Common use of Right to Purchase Clause in Contracts

Right to Purchase. If this Agreement will not have been earlier terminated, or an event of default by Lessee will not have occurred and be continuing at the date of option exercise or the date fixed for purchase (as such date is specified below), Lessee will have an option, exercisable no earlier than one (1) year and no later than one hundred twenty (120) days prior to the Purchase Option Closing Date (the "OPTION TRIGGER WINDOW") to elect to purchase the right, title and interest of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all of the Purchase Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36.

Right to Purchase. (a) Commencing on the three (3) year anniversary of the Commencement Date and continuing throughout the Term thereafter, Tenant shall have a continuing right to purchase the Hospital Personal Property and any other tangible or intangible assets of the Hospital or the Affiliated Operations not previously conveyed pursuant to Section 4(a) of the Assignment Agreement (the “Additional Assets”) for an amount equal to One Million Two Hundred Thousand Dollars ($1,200,000). If Tenant elects to purchase the Hospital Personal Property and the Additional Assets, Tenant shall give Landlord written notice of its election from and after the thirty (30) month anniversary of the Commencement Date. Upon such notice, (i) Landlord shall either provide Notice of Termination of this Agreement will Lease within thirty (30) days pursuant to Paragraph 4(d) with a termination date of one hundred eighty (180) days from Tenant’s notice of intent to exercise its purchase option or (ii) the parties shall negotiate a contract for the purchase of the Hospital Personal Property and the Additional Assets within thirty (30) days of such notice, with a closing date within one hundred eighty (180) days from Tenant’s notice of intent to exercise its purchase option, in form and substance reasonably acceptable to Landlord and Tenant except that the parties agree that purchase price for the Hospital Personal Property and the Additional Assets shall be One Million Two Hundred Thousand Dollars ($1,200,000). In the event that Tenant exercises its purchase option under this Paragraph 30(a) as to the Hospital Personal Property and the Additional Assets, but does not have been earlier terminatedexercise its purchase option under Paragraph 30(b) as to the Hospital Real Property, or an event upon the closing of default by Lessee will not have occurred such sale, Tenant shall continue to pay the rent due and be continuing at owing under Paragraph 5(a), but all Capital Expenditure Commitments under Paragraph 5(b) shall immediately cease as of the date of option exercise or the date fixed for purchase (as closing of such date is specified below), Lessee will have an option, exercisable no earlier than one (1) year and no later than one hundred twenty (120) days prior to the Purchase Option Closing Date (the "OPTION TRIGGER WINDOW") to elect to purchase the right, title and interest of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all of the Purchase Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36sale.

Right to Purchase. If this Agreement will not have been earlier terminated, or an event of default by Lessee will not have occurred and be continuing at the date of option exercise or the date fixed for purchase (as such date is specified below), Lessee will have an option, exercisable no earlier than one (1) year and no later than one hundred twenty (120) days prior to the Purchase Option Closing Date (the "OPTION TRIGGER WINDOWOption Trigger Window") to elect to purchase the right, title and interest of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectively, the "OPTION SELLERSOption Sellers") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase for all of the Purchase Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and SubleaseWindow. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. The Sprint Collocator acknowledges Collocators acknowledge on its their own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36.

