After recording, return to: Tonkon Torp LLP
Exhibit 10.7
After recording, return to:
Xxxxxx Xxxx LLP
1600 Pioneer Tower
000 XX Xxxxx Xxxxxx
Xxxxxxxx, XX 00000
Attn.: Xxxxx X. Xxxxxxxx
TERMINATION OF OPTION AGREEMENT
This Termination of Option Agreement is entered into with respect to the following facts:
A. Greenbrier Leasing Corporation, a Delaware corporation (“Greenbrier”), Xxxx Xxxxx (“Xxxxx”) and Xxxxxxx X. Xxxxxx (“Xxxxxx”) entered into an Option Agreement with Right of First Refusal and Agreement of Purchase and Sale dated June 1, 1994, as amended September 21, 2004 and October 21, 2004 (the “Option Agreement”). A memorandum of the original Option Agreement was recorded in the real property records of Lincoln County, Oregon on July 15, 1994 at Book 285, Page 95.
B. The Option Agreement provided an option for Xxxxx and/or Xxxxxx to purchase the real property located in Lincoln County, Oregon, described on the attached Exhibit A (the “Property”). Xxxxx exercised the option by written notice on May 25, 2004. Xxxxxx did not exercise the option as provided in the Option Agreement, and therefore no longer has any rights or obligations under the Option Agreement. Xxxxxx has executed this instrument solely for purposes of completing the record.
X. Xxxxx died on January 28, 2005. Xxxxxx X. Xxxxxxx and Xxxx Xxxxxxxx (the “Representatives”) were appointed as Personal Representatives of the will and estate of Xxxxx pursuant to Letters Testamentary (Case No. 050290219) dated February 17, 2005, issued by the Circuit Court of Multnomah County, Oregon, and thereby succeeded to Xxxxx’ rights and obligations pursuant to the Option Agreement.
D. Greenbrier and the Representatives desire to terminate the Option Agreement and any rights or obligations thereunder.
NOW, THEREFORE, for valuable consideration the receipt of which is acknowledged, the parties agree as follows:
1. The Option Agreement is terminated and no party shall have any rights or obligations thereunder. Without limiting the generality of the foregoing sentence, this
termination specifically terminates any right or obligation of Xxxxx, the Representatives or the Estate to purchase, and the right or obligation of Greenbrier to sell, the Property.
2. Each of Xxxxxx and the Representatives hereby quitclaims to Greenbrier any and all right, title and interest they may have in and to the Property.
Dated April 20, 2005.
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REPRESENTATIVES: |
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/s/ Xxxxxxx X. Xxxxxx |
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Xxxxxxx X. Xxxxxx, an individual (solely for |
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/s/ Xxxxxx X. Xxxxxxx |
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purposes of completion of the record) |
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Xxxxxx X.
Xxxxxxx, in his capacity as Personal |
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GREENBRIER
LEASING |
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/s/ Xxxx Xxxxxxxx |
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Xxxx Xxxxxxxx, in his capacity as Personal |
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By: |
/s/ Xxxxx X. Xxxxx |
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Representative of the Will and Estate of Xxxx |
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Xxxxx X. Xxxxx |
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Xxxxx |
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STATE OF OREGON |
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COUNTY OF Clackamas |
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This instrument was acknowledged before me this 19th day of April, 2005, by Xxxxx X. Xxxxx, President of Greenbrier Leasing Corporation. |
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/s/ Xxxxxxxx X. Xxxxxxxx |
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Notary Public for the State of Oregon |
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My commission expires: |
May 17, 2008 |
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STATE OF |
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COUNTY OF |
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This instrument was acknowledged before me this 18th day of April, 2005, by Xxxxxx X. Xxxxxxx, in his capacity as Personal Representative of the Will and Estate of Xxxx Xxxxx. |
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/s/ Jordan X. Xxxxxx |
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Notary Public for the State of California |
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My commission expires: |
Sept. 17, 0000 |
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XXXXX XX XXXXXX |
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COUNTY OF Multnomah |
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This instrument was acknowledged before me this 19th day of April, 2005, by Xxxx Xxxxxxxx, in his capacity as Personal Representative of the Will and Estate of Xxxx Xxxxx. |
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/s/ Xxxxx X. Xxxxxxxx |
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Notary Public for the State of Oregon |
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My commission expires: |
Jan. 14, 0000 |
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XXXXX XX XXXXXX |
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COUNTY OF Clackamas |
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This instrument was acknowledged before me this 19th day of April, 2005, by Xxxxxxx X. Xxxxxx. |
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/s/ Xxxxxxxx X. Xxxxxxxx |
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Notary Public for the State of Oregon |
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My commission expires: |
May 17, 2008 |
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