Common use of Termination During Inspection Period Clause in Contracts

Termination During Inspection Period. 4.6.1 For any reason or no reason in Purchaser’s sole discretion, Purchaser will have the right to terminate this Agreement by written notice to Seller given on or before the expiration of the Inspection Period. Upon any such termination of this Agreement, neither party will have any further obligations under this Agreement except those obligations that survive the termination of this Agreement. If Purchaser terminates this Agreement pursuant to this Section 4.6.1, then the Initial Xxxxxxx Money will be returned to Purchaser. If Purchaser does not terminate this Agreement pursuant to this Section 4.6.1, Purchaser will be obligated to close on the transaction contemplated herein, except as provided in Section 3.2 or elsewhere in this Agreement. 4.6.2 Notwithstanding anything to the contrary set forth in Section 4.6.1 above or elsewhere in this Agreement, Seller and Purchaser acknowledge that simultaneously with the entering into of this Agreement, affiliates of Seller and Purchaser are entering into certain Purchase and Sale Agreements for the real property and improvements commonly known as Windermere Preparatory School located in Windermere, Orange County, Florida and The Village School located in Houston, Texas (together “Additional Purchase Contracts”). In accordance therewith, it is the intention of Seller and Purchaser that Purchaser shall have the right to either (a) proceed under both this Agreement and the Additional Purchase Contracts or (b) terminate both this Agreement and the Additional Purchase Contracts. It follows that if Purchaser terminates this Agreement pursuant to Section 4.6.1, it shall be deemed to have also terminated the Other Purchase Contracts under the corresponding sections (without prejudice to any rights of the purchasers thereunder) and accordingly, if Purchaser does not terminate this Agreement pursuant to Section 4.6.1, it shall be obligated to close on the transactions contemplated under the Other Purchase Contracts (without prejudice to any rights of the purchasers thereunder).

Termination During Inspection Period. 4.6.1 For any reason If Purchaser determines, in its sole and absolute discretion, or no reason in for title or survey matters after the Inspection Period has been extended, before the expiration of the Inspection Period that the Property is unacceptable for Purchaser’s sole discretionpurposes, Purchaser will shall have the right to terminate this Agreement Contract by giving to Seller written notice to Seller given on or of termination (the “Termination Notice”) before the expiration of the Inspection Period, returning the Property Information to Seller and, upon the written request of Seller, delivering to Seller the Purchaser’s Reports. Upon any such termination For purposes of this AgreementContract, “Purchaser’s Reports” shall mean the final third party reports delivered to Purchaser in connection with its due diligence during the Inspection Period; provided, however, the furnishing of copies of Purchaser’s Reports shall be without any representation or warranty, express or implied, as to the accuracy, completeness or any other matter regarding such reports nor shall Seller have any right to rely on same without the written consent of the preparer of such Purchaser’s Reports. Provided Purchaser is not in default hereunder, Seller shall authorize the Escrow Agent to refund Six Hundred Thousand Dollars ($600,000) of the Xxxxxxx Money to Purchaser, or One Million Dollars ($1,000,000) if the cause for termination is a condition outlined in Paragraphs 2.4, 2.8, 4.3, 4.4 or 4.6, and neither party will shall have any further rights or obligations under this Agreement hereunder except for those obligations that provisions which survive the termination of this Agreement. If Purchaser terminates this Agreement pursuant to this Section 4.6.1, then the Initial Xxxxxxx Money will be returned to PurchaserContract. If Purchaser does not terminate give a Termination Notice, this Agreement pursuant to this Section 4.6.1Contract shall continue in full force and effect, Purchaser will be obligated to close on the transaction contemplated herein, except as provided in Section 3.2 or elsewhere in this Agreement. 4.6.2 Notwithstanding anything to the contrary set forth in Section 4.6.1 above or elsewhere in this Agreement, Seller and Purchaser acknowledge that simultaneously with the entering into of this Agreement, affiliates of Seller and Purchaser are entering into certain Purchase and Sale Agreements for the real property and improvements commonly known as Windermere Preparatory School located in Windermere, Orange County, Florida and The Village School located in Houston, Texas (together “Additional Purchase Contracts”). In accordance therewith, it is the intention of Seller and Purchaser that Purchaser shall have the right to either (a) proceed under both this Agreement and the Additional Purchase Contracts or (b) terminate both this Agreement and the Additional Purchase Contracts. It follows that if Purchaser terminates this Agreement pursuant to Section 4.6.1, it shall be deemed to have also terminated the Other Purchase Contracts under the corresponding sections (without prejudice waived its right to any rights of the purchasers thereunder) and accordingly, if Purchaser does not terminate this Agreement Contract pursuant to Section 4.6.1, it shall be obligated to close on the transactions contemplated under the Other Purchase Contracts (without prejudice to any rights of the purchasers thereunder)this Paragraph 2.5.

