13-2023 - Authorize lease with LCSC for 12900 Madison

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into escrow shall be returned to the respective parties who delivered or deposited such funds or documents, and there shall be no further liability between the parties. (b) Delivery of Possession. Delivery of possession of the Property to Buyer upon Closing, free and clear of all uses and occupancies except as Buyer may waive in writing. (c) Inspection of Property. Buyer satisfactorily completing a diligent inspection of the property and satisfying itself as to the feasibility of the Property for its intended use within sixty (60) calendar days of the Effective Date (the "Inspection Period"). Buyer's inspection may include, without limitation, tests of the subsurface soil conditions of the property, boundary surveys, engineering reports, feasibility studies, and environmental inspections. Buyer and Buyer's agents shall have access to the property for such inspections. (d) Extension of Inspection Period. Buyer may extend the Inspection Period for an additional thirty (30) calendar days by submitting a written request to Seller with written notice of such need to extend on or before the week prior to the expiration of the initial sixty (60) day Inspection Period, 2.03. Failure of Conditions. Should any of the conditions specified in Paragraph 2.02 of this Agreement fail to occur within the Inspection Period, as may be extended pursuant to Section 2.02(d) hereof, Buyer shall have the power, exercisable by giving written notice to the Escrow Agent and to Seller, to cancel such escrow, terminate this Agreement, and recover any amounts paid by Buyer to Seller or to the Escrow Agent on account of the purchase price of said property. The exercise of such power by Buyer shall not, however, constitute a waiver by Buyer of any other rights it may have against Seller for breach of this Agreement. The Escrow Agent shall be, and is hereby, irrevocably instructed by Seller on such failure of conditions and receipt of such notice from Buyer to refund immediately to Buyer all moneys and instruments deposited by Buyer in escrow pursuant to this Agreement. 2.04. Prorations. There shall be prorated between Seller and Buyer on the basis of thirty (30) day months, as of midnight on the day of closing: (a) Real property taxes and assessments levied or assessed against said property as shown on the latest available tax bills, if any. 2.05. Expenses of Closing. The expenses of closing described in this Article shall be paid in the following manner: (a) The full cost of securing the title guarantee or Title Policy described in Paragraph 2.02(a) of this Agreement shall be paid by Buyer. (b) The cost of preparing, executing, and acknowledging any deeds or other instruments required to convey title to Buyer or Buyer's nominees in the manner described in this Agreement shall be paid by Buyer. (c) Any costs of transfer and recordation of title shall be paid by Buyer. (d) Any tax imposed on the conveyance of title to said property to Buyer or Buyer's nominee shall (01430183-1) 2