Common use of Buyer’s Termination Right Clause in Contracts

Buyer’s Termination Right. Buyer shall have the right at any time before the Termination Deadline to terminate this Agreement if, during the course of Buyer’s *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation of the Property, Buyer determines, in its sole discretion, that the Property is not acceptable to Buyer. Buyer may exercise such termination right by delivering written notice of termination to Seller and Escrow Holder (a “Termination Notice”) before the Termination Deadline. Upon the timely delivery of a Termination Notice, (i) Escrow Holder, without the need for any further instructions from either Seller or Buyer, shall automatically and immediately return to Buyer the Deposit (including all interest accrued thereon), (ii) Buyer shall bear all Escrow cancellation charges and similar fees (“Cancellation Charges”), and (iii) this Agreement shall automatically terminate and be of no further force or effect and neither Party shall have any further rights or obligations under this Agreement, except for the Surviving Obligations. If, for any reason whatsoever, Buyer does not exercise such termination right by delivery of the Termination Notice before the Termination Deadline, Buyer shall be deemed to have elected not to terminate this Agreement.

Buyer’s Termination Right. Buyer shall have the right at any time before the Termination Deadline to terminate this Agreement if, during the course of Buyer’s *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation of the Property, Buyer determines, in its sole discretion, that the Property is not acceptable to Buyer. Buyer may exercise such termination right by delivering written notice of termination to Seller and Escrow Holder (a “Termination Notice”) before the Termination Deadline. Upon the timely delivery of a Termination Notice, (i) Escrow Holder, without the *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. need for any further instructions from either Seller or Buyer, shall automatically and immediately return to Buyer the Deposit (including all interest accrued thereon), (ii) Buyer shall bear all Escrow cancellation charges and similar fees (“Cancellation Charges”), and (iii) this Agreement shall automatically terminate and be of no further force or effect and neither Party shall have any further rights or obligations under this Agreement, except for the Surviving Obligations. If, for any reason whatsoever, Buyer does not exercise such termination right by delivery of the Termination Notice before the Termination Deadline, Buyer shall be deemed to have elected not to terminate this Agreement.

Buyer’s Termination Right. Buyer shall have the right at any time before the Termination Deadline to terminate this Agreement if, during the course of Buyer’s *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation of the Property, Buyer determines, in its sole discretion, that the Property is not acceptable to Buyer. Buyer may exercise such termination right by delivering written notice of termination to Seller and Escrow Holder (a “Termination Notice”) before the Termination Deadline. Upon the timely delivery of a Termination Notice, (i) Escrow Holder, without the need for any further instructions from either Seller or Buyer, shall automatically and immediately return to Buyer the Deposit (including all interest accrued thereon), (ii) Buyer shall bear all Escrow cancellation charges and similar fees (“Cancellation Charges”), and (iii) this Agreement shall automatically terminate and be of no further force or effect and neither Party shall have any *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. further rights or obligations under this Agreement, except for the Surviving Obligations. If, for any reason whatsoever, Buyer does not exercise such termination right by delivery of the Termination Notice before the Termination Deadline, Buyer shall be deemed to have elected not to terminate this Agreement.

