After recording, return to: Tonkon Torp LLP

Exhibit 10.7

 

After recording, return to:

▇▇▇▇▇▇ ▇▇▇▇ LLP

1600 Pioneer Tower

▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇

▇▇▇▇▇▇▇▇, ▇▇  ▇▇▇▇▇

Attn.:  ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇

 

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”), ▇▇▇▇ ▇▇▇▇▇ (“▇▇▇▇▇”) and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ (“▇▇▇▇▇▇”) 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 ▇▇▇▇▇ and/or ▇▇▇▇▇▇ to purchase the real property located in Lincoln County, Oregon, described on the attached Exhibit A (the “Property”).  ▇▇▇▇▇ exercised the option by written notice on May 25, 2004.  ▇▇▇▇▇▇ did not exercise the option as provided in the Option Agreement, and therefore no longer has any rights or obligations under the Option Agreement.  ▇▇▇▇▇▇ has executed this instrument solely for purposes of completing the record.

 

▇.            ▇▇▇▇▇ died on January 28, 2005.  ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇▇▇ (the “Representatives”) were appointed as Personal Representatives of the will and estate of ▇▇▇▇▇ pursuant to Letters Testamentary (Case No. 050290219) dated February 17, 2005, issued by the Circuit Court of Multnomah County, Oregon, and thereby succeeded to ▇▇▇▇▇’ 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 ▇▇▇▇▇, the Representatives or the Estate to purchase, and the right or obligation of Greenbrier to sell, the Property.

 

2.             Each of ▇▇▇▇▇▇ 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.

 

					REPRESENTATIVES:
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, an individual (solely for					/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
purposes of completion of the record)					▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, in his capacity as Personal Representative of the Will and Estate of ▇▇▇▇ ▇▇▇▇▇
GREENBRIER LEASING CORPORATION:
					/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
					▇▇▇▇ ▇▇▇▇▇▇▇▇, in his capacity as Personal
By:	/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇				Representative of the Will and Estate of ▇▇▇▇
	▇▇▇▇▇ ▇. ▇▇▇▇▇ President				▇▇▇▇▇

 

STATE OF OREGON	)
	)     ss.
COUNTY OF Clackamas	)
This instrument was acknowledged before me this  19th day of April, 2005, by ▇▇▇▇▇ ▇. ▇▇▇▇▇, President of Greenbrier Leasing Corporation.
		/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
		Notary Public for the State of Oregon
		My commission expires:	May 17, 2008

 

STATE OF	)
	)     ss.
COUNTY OF	)
This instrument was acknowledged before me this 18th day of April, 2005, by ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, in his capacity as Personal Representative of the Will and Estate of ▇▇▇▇ ▇▇▇▇▇.
		/s/ Jordan ▇. ▇▇▇▇▇▇
		Notary Public for the State of California
		My commission expires:	Sept. 17, ▇▇▇▇

 

 

▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇	)
	)     ss.
COUNTY OF Multnomah	)
This instrument was acknowledged before me this  19th day of April, 2005, by ▇▇▇▇ ▇▇▇▇▇▇▇▇, in his capacity as Personal Representative of the Will and Estate of ▇▇▇▇ ▇▇▇▇▇.
		/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
		Notary Public for the State of Oregon
		My commission expires:	Jan. 14, ▇▇▇▇

 

 

▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇	)
	)     ss.
COUNTY OF Clackamas	)
This instrument was acknowledged before me this 19th day of April, 2005, by ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇.
		/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
		Notary Public for the State of Oregon
		My commission expires:	May 17, 2008