Right to Purchase. If this Agreement will not have been earlier terminatedThe Company shall only issue New Shares in accordance with the following terms: (a) In the event the Company desires to issue any New Shares, or an event of default by Lessee will not have occurred and be continuing at the date of option exercise or the date fixed for purchase (as such date is specified below), Lessee will have an option, exercisable no earlier than one (1) year and no later than one hundred twenty (120) days prior it shall first deliver to the Purchase Option Closing Date Purchasers notice (the "OPTION TRIGGER WINDOWNotice of Proposed Issuance") specifying the type and total number of such New Shares which the Company then desires to elect issue (the "Offered New Shares"), all of the terms, including the price, upon which the Company proposes to issue the Offered New Shares, and stating the Purchasers shall have the right to purchase the right, title and interest of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after Offered New Shares in the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions manner specified in this Agreement)Section 3.1 at the price and in accordance with the terms and provisions specified in such Notice of Proposed Issuance. Lessee may exercise such purchase option by submitting (b) During the 30 consecutive day period commencing on the date the Notice of Proposed Issuance has been delivered to the Option Sellers in writing an offer Purchasers (the "Thirty Day Period"), the Purchasers shall have the option to purchase all of the Purchase Sites Offered New Shares at the price and terms specified in the Notice of Proposed Issuance. If either Purchaser elects to purchase Offered New Shares it must give notice of its election to the Company during such Thirty Day Period. (c) If all of the Offered New Shares have not been purchased by the Purchasers, then the Company shall have the right, until the expiration of 180 consecutive days commencing on the first day immediately following the expiration of the Thirty Day Period (subject to Section 3(e) below), to issue the Offered New Shares at not less, and on terms no more favorable to the purchaser, than the price and terms specified in the Notice of Proposed Issuance. If for any reason the Offered New Shares are not issued within such period and at such price and on such terms, the Option Trigger Window right to issue in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee Notice of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases Proposed Issuance shall expire and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36Agreement shall continue to be applicable to the Offered New Shares. (d) The Purchasers shall set the place, time and date for the closing of the purchase of the Offered New Shares, which closing shall not be more than 20 days after the first day immediately following the expiration of the Thirty Day Period. (e) The Purchasers shall each be entitled to purchase fifty percent (50%) of the Offered New Shares. In the event that one of the Purchasers elects not to purchase all of the Offered New Shares it is entitled to purchase, the other Purchaser shall have the right, during the succeeding ten day period to purchase all or a portion of such shares.

Right to Purchase. If this Agreement will not Unless the Facility Assets shall have been earlier terminated, sold or disposed of pursuant to this Lease or an event Event of default by Lessee will not Loss shall have occurred and be continuing or an Event of Default shall exist at the date time of option exercise giving the notice referred to below or at the date fixed for purchase (as such date is specified below)purchase, Lessee will shall have an the right, at its option, exercisable no earlier to purchase the Facility Assets at the time and at the price as follows: (i) on July 31, 2005, January 31, 2006, or July 31, 2006, for a purchase price equal to the greater of Stipulated Loss Value on such Rent Date and the Fair Market Sale Value of the Facility Assets of such Rent Date, (ii) on January 31, 1997, for a purchase price equal to 117.03223952% of Lessor's Cost, (iii) on the first Rent Date occurring more than one 90 days after Lessee shall have delivered to Lessor and Indenture Trustee an Officer's Certificate in form and substance satisfactory to each of them evidencing in reasonable detail that Burdensome Alterations are required and have not yet been effected (1if such Rent Date is after the fifth anniversary of the Closing Date) year or, if there shall have occurred a Burdensome Event, on the first Rent Date occurring more than 90 days after such occurrence, in either case for a purchase price equal to the greater of Stipulated Loss Value on such Rent Date and no later the Fair Market Sale Value of the Facility Assets on such Rent Date, (iv) on the last day of the Basic Term, for a purchase price equal to the Fair Market Sale Value of the Facility Assets, (v) on the last day of the Basic Term, for a purchase price equal to 74% of Lessor's Cost or (vi) on the last day of any Renewal Term, for a purchase price equal to the Fair Market Sale Value of the Facility Assets on such date. In order to exercise any such right, Lessee shall notify each Lessor Party thereof in writing not more than one hundred twenty 12 months nor less than 6 months (12030 days in the case of clause (iii) days above) prior to the Purchase Option Closing Date (date fixed for purchase, which notice shall be irrevocable and shall specify the "OPTION TRIGGER WINDOW") basis for the notice, the option selected and the date purchase is to elect be made. If Lessee shall fail to purchase the rightFacility Assets pursuant to this Section 4.02 at the end of the Term (including any elected Renewal Term), title and interest Lessor shall, subject to Section 4.01, be free to lease or dispose of Lessor and all or any applicable Party comprising Sprint or part of the Facility Assets to any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject terms acceptable to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all of the Purchase Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36Owner Participant.

