Common use of Termination During Due Diligence Period Clause in Contracts

Termination During Due Diligence Period. If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period, that the Real Property is unacceptable for Buyer's purposes, Buyer shall have the right to terminate this Agreement by giving to Seller notice of termination ("TERMINATION NOTICE") before the expiration of the Due Diligence Period, in which event the Transaction Deposit shall be immediately refunded to Buyer, the Performance Deposit shall be remitted to Seller, Buyer shall immediately return all Property Information to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations hereunder. If Buyer fails to deliver a Termination Notice to Seller and Escrow Holder on or before the expiration of the Due Diligence Period, then Buyer shall be deemed to be satisfied with all aspects of all the Real Property, including, without limitation, the condition and suitability of all the Real Property for Buyer's intended use, and Buyer shall be obligated to acquire the Real Property in accordance with the provisions of this Agreement. Buyer's delivery of a Termination Notice to Seller with respect to the Real Property shall constitute Buyer's election to terminate this Agreement with respect to the Real Property as provided above in this SECTION 4.3.3.

Termination During Due Diligence Period. If Buyer reasonably determines, in its sole discretion, before the expiration of the Due Diligence Period, (i) that the Real Property is unacceptable Purchased Assets are not in satisfactory condition for Buyer's purposesthe continued use by Buyer of the Facility as a licensed nursing home or (ii) that all necessary governmental licenses and approvals cannot be obtained by Buyer for the continued use of the Facility by Buyer as a licensed nursing home, Buyer shall have the right to terminate this Agreement by giving to Seller notice of termination ("TERMINATION NOTICE") on or before the expiration date of the Due Diligence Period, in which event the Transaction Deposit shall be immediately refunded to Buyer, the Performance Deposit shall be remitted to Seller, Buyer shall immediately return all Property Information to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations hereunder. If Buyer fails to deliver a Termination Notice to Seller and Escrow Holder on or before the expiration date of the Due Diligence Period, then Buyer shall be deemed to be satisfied with all aspects of all the Real PropertyPurchased Assets, including, without limitation, the condition and suitability of all the Real Property for Buyer's intended useProperty, and Buyer shall be obligated to acquire Seller's interest in the Real Property Purchased Assets in accordance with the provisions of this Agreement. Buyer's delivery of a Termination Notice to Seller with respect to the Real Property shall constitute Buyer's election to terminate this Agreement with respect to the Real Property Purchased Assets as provided above in this SECTION Section 4.3.3.

Termination During Due Diligence Period. If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period, that the Real Property is unacceptable for Buyer's ’s purposes, Buyer shall have the right to terminate this Agreement by giving to Seller notice of termination ("TERMINATION NOTICE"“Termination Notice”) before the expiration of the Due Diligence Period, in which event the Transaction Deposit shall be immediately refunded to Buyer, the Performance Deposit shall be remitted to Seller, Buyer shall immediately return all Property Information to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations hereunder. If Buyer fails to deliver a Termination Notice to Seller and Escrow Holder on or before the expiration of the Due Diligence Period, then Buyer shall be deemed to be satisfied with all aspects of all the Real Property, including, without limitation, the condition and suitability of all the Real Property for Buyer's ’s intended use, and Buyer shall be obligated to acquire the Real Property in accordance with the provisions of this Agreement but subject to the conditions and provisions of this Agreement. Buyer's ’s delivery of a Termination Notice to Seller with respect to the Real Property shall constitute Buyer's ’s election to terminate this Agreement with respect to the Real Property as provided above in this SECTION Section 4.3.3.

Termination During Due Diligence Period. If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period, that the Real Property is unacceptable for Buyer's ’s purposes, Buyer shall have the right to terminate this Agreement by giving to Seller notice of termination ("TERMINATION NOTICE"“Termination Notice”) before the expiration of the Due Diligence Period, in which event the Transaction Deposit Escrow Holder shall be immediately refunded to Buyer, remit the Performance Deposit shall be remitted to Seller, Buyer shall immediately return all Property Information to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations hereunder. If Buyer fails to deliver a Termination Notice to Seller and Escrow Holder on or before the expiration of the Due Diligence Period, then Buyer shall shall, subject to the express provisions contained elsewhere in this Agreement, be deemed to be satisfied with all aspects of all the Real Property, including, without limitation, the condition and suitability of all the Real Property for Buyer's ’s intended use, and Buyer shall be obligated to acquire the Real Property in accordance with the provisions of this Agreement. Buyer's ’s delivery of a Termination Notice to Seller with respect to the Real Property shall constitute Buyer's ’s election to terminate this Agreement with respect to the Real Property as provided above in this SECTION Section 4.3.3.

