Common use of Property Approval Period Clause in Contracts

Property Approval Period. Between the Effective Date and 5:00 p.m. (Pacific Time) on the Contingency Date (the “Property Approval Period”), Purchaser shall have the right to review and investigate the Property and the items set forth in Sections 5.1 and 5.2 above (collectively, the “Due Diligence Items”). Purchaser, in Purchaser’s sole and absolute discretion, may determine whether or not the Property is acceptable to Purchaser within the Property Approval Period. If Purchaser determines not to proceed with the purchase of the Property in accordance with 19 this Agreement, then Purchaser shall, prior to 5:00 p.m. (Pacific Time) on the Contingency Date, deliver a Termination Notice to Seller. Notwithstanding the provisions of Section 14.1, any Termination Notice from Purchaser to Seller shall be deemed delivered upon Seller sending such Termination Notice via email to Seller’s representatives, Xxxxx XxXxxxx and Xxxxxxxx Xxxxxx, at the following email addresses, respectively, without regard to any acknowledgement of receipt: xxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx@xxxxxxxxxx.xxx, with a record that such email has been delivered. If Purchaser does not timely deliver a Termination Notice, Purchaser shall be deemed to have approved the matters described in Sections 5.1 and 5.2 above and elected to waive its right to terminate this Agreement pursuant to Section 5.4, which determination shall be made by Purchaser in its sole and absolute discretion. If Purchaser delivers a Termination Notice pursuant to the foregoing, this Agreement shall automatically terminate, Purchaser shall pay any cancellation fees or charges of Title Company, and except for Termination Surviving Obligations, the parties shall have no further rights or obligations to one another under this Agreement.

Property Approval Period. Between Through the Effective Date and 5:00 p.m. (Pacific Time) on earlier of Closing or the Contingency Date (the “Property Approval Period”)termination of this Agreement, Purchaser shall have the right to review and investigate the Property and the items set forth in Sections 5.1 and 5.2 above (collectively, the “‘Due Diligence Items”’). PurchaserNotwithstanding anything to the contrary provided in this Agreement, in Purchaser’s sole and absolute discretion, may determine whether or not the Property is acceptable to Purchaser within hereby acknowledges that the Property Approval Period. If Period has expired with respect to the Oak Park Property (as defined in Section 10.11 hereof), but Purchaser determines not shall have the right to proceed with terminate this Agreement prior to the purchase expiration of the Property Approval Period with respect to the Champions Property (as defined in accordance with 19 Section 10.13) as provided below in this Section 5.4. Furthermore, notwithstanding anything to the contrary provided in this Agreement, then (i) Purchaser shalland the Licensee Parties shall have the right to conduct a Phase II environmental site assessment (the ‘Phase II’) with respect to the Champions Property, prior to 5:00 p.m. and (Pacific Timeii) on unless required by federal, state or local law or ordinance, or unless requested in writing by Seller, Purchaser shall not disclose the Contingency Date, deliver a Termination Notice results of the Phase II to Seller. Notwithstanding the provisions of Section 14.1, any Termination Notice from Purchaser to Seller shall be deemed delivered upon Seller sending such Termination Notice via email to Seller’s representatives, Xxxxx XxXxxxx acknowledges and Xxxxxxxx Xxxxxx, at the following email addresses, respectively, without regard to any acknowledgement of receipt: xxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx@xxxxxxxxxx.xxx, with a record agrees that such email has been delivered. If Purchaser does not timely deliver a Termination Notice, Purchaser shall be deemed to have approved the matters described in Sections 5.1 and 5.2 above and elected to waive its no right to terminate this Agreement pursuant to this Section 5.4, which determination shall be made by 5.4 unless Purchaser is not satisfied with the results of the final Phase II for any reason or no reason in its sole and absolute discretiondiscretion during the Property Approval Period. If Accordingly, Purchaser delivers a Termination Notice may terminate this Agreement pursuant to the foregoingprevious sentence by delivering written notice thereof to Seller and the Title Company no later than the expiration of the Property Approval Period, this Agreement and Title Company shall automatically terminatereturn to Purchaser the Xxxxxxx Money Deposit pursuant to the terms of Section 4.6 hereof. Following such termination, Purchaser shall pay any cancellation fees or charges of Title Company, and except for the Termination Surviving Obligations, the parties shall have no further rights or obligations to one another under this Agreement. If Purchaser fails to terminate this Agreement pursuant to this Section 5.4, Purchaser shall be deemed to have waived its right to terminate this Agreement as provided in this Section 5.4. If Purchaser elects to terminate this Agreement pursuant to this Section 5.4, the Other Property Agreements shall also terminate in accordance with Section 10.11 hereof.”