Right to Purchase. If this Agreement will not have been earlier terminated, or an Provided that no event of default by Lessee will has occurred hereunder and is continuing, and provided that Tenant shall not have occurred and be continuing vacated the Leased Property or subleased the entirety thereof, then at the expiration of the Term of this Lease or any Renewal Term, Tenant shall have the right and option to purchase the Leased Property on and as of the expiration date of the then current term of this Lease (unless Tenant shall have exercised its option exercise or to renew the date fixed term hereof for any then remaining Renewal Term, in which event Tenant shall not have the right to purchase, other than at the end of the next ensuing Renewal Term, and provided that at such time Tenant shall not have exercised an option for any then remaining Renewal Term). In that event if Tenant desires to purchase (as such date is specified below)the Leased Property, Lessee will have an option, exercisable no earlier than one (1) year and no Tenant shall serve notice upon Landlord not later than one hundred twenty eighty (120180) days prior to the Purchase Option Closing Date expiration of the then current Term of this Lease. The purchase price of the Leased Property shall be ninety (90%) percent of the "OPTION TRIGGER WINDOW") appraised fair market value of the Leased Property as a retail bank facility (if and to elect the extent improved as such), or for such other purpose as the Leased Property is then used at the time Tenant notifies Landlord of Tenant’s desire to purchase the rightLeased Property pursuant to this paragraph. Upon Landlord’s receipt of such notice, title the parties shall attempt to agree upon the fair market value of the Property. If the parties shall be unable to agree upon said fair market value, the parties shall employ the appraisal procedure set forth in paragraph 16(a) above, and interest the purchase price shall be set at ninety (90%) percent of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein bythe fair market value, through or under Sprint as so determined by the parties or by acquisition thereof from Sprint fromthe appraisal procedure set forth in paragraph 16(a) above. Once delivered, on and after Tenant’s notice of intent to purchase as aforesaid shall be irrevocable. Closing shall be conducted within thirty (30) days next following the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) determination of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all fair market value of the Purchase Sites within Leased Property but no later than thirty (30) days next following the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions expiration date of this Section 36Lease.

Right to Purchase. If this Agreement will Sublease shall not have been earlier terminated, or an event of default by Lessee will TowerCo shall not have occurred and be continuing at the date of option exercise or the date fixed for purchase (as such date is specified below), Lessee will TowerCo shall have an option, exercisable no earlier than one hundred eighty (1180) year days and no later than one hundred twenty (120) days prior to the Purchase Option Closing each Site Expiration Outside Date (the "OPTION TRIGGER WINDOWOption Trigger Window") to elect to purchase the right, title and interest of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excludingthen subleased under this Sublease which have the same Site Expiration Outside Date, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject at a purchase price equal to this Agreement for the net aggregate of the Option Purchase Price attributable Amounts and any additional amounts determined pursuant to Section 3(i) hereof for the Purchase applicable Sites (and on the other terms and subject to the conditions specified in this Agreement)herein specified. Lessee TowerCo may exercise such purchase option by submitting to the Option Sellers SBCW in writing an offer to purchase for all of the Purchase such Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and SubleaseWindow. The Option Sellers will applicable Sublessors shall be obligated to sell, and Lessee will TowerCo shall be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing relevant Site Expiration Outside Date. SBCW shall use commercially reasonable efforts to obtain all consents to TowerCo's purchase of Leased Sites pursuant to this Section 35 that may be required by the Ground Leases encumbering such Sites. In the event that SBCW cannot obtain such consents on or prior to the closing date determined pursuant to Section 35(b), then SBCW shall, at TowerCo's option, enter into alternative arrangements mutually acceptable to SBCW and TowerCo which do not violate the terms of the applicable Ground Leases and which provide TowerCo with rights and benefits comparable to those afforded by an assignment. Except as provided in this Section 3635, Lessee will TowerCo shall have no right or option to purchase any the Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36Sublease.

