Common use of Non-Exercise Clause in Contracts

Non-Exercise. In the event that Contributor does not (a) timely exercise his Right of First Refusal with respect to any Notice of Offer or (b) the closing of the sale of the Offered Property does not occur by the First Refusal Closing Date, the Partnership may sell the Offered Property covered by the subject Offer to the subject Offeror in accordance with such Offer. Should the Partnership and such Offeror thereafter amend or modify in any material respect the economic or financial terms of the Offer presented to Contributor, or enter into a contract or contract amendment that materially changes the economic or financial terms of the Offer presented to Contributor, then such modified or amended Offer or contract, as the case may be, shall constitute a new Offer hereunder and Contributor's Right of First Refusal shall apply thereto, obligating the Partnership to present such new Offer to Contributor and entitling Contributor the right to exercise the Right of First Refusal as to such new Offer in the manner hereinbefore provided. Any contract as described in this Section 11 entered into by the Partnership and any Offeror shall be expressly subject to this right. In the event of any sale to an Offeror in accordance with the requirements of this clause (c), upon the closing of such purchase, this Right of First Refusal shall be deemed to automatically expire with respect to the Offered Property and Contributor shall execute and deliver to the Partnership an instrument releasing and quitclaiming any and all interest Contributor would otherwise have under this Section to the purchaser of the Offered Property.

Non-Exercise. In the event that Contributor Tenant does not (a) timely exercise his its Right of First Refusal Offer with respect to any Notice of Offer or Offer, Landlord shall have six (b6) the closing of the sale of the Offered Property does not occur by the First Refusal Closing Date, the Partnership may sell months to market the Offered Property covered by the subject Offer to any third party who is willing to purchase the subject Offeror Offered Property in accordance with such Offer. If no contract is executed within said six (6) month period, Tenant’s Right of First Offer with respect to the Offered Property shall be reinstated. Should the Partnership and such Offeror thereafter amend or modify in any material respect Landlord materially change the economic or financial terms of the Offer presented to ContributorTenant, or enter into a contract or contract amendment that which materially changes the economic or financial terms of the Offer presented to ContributorTenant, then such modified or amended Offer or contract, as the case may be, shall constitute a new Offer hereunder and Contributor's Tenant’s Right of First Refusal Offer shall apply thereto, obligating the Partnership Landlord to present such new Offer to Contributor Tenant and entitling Contributor Tenant the right to exercise the Right of First Refusal Offer as to such new Offer in the manner hereinbefore provided. Any contract as described For the purposes of this Paragraph 35.C., a “material” change in this Section 11 entered into by the Partnership and any Offeror economic terms of the Offer shall be expressly subject mean a change in the total economic terms of the Offer of greater than or equal to this right3%. In the event of any sale to an Offeror a third party in accordance with the requirements of this clause (c)Paragraph 35, upon the closing of such purchase, purchase this Right of First Refusal Offer shall be deemed to automatically expire with respect to the Offered Property and Contributor Tenant, at Landlord’s request, shall promptly execute and deliver to the Partnership Landlord an instrument releasing and quitclaiming any and all interest Contributor Tenant would otherwise have under this Section Paragraph 35 to the purchaser of the Offered Property.

Non-Exercise. In the event that Contributor Tenant does not (a) timely exercise his its ------------ Right of First Refusal Offer with respect to any Notice of Offer or Offer, Landlord shall have six (b6) the closing of the sale of the Offered Property does not occur by the First Refusal Closing Date, the Partnership may sell months to market the Offered Property covered by the subject Offer to any third party who is willing to purchase the subject Offeror Offered Property in accordance with such Offer. If no contract is executed within said six (6) month period, Tenant's Right of First Offer with respect to the Offered Property shall be reinstated. Should the Partnership and such Offeror thereafter amend or modify in any material respect Landlord materially change the economic or financial terms of the Offer presented to ContributorTenant, or enter into a contract or contract amendment that which materially changes the economic or financial terms of the Offer presented to ContributorTenant, then such modified or amended Offer or contract, as the case may be, shall constitute a new Offer hereunder and ContributorTenant's Right of First Refusal Offer shall apply thereto, obligating the Partnership Landlord to present such new Offer to Contributor Tenant and entitling Contributor Tenant the right to exercise the Right of First Refusal Offer as to such new Offer in the manner hereinbefore provided. Any contract as described For the purposes of this Paragraph 35.C., a "material" change in this Section 11 entered into by the Partnership and any Offeror economic terms of the Offer shall be expressly subject mean a change in the total economic terms of the Offer of greater than or equal to this right3%. In the event of any sale to an Offeror a third party in accordance with the requirements of this clause (c)Paragraph 35, upon the closing of such purchase, purchase this Right of First Refusal Offer shall be deemed to automatically expire with respect to the Offered Property and Contributor Tenant, at Landlord's request, shall promptly execute and deliver to the Partnership Landlord an instrument releasing and quitclaiming any and all interest Contributor Tenant would otherwise have under this Section Paragraph 35 to the purchaser of the Offered Property.