DAY DUE DILIGENCE PERIOD.
IF SELLER DOES NOT
TERMINATE ITS EXERCISE OF ITS PURCHASE OPTION TO PURCHASE PRIOR TO THE
EXPIRATION OF ITS DUE DILIGENCE PERIOD, THEN BUYER AND SELLER SHALL CLOSE ON THE
*** LAND WITHIN TEN (10) DAYS AFTER THE EXPIRATION OF THE DUE DILIGENCE PERIOD.
SELLER SHALL ACQUIRE THE *** LAND ON A STRICTLY "AS-IS, WHERE-IS" BASIS, WITHOUT
ANY REPRESENTATION OR WARRANTY, OF ANY NATURE WHATSOEVER, FROM BUYER EXCEPT
THOSE NORMAL AND CUSTOMARY REPRESENTATIONS AND WARRANTIES CONTAINED IN ANY OF
THE CLOSING DOCUMENTS.
BUYER SHALL
NOT BE REQUIRED TO PROVIDE SELLER WITH ANY
TITLE INSURANCE OR ANY SURVEY OF THE *** LAND.
BUYER SHALL DELIVER AT CLOSING
A LIMITED WARRANTY DEED CONVEYING THE *** LAND TO SELLER, SUBJECT TO ALL OF THE
SAME PERMITTED TITLE EXCEPTIONS THAT BUYER ACCEPTED WHEN IT ACQUIRED THE ***
LAND FROM SELLER, ALONG WITH SUCH OTHER