Right to Purchase. If this Agreement will not Unless the Facility Assets shall have been earlier terminated, sold or disposed of pursuant to this Lease or an event Event of default by Lessee will not Loss shall have occurred and be continuing or an Event of Default shall exist at the date time of option exercise giving the notice referred to below or at the date fixed for purchase (as such date is specified below)purchase, Lessee will shall have an the right, at its option, exercisable no earlier to purchase the Facility Assets as the time and at the price as follows: (i) on July 31, 2001, January 31, 2002, or July 31, 2002, for a purchase price equal to the greater of Stipulated Loss Value on such Rent Date and the Fair Market Sale Value of the Facility Assets on such Rent Date, (ii) on January 31, 1997, for a purchase price equal to 112.10784139% of Lessor's Cost, (iii) on the first Rent Date occurring more than one 90 days after Lessee shall have delivered to Lessor and Indenture Trustee an Officer's Certificate in form and substance satisfactory to each of them evidencing in reasonable detail that Burdensome Alterations are required and have not yet been effected (1if such Rent Date is after the fifth anniversary of the Closing Date) year or, if there shall occurred a Burdensome Event, on the first Rent Date occurring more than 90 days after such occurrence, in either case for a purchase price equal to the greater of Stipulated Loss Value on such Rent Date and no later the Fair Market Sale Value of the Facility Assets on such Rent Date, (iv) on the last day of the Basic Term, for a purchase price equal to the Fair Market Sale Value of the Facility Assets, (v) on the last day of the Basic Term, for a purchase price equal to 60.00% of Lessors' Cost or (vi) on the last day of any Renewal Term, for a purchase price qual to the Fair Market Sale Value of the Facility Assets on such date. IN order to exercise any such right, Lessee shall notify each Lessor Party thereof in writing not more than one hundred twenty 12 months nor less than 6 months (12030 days in the case of clause (iii) days above) prior to the Purchase Option Closing Date (date fixed for purchase, which notice shall be irrevocable and shall specify the "OPTION TRIGGER WINDOW") basis for the notice, the option selected and the date purchase is to elect be made. If Lessee shall fail to purchase the rightFacility Assets pursuant to this Section 4.02 at the end of the Term (including any elected Renewal Term), title and interest Lessor shall, subject to Section 4.01, be free to lease or dispose of Lessor and all or any applicable Party comprising Sprint or part of the Facility assets to any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject terms acceptable to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all of the Purchase Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36Owner Participant.

Right to Purchase. Distributor agrees that at any time during the initial term or renewal of this agreement, On-Point will have the right and option to purchase this Distributor Agreement from Editec. If On-Point desires to purchase this Distributor Agreement, it shall deliver to Editec a written notice of intent to exercise its option to purchase. The purchase price to be paid shall be the value of this Agreement will as agreed by Editec and On-Point. If they do not have been earlier terminated, or an event of default by Lessee will not have occurred and be continuing at agree upon a value within thirty (30) days after the date of option exercise or the date fixed for purchase On-Point's written notice of exercise, On-Point may give notice (as such date is specified below), Lessee will have an option, exercisable no earlier than one (1) year and no later than one hundred twenty (120) days prior to the Purchase Option Closing Date (the "OPTION TRIGGER WINDOWAppraisal Notice") to elect Editec of intention to purchase submit the right, title and interest matter to an appraiser for a determination. Within fifteen (15) days from the date of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after delivery of the Effective Date (collectivelyAppraisal Notice, the "OPTION SELLERS"parties shall select a single neutral appraiser. If the parties are unable to agree upon a single neutral appraiser, then within thirty (30) in all (but not less than all) days following delivery of the Purchase Sites Appraisal Notice, each party shall select an appraiser and the two appraisers so selected shall appoint a third appraiser who alone shall determine the value of this Distributor Agreement (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s"appraised value")) then subject to this Agreement for . The decision of the net aggregate Option Purchase Price attributable appraiser as to the Purchase Sites (and on appraised value shall be binding upon the other terms and subject parties. All expenses of appraisal shall be borne pro rata by the respective parties. As soon as the appraised value of this Distributor Agreement has been determined, the appraiser shall give written notice to the conditions specified in this Agreement)parties. Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all of the Purchase Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective EXECUTED as of the Purchase Option Closing Datedates set forth below. Except as provided in this Section 36ON-POINT TECHNOLOGY SYSTEMS, Lessee will have no right or option to purchase any Sites subject to this AgreementINC. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36.By: /s/ Fredxxxxx Xxxxxxxx ----------------------------------- Fredxxxxx Xxxxxxxx, XXO Dated: 2/12/98 DISTRIBUTOR By: /s/ Franx Xxxxx ----------------------------------- Franx Xxxxx, Xxnaging Director Dated: 2/24/98

