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(b) Documents. To the extent Owner has not previously done so, within
<br /> three (3) days after the Execution Date, Owner shall provide Optionee with copies of all
<br /> 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, copies of notices of default and /or correspondence with the Tenant relating to actual
<br /> or alleged defaults by Owner or the Tenant or disputes between Owner and the Tenant, a copy of
<br /> all income and expense statements (including annual Operating Expense reconciliation
<br /> statements and correspondence between Owner and the Tenant concerning any disputes or
<br /> calculations regarding Operating Expenses) for the Property for the prior three (3) years, a list of
<br /> the Personal Property, copies of all warranties and guaranties pertaining to the Property,
<br /> unrecorded subordination agreements, unrecorded non - disturbance agreements, subleases,
<br /> estoppel certificates, licenses, agreements affecting the Real Property, and other information
<br /> relating to the Real Property, whether in final form or in process, to the extent such documents
<br /> are in Owner's possession (collectively, the "Property Documents "). Notwithstanding the
<br /> above, Property Documents shall not include any internal reports or documentation generated for
<br /> the sole use of the members, shareholders, partners, trustees and other constituents of Owner
<br /> (other than income and expense reports), letters of interest, purchase agreements, expired leases,
<br /> appraisals, or entity governing documents. Following the delivery of all Property Documents to
<br /> Optionee, Owner shall provide Optionee with written notification that all Property Documents
<br /> have been delivered by Owner. Optionee shall have the opportunity to review and approve all
<br /> Property Documents during the Feasibility Period. If any new Property Documents are first
<br /> obtained by Owner after the Execution Date, Owner immediately shall deliver such new Property
<br /> Documents to Optionee. Optionee shall have the right to use all Property Documents, and the
<br /> Purchase Price includes payment for all Property Documents. Optionee shall not disclose any
<br /> information contained in the Property Documents, provided that Optionee shall have the right to
<br /> disclose such information to the following parties and in the following circumstances: (i)
<br /> Optionee is required to disclose information in the Property Documents in response to a
<br /> subpoena or other regulatory, administrative or court order, (ii) independent legal counsel to
<br /> Optionee delivers a written opinion to Owner that Optionee is required to disclose such
<br /> information, (iii) to actual or potential assignees of this Agreement, (iv) in response to a request
<br /> for discovery in any legal or administrative proceeding; (v) in connection with any litigation or
<br /> other dispute by or among the parties to this Agreement; (vi) to the extent any information
<br /> contained in the Property Documents is or becomes part of the public domain through no fault of
<br /> Optionee; (vii) in connection with obtaining, administering, and enforcing rights with respect to
<br /> insurance (including without limitation underwriting insurance, adjusting claims or otherwise
<br /> procuring, adjusting, challenging, administering, disputing or litigating any issues concerning
<br /> insurance); (viii) to Optionee's attorneys, accountants, and consultants, and contractors who are
<br /> involved in due diligence activities or the consummation of the transactions contemplated by this
<br /> Agreement; or (ix) to the extent required by applicable law. If Optionee fails to exercise the
<br /> Option as and when required, or if Optionee exercises the Option but fails to close escrow as and
<br /> when required by this Agreement, at Owner's written request Optionee shall immediately return
<br /> all Property Documents and copies thereof to Owner.
<br /> Option Agreement 50 Chemical
<br /> 10.5.2010 v. 8
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