Performance Based Termination Event Clause Samples

Performance Based Termination Event. (i) If, as of the end of any calendar quarter, the Net Operating Income of the Fountains Properties, taken as whole, for the two (2) consecutive quarterly periods ending on the last day of such calendar quarter, is less than the Minimum Required NOI for such period, then the same shall constitute a “Performance Based Termination Event”. (ii) Upon the occurrence of a Performance Based Termination Event, the NorthStar Member may, in its sole and absolute discretion, provide written notice thereof to the Administrative Member (the “PBTE Notice”). Within thirty (30) days following receipt of a PBTE Notice, the Administrative Member shall have the right to cure such Performance Based Termination Event, but not more than three (3) times in the aggregate during the term of the Venture, by (A) providing written notice to the NorthStar Member (the “PBTE Cure Notice”) that it is electing to cure such Performance Based Termination Event and (B) causing its Affiliated member in the Operating Venture to remit to the Operating Venture an amount equal to the difference between (y) the Minimum Required NOI for such applicable period less (z) the actual Net Operating Income for such applicable period (such payment, a “PBTE Cure Payment”). Failure to send timely a PBTE Cure Notice or to remit timely a PBTE Cure Payment within such thirty (30) day period shall be deemed an irrevocable election by the Administrative Member not to cure such Performance Based Termination Event. For the avoidance of doubt, a Removal Event which results from the occurrence of a Performance Based Termination Event shall not, in and of itself, constitute a Promote Loss Event hereunder. (iii) If, during the course of any Fiscal Year during the term of the Venture, one or more (but less than all) of the Fountains Properties is sold or the Master Lease Agreement is otherwise terminated with respect to one or more of the Master Lease Properties, then the actual Net Operating Income of such Fountains Property as well as the budgeted Net Operating Income of such Fountains Property set forth in the applicable Approved Business Plan and Budget for the calendar quarter in which such sale closes or such termination occurs (and all subsequent calendar quarters occurring within such Fiscal Year) shall not be included in determining Minimum NOI or actual Net Operating Income for purposes of determining whether a Performance Based Termination Event has occurred from and after the closing of such sale or the occu...