Buyer’s Termination Right. Buyer shall have the right at any time before during the Termination Deadline period commencing on the Effective Date and ending on the 30th day after the Effective Date (the “Inspection Period”) to terminate this Agreement ifin its sole and absolute discretion; provided, during however, that the course Inspection Period will be extended on a day-for-day basis, up to a maximum of five days, for each day that Seller’s Deliveries have not been delivered or made available to Buyer in accordance with Article III and Buyer shall have the right to extend the Inspection Period for an additional 30 days if Buyer determines in its sole discretion (based upon the advice of Buyer’s *** Confidential treatment has been requested for portions of this exhibitenvironmental consultant) that additional environmental investigation is warranted. The copy filed herewith omits If Buyer fails to deliver a written notice to Seller waiving its termination right hereunder on or before the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation expiration of the PropertyInspection Period, Buyer determines, in its sole discretion, that then (a) Escrow Agent shall return the Property is not acceptable Deposit to Buyer. Buyer may exercise such termination right by delivering written notice of termination , less the Independent Contract Consideration (which Escrow Agent shall deliver to Seller and Escrow Holder (a “Termination Notice”) before the Termination Deadline. Upon the timely delivery of a Termination Notice, (i) Escrow Holder, without the need for any further instructions from either Seller or Buyer, shall automatically and immediately return to Buyer the Deposit (including all interest accrued thereonSeller), (iib) Buyer the parties shall bear all share equally the cancellation charges, if any, of Escrow cancellation charges Agent and similar fees (“Cancellation Charges”)Title Company, and (iiic) this Agreement shall terminate automatically terminate and be of no further force or effect and neither Party party shall have any further rights or obligations hereunder (other than pursuant to any provision hereof which expressly survives the termination of this Agreement). If Buyer delivers written notice waiving its termination right under this AgreementSection 4.3, then the Deposit shall be non-refundable, except for the Surviving Obligations. IfSeller default, failure of any Buyer condition to Closing, or any other provision of this Agreement providing for any reason whatsoever, Buyer does not exercise such termination right by delivery return of the Termination Notice before the Termination Deadline, Buyer shall be deemed Deposit to have elected not to terminate this AgreementBuyer.

Buyer’s Termination Right. Buyer shall have the right at any time before the Termination Deadline to terminate this Agreement if, during the course of Buyer’s *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation of the Property, Buyer determines, in its sole discretion, that the Property is not acceptable to Buyer. Buyer may exercise such termination right by delivering written notice of termination to Seller and Escrow Holder (a “Termination Notice”) before the Termination Deadline. Upon the timely delivery of a Termination Notice, (i) Escrow Holder, without the need for any further instructions from either Seller or Buyer, shall automatically and immediately return to Buyer the Deposit (including all interest accrued thereon), (ii) Buyer shall bear all Escrow cancellation charges and similar fees (“Cancellation Charges”), and (iii) this Agreement shall automatically terminate and be of no further force or effect and neither Party shall have any CONFIDENTIAL TREATMENT REQUESTED *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. further rights or obligations under this Agreement, except for the Surviving Obligations. If, for any reason whatsoever, Buyer does not exercise such termination right by delivery of the Termination Notice before the Termination Deadline, Buyer shall be deemed to have elected not to terminate this Agreement.

Buyer’s Termination Right. Buyer shall have the right at any ------------------------- time on or before the last day of the Due Diligence Period (the "Due --- Diligence Termination Deadline Date") to terminate this Agreement if, during the course of Buyer’s *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation of the Property, if Buyer determines, -------------------------- determines in its sole discretion, and absolute discretion that the Property is not acceptable to Buyer. In the event that Buyer may exercise such termination right by delivering fails to deliver a written notice of termination to Seller and Escrow Holder (a “Termination Notice”) Agent waiving its termination right under this Section 4.1.4 on or before the Due Diligence Termination Deadline. Upon Date and giving notice of Buyer's intention to proceed with the timely delivery acquisition of a Termination Noticethe Property, then (a) Escrow Agent shall return the Deposit to Buyer, (ib) the parties shall equally share the cancellation charges of Escrow Holder, without the need for any further instructions from either Seller or Buyer, shall automatically Agent and immediately return to Buyer the Deposit "Title Company" (including all interest accrued thereonas hereinafter defined), (ii) Buyer shall bear all Escrow cancellation charges and similar fees (“Cancellation Charges”)if any, and (iiic) this Agreement shall automatically terminate and be of no further force or effect and neither Party party shall have any further rights or obligations under hereunder, other than pursuant to any provision hereof which expressly survives the termination of this Agreement, except for . In the Surviving Obligations. If, for any reason whatsoever, event that Buyer does not exercise such delivers a written notice to Seller and Escrow Agent waiving its termination right by delivery hereunder and giving notice of Buyer's intention to proceed with the acquisition of the Termination Notice Property on or before the Due Diligence Termination DeadlineDate, then Buyer shall be deemed to have elected not unconditionally waived its termination right hereunder and this Agreement shall continue in full force and effect, and the Additional Deposit shall be delivered to terminate this Agreementthe Escrow Agent by Buyer in accordance with the provisions of Section 2.1.

