Common use of Exxxxxx Money Clause in Contracts

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two percent (2%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s notice, and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s notice, and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(cclause (c), the acquiring Member Tenant in Common shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member Tenant in Common is entitled to receive for its Interest under this Section 15.1Exhibit E, which amount shall be applied to the purchase price at closing. If the acquiring Member Tenant in Common should thereafter fail to consummate the transaction for any reason other than a default by the selling Member Tenant in Common or a refusal by any lender of with respect to the Company (or any Subsidiary of the Company) Property who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling MemberTenant in Common, free of all claims of the acquiring MemberTenant in Common, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member Tenant in Common because of a default by the acquiring Member Tenant in Common or (B) the selling Member Tenant in Common may, by delivering to the acquiring Member Tenant in Common written notice thereof, elect to buy the acquiring Member’s Tenant in Common's entire Interest for an amount equal to the amount the acquiring Member Tenant in Common would have been entitled to receive if the Company Tenants in Common had sold all of its assets the Property for the Valuation Amount and the Company Tenants in Common had immediately paid all Company Property level liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members Tenants in satisfaction of their Interests Common pursuant to Section 13.33, in which case, the Closing Date therefor shall be the date specified in the selling Member’s Tenant in Common's notice, and (ii) if the acquiring Member Tenant in Common was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member Tenant in Common to buy the selling Member’s Tenant in Common's Interest shall be twenty percent (20%) of the amount the selling Member Tenant in Common is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c)the delivery of the Offeree Notice or, if the Offeree does not timely provide the Offeree Notice, within five (5) business days after the expiration of the Response Period, as applicable, the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable an exxxxxx money deposit in the amount of two percent (2%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1Valuation Amount, which amount shall be applied to the purchase price at closing. Such exxxxxx money deposit will be non-refundable, except as expressly provided in this Section 15.1. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member applicable Owner or as a refusal by any lender result of a damage or destruction as provided in Section 15.1(e)(ii) below, or as a result of the Company (or failure of any Subsidiary of the Companyapplicable condition to closing set forth in Section 15.1(f) who has a right under its loan documents to consent to such transfer to so consentbelow, then (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereofthereof no later than thirty (30) days after such failure, elect to buy purchase the acquiring Member’s entire Interest Buy-Sell Property for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets the Buy-Sell Property for the Valuation Amount and the Company had immediately paid all liabilities of the Company liabilities and the Owner related to the Buy-Sell Property and Imputed Closing Costs and distributed the net proceeds Capital Proceeds of the sale to the Members pursuant to Section 6.1(c) of this Agreement in satisfaction of their Interests pursuant to Section 13.3interests in the Buy-Sell Property, in which case, the Closing Date therefor shall be the date specified in the selling Member’s notice (which date shall not be more than ninety (90) days after the date of such notice), and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s Interest any Buy-Sell Property shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest any such Buy-Sell Property in connection with any such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s notice, and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c15.l(c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two percent (2%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s 's entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s 's notice, and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s 's Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c15.l(c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s 's entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s 's notice, and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s 's Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(cclause (c), the acquiring Member Tenant in Common shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member Tenant in Common is entitled to receive for its Interest under this Section 15.1Exhibit E, which amount shall be applied to the purchase price at closing. If the acquiring Member Tenant in Common should thereafter fail to consummate the transaction for any reason other than a default by the selling Member Tenant in Common or a refusal by any lender of with respect to the Company (or any Subsidiary of the Company) Property who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling MemberTenant in Common, free of all claims of the acquiring MemberTenant in Common, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member Tenant in Common because of a default by the acquiring Member Tenant in Common or (B) the selling Member Tenant in Common may, by delivering to the acquiring Member Tenant in Common written notice thereof, elect to buy the acquiring MemberTenant in Common’s entire Interest for an amount equal to the amount the acquiring Member Tenant in Common would have been entitled to receive if the Company Tenants in Common had sold all of its assets the Property for the Valuation Amount and the Company Tenants in Common had immediately paid all Company Property level liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members Tenants in satisfaction of their Interests Common pursuant to Section 13.33, in which case, the Closing Date therefor shall be the date specified in the selling MemberTenant in Common’s notice, and (ii) if the acquiring Member Tenant in Common was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member Tenant in Common to buy the selling MemberTenant in Common’s Interest shall be twenty percent (20%) of the amount the selling Member Tenant in Common is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c15.l (c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two percent (2%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s 's entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s 's notice, and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s 's Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c), the acquiring Member Members shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member is Members are entitled to receive for its their Interest under this Section 15.1, which amount shall be applied to the purchase price for such Interest at closing. If the acquiring Member Members should thereafter fail to consummate the transaction for any reason other than a default by the selling Member Members or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling MemberMembers (on a pro rata basis), free of all claims of the acquiring MemberMembers, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member Members because of a default by the acquiring Member Members or (B) the selling Member Members may, by delivering to the acquiring Member Members written notice thereof, elect to buy the acquiring Member’s Members’ entire Interest for an amount equal to the amount the acquiring Member Members would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s Members’ notice, and (ii) if the acquiring Member was the Members were an Offeror, the non-refundable exxxxxx money deposit for any future election by the such acquiring Member Members to buy the selling Member’s Members’ Interest shall be twenty percent (20%) of the amount the selling Member is Members are entitled to receive for its their respective Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s notice, and (ii) if the acquiring Member was the Offeror, the non-non- refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.

Exxxxxx Money. Within five (5) business days after an election has been made or deemed made under Section 15.1(c14.1(c), the acquiring Member shall deposit with a mutually acceptable third-party escrow agent a non-refundable exxxxxx money deposit in the amount of two five percent (25%) of the amount the selling Member is entitled to receive for its Interest under this Section 15.114.1, which amount shall be applied to the purchase price at closing. If the acquiring Member should thereafter fail to consummate the transaction for any reason other than a default by the selling Member or a refusal by any lender of the Company (or any Subsidiary of the Company) who has a right under its loan documents to consent to such transfer to so consent, (i) (A) the exxxxxx money deposit shall be distributed from escrow to the selling Member, free of all claims of the acquiring Member, as liquidated damages and constituting the sole and exclusive remedy available to the selling Member because of a default by the acquiring Member or (B) the selling Member may, by delivering to the acquiring Member written notice thereof, elect to buy the acquiring Member’s 's entire Interest for an amount equal to the amount the acquiring Member would have been entitled to receive if the Company had sold all of its assets for the Valuation Amount and the Company had immediately paid all Company liabilities and Imputed Closing Costs and distributed the net proceeds of the sale to the Members in satisfaction of their Interests pursuant to Section 13.312.3, in which case, the Closing Date therefor shall be the date specified in the selling Member’s 's notice, and (ii) if the acquiring Member was the Offeror, the non-refundable exxxxxx money deposit for any future election by the acquiring Member to buy the selling Member’s 's Interest shall be twenty percent (20%) of the amount the selling Member is entitled to receive for its Interest in connection with such future election.