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Contracts, soil and hydrology reports, environmental or toxic material reports, engineering
<br /> reports, biological studies, archeology reports, improvement plans and specifications,
<br /> engineering studies, traffic studies, earthquake studies, site history investigation documents,
<br /> surveys, civil, architectural, landscape and grading plans, working drawings, leases (including all
<br /> amendments, assignments and other modifications thereof), copies of title insurance policies for
<br /> the Property, a copy of all income and expense statements for the Property for the prior three (3)
<br /> years, a list of the Personal Property, copies of all warranties and guaranties pertaining to the
<br /> Property, unrecorded subordination agreements, unrecorded non - disturbance agreements,
<br /> subleases, estoppel certificates, licenses, agreements affecting the Real Property, and other
<br /> information relating to the Real Property, whether in final form or in process, to the extent such
<br /> documents are in Owner's possession (collectively, the "Property Documents ").
<br /> Notwithstanding the above, Property Documents shall not include any internal reports or
<br /> documentation generated for the sole use of the members, shareholders, partners, trustees and
<br /> other constituents of Owner (other than income and expense reports), letters of interest, purchase
<br /> agreements, expired leases, appraisals, or entity governing documents. Following the delivery of
<br /> all Property Documents to Optionee, Owner shall provide Optionee with written notification that
<br /> all Property Documents have been delivered by Owner. Optionee shall have the opportunity to
<br /> review and approve all Property Documents during the Feasibility Period. If any new Property
<br /> Documents are first obtained by Owner after the Execution Date, Owner immediately shall
<br /> deliver such new Property Documents to Optionee. Optionee shall have the right to use all
<br /> Property Documents, and the Purchase Price includes payment for all Property Documents.
<br /> Optionee shall not disclose any information contained in the Property Documents, provided that
<br /> Optionee shall have the right to disclose such information to the following parties and in the
<br /> following circumstances: (i) Optionee is required to disclose information in the Property
<br /> Documents in response to a subpoena or other regulatory, administrative or court order, (ii)
<br /> independent legal counsel to Optionee delivers a written opinion to Owner that Optionee is
<br /> required to disclose such information, (iii) to actual or potential assignees of this Agreement, (iv)
<br /> in response to a request for discovery in any legal or administrative proceeding; (v) in connection
<br /> with any litigation or other dispute by or among the parties to this Agreement; (vi) to the extent
<br /> any information contained in the Property Documents is or becomes part of the public domain
<br /> through no fault of Optionee; (vii) in connection with obtaining, administering, and enforcing
<br /> rights with respect to insurance (including without limitation underwriting insurance, adjusting
<br /> claims or otherwise procuring, adjusting, challenging, administering, disputing or litigating any
<br /> issues concerning insurance); (viii) to Optionee's attorneys, accountants, and consultants, and
<br /> contractors who are involved in due diligence activities or the consummation of the transactions
<br /> contemplated by this Agreement; or (ix) to the extent required by applicable law. If Optionee
<br /> fails to exercise the Option as and when required, or if Optionee exercises the Option but fails to
<br /> close escrow as and when required by this Agreement, at Owner's written request Optionee shall
<br /> immediately return all Property Documents and copies thereof to Owner.
<br /> (c) Owner's Representations and Warranties. Owner's representations and
<br /> warranties as set forth in Paragraph 12 below shall be true and correct as of, and shall be
<br /> deemed remade by Owner, as of the Agreement Date, as of the expiration of the Feasibility
<br /> Period, and as the Closing Date.
<br /> Option Agreement 80 Chemical
<br /> 10.01. 2010 v.7
<br /> 12
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