Common use of Requirement for Property Transfer or Optional Property Transfer and Interest Transfer Clause in Contracts

Requirement for Property Transfer or Optional Property Transfer and Interest Transfer. Either (i) the Property Transfer or (ii) both the Optional Property Transfer and the Interest Transfer, shall be completed within two hundred seventy (270) days after the Advance Date, and the EAT Pledge shall be terminated upon the Property Transfer or the Interest Transfer, as applicable, but in no event later than two hundred seventy (270) days after the Advance Date. If Exchange Borrower proceeds with the option set forth in clause (ii) of the immediately preceding sentence, the Optional Property Transfer may be made at any time after the Advance Date and prior to the Interest Transfer. Without limiting the generality of the foregoing or any other provision of this Agreement, concurrently with the closing of the Property Transfer or the Interest Transfer (following the Optional Property Transfer), as applicable, Borrower shall cause to be recorded with the Official Records of San Diego County, California instruments of termination which shall: (a) cause the termination of the “Memorandum of Lease” and the “Memorandum of Call and Put Option Agreement” that were recorded in connection with the “reverse” exchange in which Borrower acquired the Property, and (b) be in form and substance reasonably satisfactory to Lender. Borrower shall deliver evidence of the satisfaction of the foregoing to Lender and, if requested by Lender, shall deliver a current title report for the Property confirming such removal. If neither the Property Transfer nor both the Optional Property Transfer and the Interest Transfer are completed within two hundred seventy (270) days after the Advance Date, or if the EAT Pledge is not terminated by the deadline specified above, such failure shall constitute an Event of Default hereunder, without a cure period. Borrower shall pay all costs and expenses incurred by Lender in connection with the Property Transfer, the Optional Property Transfer and/or the Interest Transfer, as applicable, including title insurance premiums, documentation costs and reasonable attorneys’ fees.