Termination During Inspection Period. 4.6.1 For any reason or no reason in Purchaser’s sole discretion, Purchaser will have the right to terminate this Agreement by written notice to Seller given on or before the expiration of the Inspection Period. Upon any such termination of this Agreement, neither party will have any further obligations under this Agreement except those obligations that survive the termination of this Agreement. If Purchaser terminates this Agreement pursuant to this Section 4.6.1, then the Initial Xxxxxxx Money will be returned to Purchaser. If Purchaser is entitled to a return of the Xxxxxxx Money under this Agreement, then the Title Company shall deliver One Hundred Dollars ($100.00) of the Xxxxxxx Money to Seller as good and sufficient independent consideration for entering into this Agreement. In addition, Seller acknowledges that Purchaser, in performing its due diligence investigation of the Property, will incur expenses, and that Purchaser’s expenses also constitute good, valuable and sufficient consideration for this Agreement. If Purchaser does not terminate this Agreement pursuant to this Section 4.6.1, Purchaser will be obligated to close on the transaction contemplated herein, except as provided in Section 3.2 or elsewhere in this Agreement. 4.6.2 Notwithstanding anything to the contrary set forth in Section 4.6.1 above or elsewhere in this Agreement, Seller and Purchaser acknowledge that simultaneously with the entering into of this Agreement, affiliates of Seller and Purchaser are entering into certain Purchase and Sale Agreements for the real property and improvements commonly known as North Broward Preparatory School located in Coconut Creek, Florida and Windermere Preparatory School located in Windermere, Orange County, Florida and The Village School located in Houston(together, Texas (together “the “ Additional Purchase Contracts”). In accordance therewith, it is the intention of Seller and Purchaser that Purchaser shall have the right to either (a) proceed under both this Agreement and the Additional Purchase Contracts or (b) terminate both this Agreement and the Additional Purchase Contracts. It follows that if Purchaser terminates this Agreement pursuant to Section 4.6.1, it shall be deemed to have also terminated the Other Purchase Contracts under the corresponding sections (without prejudice to any rights of the purchasers thereunder) and accordingly, if Purchaser does not terminate this Agreement pursuant to Section 4.6.1, it shall be obligated to close on the transactions contemplated under the Other Purchase Contracts (without prejudice to any rights of the purchasers thereunder).

Termination During Inspection Period. 4.6.1 For any reason or no reason in Purchaser’s sole discretion, Purchaser will have the right to terminate this Agreement by written notice to Seller given on or before the expiration of the Inspection Period. Upon any such termination of this Agreement, neither party will have any further obligations under this Agreement except those obligations that survive the termination of this Agreement. If Purchaser terminates this Agreement pursuant to this Section 4.6.1, then the Initial Xxxxxxx Money will be returned to Purchaser. If Purchaser does not terminate this Agreement pursuant to this Section 4.6.1, Purchaser will be obligated to close on the transaction contemplated herein, except as provided in Section 3.2 or elsewhere in this Agreement. 4.6.2 Notwithstanding anything to the contrary set forth in Section 4.6.1 above or elsewhere in this Agreement, Seller and Purchaser acknowledge that simultaneously with the entering into of this Agreement, affiliates of Seller and Purchaser are entering into certain Purchase and Sale Agreements for the real property and improvements commonly known as Windermere North Broward Preparatory School located in Windermere, Orange CountyCoconut Creek, Florida and The Village School located in Houston, Texas (together the “Additional Purchase Contracts”). In accordance therewith, it is the intention of Seller and Purchaser that Purchaser shall have the right to either (a) proceed under both this Agreement and the Additional Purchase Contracts or (b) terminate both this Agreement and the Additional Purchase Contracts. It follows that if Purchaser terminates this Agreement pursuant to Section 4.6.1, it shall be deemed to have also terminated the Other Purchase Contracts under the corresponding sections (without prejudice to any rights of the purchasers thereunder) and accordingly, if Purchaser does not terminate this Agreement pursuant to Section 4.6.1, it shall be obligated to close on the transactions contemplated under the Other Purchase Contracts (without prejudice to any rights of the purchasers thereunder).