Right to Purchase. If this Agreement will not Until the date as of which all shares of Series A Preferred Stock shall have been earlier terminated, converted or an event of default by Lessee will not have occurred and shall otherwise cease to be continuing at the date of option exercise or the date fixed for purchase (as such date is specified below), Lessee will have an option, exercisable no earlier than one (1) year and no later than one hundred twenty (120) days prior to the Purchase Option Closing Date (the "OPTION TRIGGER WINDOW") to elect to purchase the right, title and interest of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectivelyoutstanding, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all of the Purchase Sites within the Option Trigger Window Company shall only issue New Securities in accordance with the terms hereof, provided further, Lessee may only exercise such option following terms: (a) The Company shall not issue any New Securities (other than Excluded Securities) unless it first delivers to each Purchaser a written (or oral if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 8.1(f)) notice (the "Notice of its respective Additional Master Leases Proposed Issuance") specifying the type and Sublease. The Option Sellers will be obligated total number of such New Securities that the Company then intends to sell, and Lessee will be obligated to buyissue (the "Offered New Shares"), all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided material terms (or terms then known if pursuant to Section 8.1(f)), including the price upon which the Company proposes to issue the Offered New Shares and stating that the Purchasers shall have the right to purchase the Offered New Shares in the manner specified in this Section 368.1 for the same price per share and in accordance with the same terms and conditions specified in such Notice of Proposed Issuance. (b) During the twenty (20) consecutive day period commencing on the date the Company delivers to all of the Purchasers the Notice of Proposed Issuance (the "Twenty Day Period"), Lessee will the Purchasers shall have no right or the option to purchase a portion of the Offered New Shares at the same price per share and upon the same terms and conditions specified in the Notice of Proposed Issuance. Each Purchaser electing to purchase Offered New Shares must give written notice of its election to the Company prior to the expiration of the Twenty Day Period. (c) Each Purchaser shall have the right to purchase up to that number of the Offered New Shares as shall be equal to the number of the Offered New Shares multiplied by a fraction, the numerator of which shall be the number of outstanding Registrable Securities and shares of Common Stock then issuable upon conversion and exercise of all Purchased Securities and Preferred Stock Derivatives then owned by such Purchaser and the denominator of which shall be the aggregate number of shares of Common Stock Deemed Outstanding. The amount of such Offered New Shares that each Purchaser is entitled to purchase under this Section 8.1(c) shall be referred to as its "Proportionate Share". No Purchaser shall have any Sites subject right of oversubscription. (d) To the extent the Offered New Shares have not been purchased by the Purchasers pursuant to this Agreement. Sprint Collocator acknowledges paragraphs (a)-(c) hereof, then the Company shall have the right, until the expiration of one-hundred eighty (180) consecutive days commencing on its own behalf the first day immediately following the expiration of the Twenty Day Period, to issue the Offered New Shares at not less than, and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and terms no more favorable to the Sites purchaser than the price and terms specified in the Notice of Proposed Issuance. If for any reason the Offered New Shares are subject not issued within such period and at such price and on such terms, the right to issue in accordance with the Notice of Proposed Issuance shall expire and the provisions of this Agreement shall continue to be applicable to the Offered New Shares. (e) Notwithstanding the foregoing, the preemptive rights described in this Article VIII shall not apply with respect to the issuance of (i) any Excluded Securities, (ii) the issuance of any shares pursuant to a transaction registered under the Securities Act at a price greater than the Conversion Price at that time, or (iii) issuance of Common Stock or warrants or options to acquire Common Stock to any Persons (including the stockholders or owners of Persons) as all or part of the consideration paid for the acquisition of ownership interests in, or assets of, such Person. (f) Notwithstanding paragraphs (a), (b) and (c) above, if the New Securities with respect to which preemptive rights are applicable under this Article are to be sold pursuant to (x) a transaction registered under the Securities Act or (y) a transaction pursuant to Rule 144A under the Securities Act yielding the Corporation proceeds of at least $40,000,000 (net of any interest or dividend escrows or similar arrangements), the following shall apply in lieu of Section 36.8.1(b): (i) any Purchaser wishing to exercise such rights must commit to purchase such New Securities and consummate the purchase of such New Securities at the same time and on the same terms as such other purchasers in the offering, (ii) if a Rule 144A offering, such Purchaser must meet the legal qualifications to participate in such offering and (iii) the Company will provide any Purchaser indicating to the Company orally or in writing an interest in participating in such offering with substantially the same information at substantially the same times as provided to the other purchasers in such offering. ARTICLE IX

