Common use of Operating Agreements Clause in Contracts

Operating Agreements. Prior to the expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or prior to Closing or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closing. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior to the expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior to fifteen (15) days prior to the expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's ’s obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the date which is fifteen (15) days prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior On or before ten (10) days prior to the expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which those Operating Agreements that are assignable by Seller which Purchaser will assume at Closing and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the date which is ten (10) days prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior Following the Effective Date and prior to the expiration of the Inspection -------------------- Contingency Period, Purchaser will designate in Seller shall have the right to enter into any amendment or renewal of an Operating Agreement or any new Operating Agreement respecting the Properties (as applicable, each a written notice to Seller which “New Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at ClosingAgreement Document”); provided, however, that Seller shall concurrently provide an executed copy of such New Operating Agreement Document to Buyer for its review during the Contingency Period as part of Buyer’s due diligence respecting the Property; and provided further that if Buyer has not be obligated to terminate, and Purchaser shall assume Seller's obligations arising from and after Closing under, all disapproved of any such New Operating Agreements which cannot be terminated by Seller effective as of or Agreement Document prior to Closing the expiration of the Contingency Period or which can be terminated by Seller only upon payment three (3) Business Days after receipt of a feeNew Operating Agreement Document, premiumwhichever is later, penalty or other form of early termination compensation. Taking into account any credits or prorations such New Operating Agreement Document shall be deemed approved, subject to be made Buyer’s rights pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from Section 3.3 hereof. From and after the Closing Date under those expiration of the Contingency Period, any New Operating Agreements Agreement Document which Purchaser has designated will not Seller wishes to execute shall be terminated or which cannot be terminated by Seller effective as of or submitted to Buyer prior to Closingexecution by Seller. Seller, without cost Buyer shall have three (3) Business Days after its receipt thereof to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Propertynotify Seller in writing of either its approval or disapproval thereof. If Purchaser Buyer informs Seller within such three (3) Business Day period that Buyer does not approve such New Operating Agreement Document, which approval may be given or withheld in Buyer’s sole discretion, then this Agreement shall continue in full force and effect and Seller shall not enter into such New Operating Agreement Document. If Buyer fails to notify Seller in writing on of its approval or prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closingdisapproval within such three (3) Business Day period set forth above, Purchaser then Buyer shall be deemed to have elected to assume all approved of such New Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at ClosingAgreement Document.

Operating Agreements. Prior At least thirty (30) days prior to the expiration of the Inspection -------------------- PeriodClosing, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's ’s obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or at least thirty (30) days prior to the expiration of the Inspection Period Closing of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior to the expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's ’s obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date (or the Extension Closing Date, if applicable) under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior to the On or before expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's ’s obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior Provided that Seller has provided to Purchase a list of Operating Agreements prior to the date which is twenty (20) days prior to the expiration of the Inspection -------------------- Period, then prior to fifteen (15) days prior to the expiration of the Inspection Period, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's ’s obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the date which is fifteen (15) days prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior On or before ten (10) days prior to the expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which those Operating Agreements that are assignable by Seller which Purchaser will assume at Closing and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's ’s obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the date which is ten (10) days prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing.

Operating Agreements. Prior Ten (10) days prior to the expiration of the Inspection -------------------- Period, Purchaser will designate in a written notice to Seller which Operating Agreements Purchaser will assume and which Operating Agreements will be terminated by Seller at Closing; provided, however, that Seller shall not be obligated to terminate, and Purchaser shall assume Seller's ’s obligations arising from and after Closing under, all Operating Agreements which cannot be terminated by Seller effective as of or upon no more than thirty (30) days prior to Closing notice or which can be terminated by Seller only upon payment of a fee, premium, penalty or other form of early termination compensation. Taking into account any credits or prorations to be made pursuant to Article 5 hereof for payments coming due after Closing but accruing prior to Closing, Purchaser will assume the obligations arising from and after the Closing Date under those Operating Agreements which Purchaser has designated will not be terminated or which cannot be terminated by Seller effective as of or prior to Closingterminated. Seller, without cost to Purchaser, shall terminate at Closing all Operating Agreements that are not so assumed, to the extent any relates to the Property. If Purchaser fails to notify Seller in writing on or prior to the date which is fifteen (15) days prior to the expiration of the Inspection Period of any Operating Agreements that Purchaser does not desire to assume at Closing, Purchaser shall be deemed to have elected to assume all such Operating Agreements and to have waived its right to require Seller to terminate such Operating Agreements at Closing. Notwithstanding anything to the contrary contained herein, Seller shall terminate at Closing, and Purchaser shall not assume, any property management agreements relating to the Property.