Termination During Due Diligence Period. If Buyer determines, in its sole discretion, before prior to the expiration of the Due Diligence Period, that the Real Property is unacceptable for Buyer's ’s purposes, Buyer shall have the right to terminate this Agreement by giving to Seller a notice of termination ("TERMINATION NOTICE"“Termination Notice”) to Seller before the expiration of the Due Diligence PeriodPeriod and prior to Buyer’s exercising the Option, in which event the Transaction Deposit Option Payment shall be immediately refunded to Buyer, the Performance Deposit shall be remitted to retained by Seller, Buyer shall immediately return all Property Information to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations obligation hereunder. If Buyer fails to deliver a Termination timely delivers the Option Notice to Seller and Escrow Holder on or before the expiration of the Due Diligence Period, then Buyer shall be deemed to be satisfied with all aspects of all the Real Property, including, without limitation, the condition and suitability of all the Real Property for Buyer's ’s intended use, and Buyer shall be obligated to acquire the Real Property in accordance with the provisions of this Agreement. Buyer's ’s delivery of a Termination Notice to Seller with respect Seller, or Buyer’s failure to the Real Property timely deliver an Option Notice to Seller, shall constitute Buyer's ’s election to terminate this Agreement with respect to the Real Property as provided above in this SECTION Section 4.3.3.

Termination During Due Diligence Period. If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period, that the Real Property is unacceptable for Buyer's purposes, Buyer shall have the right to terminate this Agreement by giving to Seller notice of termination ("TERMINATION NOTICETermination Notice") before the expiration of the Due Diligence Period, in which event the Transaction Deposit shall be immediately refunded to Buyer, the Performance Deposit shall be remitted to Seller, Buyer shall immediately return all Property Information to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations hereunder. If Buyer fails to deliver a Termination Notice to Seller and Escrow Holder on or before the expiration of the Due Diligence Period, then Buyer shall be deemed to be satisfied with all aspects of all the Real Property, including, without limitation, the condition and suitability of all the Real Property for Buyer's intended use, and Buyer shall be obligated to acquire the Real Property in accordance with the provisions of this AgreementAgreement (but subject to the provisions of Section 7 hereof). Buyer's delivery of a Termination Notice to Seller with respect to the Real Property shall constitute Buyer's election to terminate this Agreement with respect to the Real Property as provided above in this SECTION Section 4.3.3.

Termination During Due Diligence Period. If Buyer determines, in its sole discretion, before the expiration of the Due Diligence Period or the Extended Due Diligence Period, as appropriate, that the Real Property is unacceptable for Buyer's ’s purposes, then Buyer shall have the right to terminate this Agreement by giving to Escrow Agent and Seller notice of termination ("TERMINATION NOTICE"“Termination Notice”) on or before the expiration of the relevant Due Diligence Period, in which event the Transaction Initial Deposit and the Extension Deposit (if previously tendered to Escrow Agent) shall be immediately refunded returned to Buyer, the Performance Deposit shall be remitted to Seller, Buyer shall immediately return all Property Information Information, if any, to Seller and, except for those provisions of this Agreement which expressly survive the termination of this Agreement, the parties hereto shall have no further obligations hereunder. If Buyer fails to deliver a Termination Notice to Seller and Escrow Holder and Seller on or before the expiration of the relevant Due Diligence Period, then Buyer shall be deemed to be satisfied with all aspects of all the Real Property, including, without limitation, the condition and suitability of all the Real Property for Buyer's ’s intended use, and Buyer shall be obligated to acquire the Real Property in accordance with the provisions of this Agreement. Buyer's ’s delivery (or deemed delivery) of a Termination Notice to Seller Escrow Holder with respect to the Real Property shall constitute Buyer's ’s election to terminate this Agreement with respect to the Real Property as provided above in this SECTION 4.3.3.Paragraph 6.D.