Right to Purchase. If this Agreement will not have been earlier terminated, or an Provided that no event of default by Lessee will has occurred hereunder and is continuing, and provided that Tenant shall not have occurred and be continuing vacated the Leased Property or subleased the entirety thereof, then at the expiration of the Term of this Lease or any Renewal Term, Tenant shall have the right and option to purchase the Leased Property on and as of the expiration date of the then current term of this Lease (unless Tenant shall have exercised its option exercise or to renew the date fixed term hereof for any then remaining Renewal Term, in which event Tenant shall not have the right to purchase, other than at the end of the next ensuing Renewal Term, and provided that at such time Tenant shall not have exercised an option for any then remaining Renewal Term). In that event if Tenant desires to purchase (as such date is specified below)the Leased Property, Lessee will have an option, exercisable no earlier than one (1) year and no Tenant shall serve notice upon Landlord not later than one hundred twenty eighty (120180) days prior to the Purchase Option Closing Date expiration of the then current Term of this Lease. The purchase price of the Leased Property shall be ninety (90%) percent of the "OPTION TRIGGER WINDOW") appraised fair market value of the Leased Property as a retail bank facility (if and to elect the extent improved as such), or for such other purpose as the Leased Property is then used at the time Tenant notifies Landlord of Tenant’s desire to purchase the rightLeased Property pursuant to this paragraph. Upon Landlord’s receipt of such notice, title the parties shall attempt to agree upon the fair market value of the Property. If the parties shall be unable to agree upon said fair market value, the parties shall employ the appraisal procedure set forth in paragraph 16(a) above, and interest the purchase price shall be set at ninety (90%) percent of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein bythe fair market value, through or under Sprint as so determined by the parties or by acquisition thereof from Sprint fromthe appraisal procedure set forth in paragraph 16(a) above. Once delivered, on and after Tenant’s notice of intent to purchase as aforesaid shall be irrevocable. Closing shall be conducted within thirty (30) days next following the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) determination of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all fair market value of the Purchase Sites within Leased Property but no later than thirty (30) days next following the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and Sublease. The Option Sellers will be obligated to sell, and Lessee will be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing Date. Except as provided in this Section 36, Lessee will have no right or option to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions expiration date of this Section 36.Lease. PID #_______________

Right to Purchase. If this Agreement will Sublease shall not have been earlier terminated, or an event of default by Lessee will TowerCo shall not have occurred and be continuing at the date of option exercise or the date fixed for purchase (as such date is specified below), Lessee will TowerCo shall have an option, exercisable no earlier than one hundred eighty (1180) year days and no later than one hundred twenty (120) days prior to the Purchase Option Closing each Site Expiration Outside Date (the "OPTION TRIGGER WINDOWOption Trigger Window") to elect to purchase the right, title and interest of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectively, the "OPTION SELLERS") in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, SprintSBC's Improvements and any Tower Space Subtenant's Improvements on such Site(s)) then subject subleased under this Sublease which have the same Site Expiration Outside Date, at a purchase price equal to this Agreement for the net aggregate of the Option Purchase Price attributable Amounts and any additional amounts determined pursuant to Section 3(i) hereof for the Purchase applicable Sites (and on the other terms and subject to the conditions specified in this Agreement)herein specified. Lessee TowerCo may exercise such purchase option by submitting to the Option Sellers SBC in writing an offer to purchase for all of the Purchase such Sites within the Option Trigger Window in accordance with the terms hereof, provided further, Lessee may only exercise such option if at or about the same time as the exercise by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option pursuant to Section 36 of its respective Additional Master Leases and SubleaseWindow. The Option Sellers will applicable Sublessors shall be obligated to sell, and Lessee will TowerCo shall be obligated to buy, all such Master Lease Sites at a closing to be effective as of the Purchase Option Closing relevant Site Expiration Outside Date. SBC shall use commercially reasonable efforts to obtain (i) all consents to TowerCo's purchase of Leased Sites pursuant to this Section 62 60 35 that may be required by the Ground Leases encumbering such Sites and a waiver of any right of first refusal or similar provision in any Ground Lease giving the Ground Lessor the right to acquire the Site or Tower in question as a result of the exercise of such right and (ii) all approvals, waivers or releases from any contractual obligation under any colocation agreements, master agreements or other contracts or agreements in existence on the date hereof which would be violated by the transfer of any Site to TowerCo pursuant to this Section 35. In the event that SBC cannot obtain such consents or waivers on or prior to the closing date determined pursuant to Section 35(b), then SBC shall, at TowerCo's option, enter into alternative arrangements mutually acceptable to SBC and TowerCo which do not violate the terms of the applicable Ground Leases or other agreements and which provide TowerCo with rights and benefits comparable to those afforded by an assignment. Except as provided in this Section 3635, Lessee will TowerCo shall have no right or option to purchase any the Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and to the Sites are subject to the provisions of this Section 36Sublease.