Property Approval Period. Between Through the Effective Date and 5:00 p.m. (Pacific Time) on earlier of Closing or the Contingency Date (the “Property Approval Period”)termination of this Agreement, Purchaser shall have the right to review and investigate the Property and the items set forth in Sections 5.1 and 5.2 above (collectively, the “Due Diligence Items”). Purchaser, Notwithstanding anything to the contrary provided in Purchaser’s sole and absolute discretion, may determine whether or not the Property is acceptable to Purchaser within the Property Approval Period. If Purchaser determines not to proceed with the purchase of the Property in accordance with 19 this Agreement, then (i) Purchaser shalland the Licensee Parties shall have the right to conduct a Phase II environmental site assessment (each, prior a “Phase II”) with respect to 5:00 p.m. (Pacific Timex) on the Contingency DateXxxxx Plains Exchange Real Property and the Xxxxx Plains Exchange Improvements and (y) the Xxxxxxxx Bridge Commons Real Property and the Xxxxxxxx Bridge Commons Improvements and (ii) unless required by federal, deliver a Termination Notice state or local law or ordinance, or unless requested in writing by Seller, Purchaser shall not disclose the results of the Phase II to Seller. Notwithstanding the provisions of Section 14.1, any Termination Notice from Purchaser to Seller shall be deemed delivered upon Seller sending such Termination Notice via email to Seller’s representatives, Xxxxx XxXxxxx acknowledges and Xxxxxxxx Xxxxxx, at the following email addresses, respectively, without regard to any acknowledgement of receipt: xxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx@xxxxxxxxxx.xxx, with a record agrees that such email has been delivered. If Purchaser does not timely deliver a Termination Notice, Purchaser shall be deemed to have approved the matters described in Sections 5.1 and 5.2 above and elected to waive its no right to terminate this Agreement pursuant to this Section 5.4, which determination shall be made by 5.4 unless Purchaser is not satisfied with the results of either or both of the final Phase IIs for any reason or no reason in its sole and absolute discretiondiscretion during the Property Approval Period. If Accordingly, Purchaser delivers a Termination Notice may terminate this Agreement pursuant to the foregoingprevious sentence by delivering written notice thereof to Seller and the Title Company no later than the expiration of the Property Approval Period, this Agreement and Title Company shall automatically terminatereturn to Purchaser the Xxxxxxx Money Deposit pursuant to the terms of Section 4.6 hereof. Following such termination, Purchaser shall pay any cancellation fees or charges of Title Company, and except for the Termination Surviving Obligations, the parties shall have no further rights or obligations to one another under this Agreement. If Purchaser fails to terminate this Agreement pursuant to this Section 5.4, Purchaser shall be deemed to have waived its right to terminate this Agreement as provided in this Section 5.4. If Purchaser elects to -18- terminate this Agreement pursuant to this Section 5.4, the Other Property Agreements shall also terminate in accordance with Section 10.11 hereof.