Buyer’s Termination Right. Buyer shall have the right at any time before during the Termination Deadline period commencing on the Effective Date and ending on the 30th day after the Effective Date (the “Inspection Period”) to terminate this Agreement if, during the course of Buyer’s *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation of the Property, Buyer determines, in its sole discretionand absolute discretion by written notice to Seller. If Buyer delivers written notice to Seller terminating this Agreement on or before the expiration of the Inspection Period, that then (a) Escrow Agent shall return the Property is not acceptable Deposit to Buyer. Buyer may exercise such termination right by delivering written notice of termination to Seller and Escrow Holder (a “Termination Notice”) before the Termination Deadline. Upon the timely delivery of a Termination Notice, (ib) the parties shall share equally the cancellation charges, if any, of Escrow Holder, without the need for any further instructions from either Seller or Buyer, shall automatically and immediately return to Buyer the Deposit (including all interest accrued thereon), (ii) Buyer shall bear all Escrow cancellation charges and similar fees (“Cancellation Charges”)Agent, and (iiic) this Agreement shall terminate automatically terminate and be of no further force or effect and neither Party party shall have any further rights or obligations hereunder (other than pursuant to any provision hereof which expressly survives the termination of this Agreement). If Buyer fails to deliver written notice to terminate this Agreement under this AgreementSection 4.3 or delivers to Seller written notice affirmatively waiving Buyer’s right to terminate this Agreement under this Section 4.3 (any such waiver notice, the “Inspection Period Termination Waiver Notice”) then the Deposit shall be non-refundable, except for Seller default which is not cured in accordance with the Surviving Obligations. Ifterms of Section 13.1, failure of any Buyer condition to Closing, or any other provision of this Agreement providing for any reason whatsoever, Buyer does not exercise such termination right by delivery return of the Termination Notice before the Termination Deadline, Buyer shall be deemed Deposit to have elected not to terminate this AgreementBuyer.

Buyer’s Termination Right. Buyer shall have the right at any time on or before August 9, 2002 (the "Due Diligence Termination Deadline Date") to terminate this Agreement if, during the course of Buyer’s *** Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. investigation of the Property, if Buyer determines, determines in its sole discretion, and absolute discretion that all or any portion of any of the Property Properties or any other matter pertaining to the transaction contemplated hereby is not acceptable to Buyer. In the event that Buyer may exercise such fails to deliver a written notice to Sellers and Escrow Agent waiving it termination right by delivering written notice of termination to Seller and Escrow Holder hereunder (a “Termination the "Due Diligence Waiver Notice”") on or before the Due Diligence Termination Deadline. Upon the timely delivery of a Termination NoticeDate, then (ia) Escrow Holder, without Agent shall return the need for any further instructions from either Seller or Buyer, shall automatically and immediately return Deposit to Buyer the Deposit (including all interest accrued thereon), (ii) Buyer shall bear all Escrow cancellation charges and similar fees (“Cancellation Charges”), and (iiib) this Agreement shall automatically terminate and be of no further force or effect and neither Party party shall have any further rights or obligations under hereunder, other than pursuant to any provision hereof which expressly survives the termination of this Agreement, except for the Surviving Obligations. If, for any reason whatsoever, Upon termination by Buyer does not exercise such termination right by delivery of the Termination Notice before the Termination Deadlineas provided herein, Buyer shall be deemed return to Sellers all Property Documents and other documents, materials, and other items obtained by Buyer in its review of the Properties and, at Sellers' request, copies of all environmental reports, engineering and structural reports, surveys and other items prepared by or for Buyer (other than to the extent covered by any attorney-client or work product privilege). The delivery of all such documents, materials and items to Sellers is a condition to the return of the Deposit to Buyer. If Buyer does provide the Due Diligence Waiver Notice to Sellers and Escrow Agent on or prior to the Due Diligence Termination Date, Buyer shall have elected not no right to thereafter terminate this AgreementAgreement on the basis of its due diligence review or any matter or state of facts which existed on the Due Diligence Termination Date (except to the extent expressly provided in Section 4.2.2 hereof).