Right to Purchase. If Subject to the terms and conditions set out in this Agreement will not section, upon any expiration or early termination of this Agreement, and subject to any requirements of Flexiti’s financing provider(s) and/or securitization participants, Merchant shall have been earlier terminatedthe option to purchase, or an event of default arrange for a third party nominated by Lessee will not have occurred and be continuing at Merchant (the date of option exercise or the date fixed for purchase (as such date is specified below“Nominated Purchaser”), Lessee will have an option, exercisable no earlier than one (1) year and no later than one hundred twenty (120) days prior to the Purchase Option Closing Date (the "OPTION TRIGGER WINDOW") to elect to purchase the right, title and interest Credit Card Accounts of Lessor and any applicable Party comprising Sprint or any other Person holding an interest therein by, through or under Sprint or by acquisition thereof from Sprint from, on and after the Effective Date (collectivelyMerchant Originated Cardholders, the "OPTION SELLERS"associated Credit Card Account receivables, and the books and records and assets and liabilities related to such Credit Card Accounts (the “Portfolio”) in all (but not less than all) of the Purchase Sites (excluding, in all cases, Excluded Purchase Sites, Sprint's Improvements and any Tower Subtenant's Improvements on such Site(s)) then subject to this Agreement for the net aggregate Option Purchase Price attributable to the Purchase Sites (and on the other terms and subject to the conditions specified in this Agreement). Lessee may exercise such purchase option by submitting to the Option Sellers in writing an offer to purchase all of the Purchase Sites within the Option Trigger Window in accordance with the terms hereofset out below in this section (“Purchase Option”). The Purchase Option is exercisable by the Merchant serving written notice (the "Purchase Notice") (i) in the case of expiration of the Term, provided furtherby no later than six (6) months prior to expiration of the Term, Lessee may only exercise such option if at or about and (ii) in the same time as the exercise case of termination by Lessee of its purchase option hereunder, each Additional Master Lease Lessee exercises its respective purchase option notice pursuant to Section 36 of its respective Additional Master Leases and Sublease10, by no later than thirty (30) days after the date on which the termination is effective. The Option Sellers will sale of the Portfolio shall be obligated subject to sellthe negotiation and execution of a purchase and sale agreement (the “Purchase Agreement”) upon terms that are satisfactory to Flexiti and the Merchant or the Nominated Purchaser, as applicable (the “Portfolio Purchaser”). Such Purchase Agreement shall contain terms and Lessee will conditions that are customary in private label credit card portfolio purchase agreements, except as may be obligated otherwise required by either of the prospective parties to buythe Purchase Agreement, all such Master Lease Sites at a closing to be effective as acting reasonably. Flexiti and the Portfolio Purchaser shall negotiate the terms of the Purchase Option Closing DateAgreement in good faith and shall each use commercially reasonable efforts to conclude the negotiation of the Purchase Agreement (including agreeing to end such negotiations if they have not resulted in a final Purchase Agreement) within [***] following the expiration of this Agreement or [***] following early termination of this Agreement, as applicable (the “Purchase Agreement Negotiation Period”). Except as provided Notwithstanding anything to the contrary in this Section 36Agreement, Lessee Flexiti will have no right or option obligation to purchase any Sites subject to this Agreement. Sprint Collocator acknowledges on its own behalf and on behalf of all Persons acquiring an interest in any Site (except for a Sprint Market Assignee who signs a separate collocation agreement with Lessee) that their rights in and sell the Portfolio to the Sites are subject Portfolio Purchaser if the Purchase Agreement is not completed within the Purchase Agreement Negotiation Period, but such period will be extended upon mutual agreement of the parties (each acting reasonably and in good faith) to the provisions of this Section 36extent that negotiations towards a final Purchase Agreement are continuing in good faith among the parties.