Property Approval Period. Between Through the Effective Date and 5:00 p.m. (Pacific Time) on earlier of Closing or the Contingency Date (the “Property Approval Period”)termination of this Agreement, Purchaser shall have the right to review and investigate the Property and the items set forth in Sections 5.1 and 5.2 above (collectively, the “Due Diligence Items”). Purchaser, Notwithstanding anything to the contrary provided in Purchaser’s sole and absolute discretion, may determine whether or not the Property is acceptable to Purchaser within the Property Approval Period. If Purchaser determines not to proceed with the purchase of the Property in accordance with 19 this Agreement, then (i) Purchaser shalland the Licensee Parties shall have the right to conduct a Phase II environmental site assessment (each, prior a “Phase II”) with respect to 5:00 p.m. (Pacific Timex) on the Contingency DateXxxxx Plains Exchange Real Property and the Xxxxx Plains Exchange Improvements and (y) the Xxxxxxxx Bridge Commons Real Property and the Xxxxxxxx Bridge Commons Improvements and (ii) unless required by federal, deliver a Termination Notice state or local law or ordinance, or unless requested in writing by Seller, Purchaser shall not disclose the results of the Phase II to Seller. Notwithstanding the provisions of Section 14.1, any Termination Notice from Purchaser to Seller shall be deemed delivered upon Seller sending such Termination Notice via email to Seller’s representatives, Xxxxx XxXxxxx acknowledges and Xxxxxxxx Xxxxxx, at the following email addresses, respectively, without regard to any acknowledgement of receipt: xxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx@xxxxxxxxxx.xxx, with a record agrees that such email has been delivered. If Purchaser does not timely deliver a Termination Notice, Purchaser shall be deemed to have approved the matters described in Sections 5.1 and 5.2 above and elected to waive its no right to terminate this Agreement pursuant to this Section 5.4, which determination shall be made by 5.4 unless Purchaser is not satisfied with the results of either or both of the final Phase IIs for any reason or no reason in its sole and absolute discretiondiscretion during the Property Approval Period. If Accordingly, Purchaser delivers a Termination Notice may terminate this Agreement pursuant to the foregoingprevious sentence by delivering written notice thereof to Seller and the Title Company no later than the expiration of the Property Approval Period, this Agreement and Title Company shall automatically terminatereturn to Purchaser the Xxxxxxx Money Deposit pursuant to the terms of Section 4.6 hereof. Following such termination, Purchaser shall pay any cancellation fees or charges of Title Company, and except for the Termination Surviving Obligations, the parties shall have no further rights or obligations to one another under this Agreement. If Purchaser fails to terminate this Agreement pursuant to this Section 5.4, Purchaser shall be deemed to have waived its right to terminate this Agreement as provided in this Section 5.4. If Purchaser elects to terminate this Agreement pursuant to this Section 5.4, the Other Property Agreements shall also terminate in accordance with Section 10.11 hereof.

Property Approval Period. Between the Effective Date November 20, 2013 and 5:00 p.m. (Pacific Timetime) on the Contingency Date (the “Property Approval Period”), Purchaser shall have the right to review and investigate the Property and the items set forth in Sections 5.1 and 5.2 above (collectively, the “Due Diligence Items”). Purchaser, in Purchaser’s sole and absolute discretion, may determine whether or not the Property is acceptable to Purchaser within the Property Approval Period. If Purchaser determines not to proceed with the purchase of the Property in accordance with 19 this Agreement, then Purchaser shall, prior to 5:00 p.m. (Pacific Timetime) on the Contingency Date, deliver a Termination Notice to Seller. Notwithstanding the provisions of Section 14.1, any Termination Notice from either (a) notify Seller in writing (an “Approval Notice”) that Purchaser to Seller shall be deemed delivered upon Seller sending such Termination Notice via email to Seller’s representatives, Xxxxx XxXxxxx and Xxxxxxxx Xxxxxx, at the following email addresses, respectively, without regard to any acknowledgement of receipt: xxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx@xxxxxxxxxx.xxx, with a record that such email has been delivered. If Purchaser does not timely deliver a Termination Notice, Purchaser shall be deemed to have approved the matters described in Sections 5.1 and 5.2 above and elected to waive its right to terminate this Agreement pursuant to Section 5.4above, which determination shall be made by Purchaser in its sole and absolute discretion, or (b) notify Seller in writing (a “Termination Notice”) that Purchaser elects, in its sole and absolute discretion, to terminate this Agreement pursuant to this Section 5.4. If Purchaser delivers fails to timely deliver either an Approval Notice or a Termination Notice pursuant to the foregoing, Purchaser shall be deemed to have elected to terminate this Agreement shall automatically terminate, pursuant to this Section 5.4. Purchaser shall pay any cancellation fees or charges of Title Company, and except for Termination Surviving ObligationsPurchaser’s indemnity and confidentiality obligations under this Agreement which expressly survive termination of this Agreement, the parties shall have no further rights or obligations to one another under this Agreement.

Property Approval Period. Between the Effective Date and 5:00 p.m. (Pacific TimeEastern time) on the Contingency Date (the “Property Approval Period”), Purchaser shall have the right to review and investigate the Property and the items set forth in Sections 5.1 and 5.2 above (collectively, the “Due Diligence Items”). Purchaser, in Purchaser’s sole and absolute discretion, may determine whether or not the Property is acceptable to Purchaser within the Property Approval Period. If Purchaser determines not to proceed with the purchase of the Property in accordance with 19 this Agreement, then Purchaser shall, prior to 5:00 p.m. (Pacific TimeEastern time) on the Contingency Date, deliver a Termination Notice (a) notify Seller in writing (an “Approval Notice”) that Purchaser has determined to Seller. Notwithstanding proceed with the provisions purchase of Section 14.1, any Termination Notice from Purchaser to Seller shall be deemed delivered upon Seller sending such Termination Notice via email to Seller’s representatives, Xxxxx XxXxxxx and Xxxxxxxx Xxxxxx, at the following email addresses, respectively, without regard to any acknowledgement of receipt: xxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx@xxxxxxxxxx.xxx, with a record that such email has been delivered. If Purchaser does not timely deliver a Termination Notice, Purchaser shall be deemed to have approved the matters described in Sections 5.1 and 5.2 above and elected to waive its right to terminate this Agreement pursuant to Section 5.4Property, which determination shall be made by Purchaser in its sole and absolute discretion, and (b) deposit with the Title Company, in immediately available federal funds, the sum of Ten Million and No/100 Dollars ($10,000,000.00) which shall be held in escrow by the Title Company pursuant to the terms of this Agreement and become a part of the Xxxxxxx Money Deposit. If Purchaser delivers a Termination fails to timely deliver an Approval Notice pursuant to the foregoing, or if Purchaser fails to timely deliver the additional Ten Million and No/100 Dollars ($10,000,000.00) Xxxxxxx Money Deposit pursuant to the foregoing, this Agreement shall automatically terminate, whereupon neither Purchaser nor Seller shall have any further rights or obligations hereunder (except for Termination Surviving Obligations) and the Xxxxxxx Money Deposit shall be returned by the Title Company to Purchaser in accordance with the provisions of Section 4.6. Purchaser shall pay any cancellation fees or charges of Title Company, and except for Termination Surviving Obligations, which expressly survive termination of this Agreement, the parties shall have no further rights or obligations to one another under this Agreement.

Property Approval Period. Between the Effective Date and 5:00 p.m. (Pacific Timetime) on the Contingency Date (the “Property Approval Period”), Purchaser shall have the right to review and investigate the Property Properties and the items set forth in Sections 5.1 and 5.2 above (collectively, the “Due Diligence Items”). Purchaser, in Purchaser’s sole and absolute discretion, may determine whether or not the Property is Common Interest, the Target, the Owners, the Properties and the terms of the proposed R&W Insurance Policy are acceptable to Purchaser within the Property Approval Period. If Purchaser determines not to proceed with the purchase of the Property Common Interest in accordance with 19 this Agreement, then Purchaser shall, prior to 5:00 p.m. (Pacific Timetime) on the Contingency Date, deliver a Termination Notice to Seller. Notwithstanding the provisions of Section 14.1, any Termination Notice from notify Seller in writing (an “Approval Notice”) that Purchaser to Seller shall be deemed delivered upon Seller sending such Termination Notice via email to Seller’s representatives, Xxxxx XxXxxxx and Xxxxxxxx Xxxxxx, at the following email addresses, respectively, without regard to any acknowledgement of receipt: xxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx@xxxxxxxxxx.xxx, with a record that such email has been delivered. If Purchaser does not timely deliver a Termination Notice, Purchaser shall be deemed to have approved the matters described in Sections 5.1 and 5.2 above and elected to waive its right to terminate this Agreement pursuant to Section 5.4above, which determination shall be made by Purchaser in its sole and absolute discretion. If Purchaser delivers a Termination fails to timely deliver an Approval Notice pursuant to the foregoing, or otherwise elects prior to the expiration of the Property Approval Period not to proceed for any reason or no reason, this Agreement shall automatically terminate, . Purchaser shall pay any cancellation fees or charges of Title Company, the Title Company shall promptly refund the Xxxxxxx Money Deposit to Purchaser, and except for Termination Surviving Obligations, which expressly survive termination of this Agreement, the parties shall thereafter have no further rights or obligations to one another under this Agreement. Notwithstanding anything to the contrary contained herein, including, without limitation, any references to the Property Approval Period and the Contingency Date, Purchaser acknowledges and agrees that as of the Effective Date, the Property Approval Period and the Contingency Date have expired and occurred, as applicable, and Purchaser’s execution of this Agreement shall be deemed to constitute Purchaser’s delivery of the Approval Notice referenced hereinabove for purposes of this Agreement and a waiver of any right to terminate this Agreement pursuant to this Section 5.4.