Buyer Default. Notwithstanding any provisions of this Agreement to the contrary, if Buyer breaches or defaults under this Agreement, or if Buyer otherwise fails to timely close this transaction for reasons other than any Seller’s default or the failure of any of the express conditions to Buyer’s performance, and if such breach, default and/or failure by Buyer continues and is not fully cured within two (2) business days after written notice from Sellers, then this Agreement shall terminate, and the Earnest Deposit shall be delivered to Sellers as agreed-upon liquidated damages as Sellers’ sole remedy. Sellers and Buyer acknowledge that: # it would be impossible to accurately determine Sellers’ damages in the event of Buyer’s default; # the Earnest Deposit is fair and equitable; and # Sellers expressly waive the right to exercise any and all other rights available at law or in equity. The limitation of damages set forth herein shall not apply to any indemnities, covenants or obligations of Buyer which expressly survive either the termination of this Agreement or Closing, for which Sellers shall be entitled to all rights and remedies available at law or in equity.

Buyer. At the Closing, Buyer will execute and deliver all documents and take all other actions reasonably necessary to affect the purchase of each Property, including:

Buyer Default. Notwithstanding any provisions of this Agreement to the contrary, if Buyer breaches or defaults under this Agreement, or if Buyer otherwise fails to timely close this transaction for reasons other than Seller’s default or the failure of any of the express conditions to Buyer’s performance, and if such breach, default and/or failure by Buyer continues and is not fully cured within two (2) days after written notice from Seller, then this Agreement shall terminate, and the Earnest Deposit shall be delivered to Seller as agreed-upon liquidated damages as Seller’s sole remedy. Seller and Buyer acknowledge that: # it would be impossible to accurately determine Seller’s damages in the event of Buyer’s default; # the Earnest Deposit is fair and equitable; and # Seller expressly waives the right to exercise any and all other rights available at law or in equity. The limitation of damages set forth herein shall not apply to any indemnities, covenants or obligations of Buyer which expressly survive either the termination of this Agreement or Closing, for which Seller shall be entitled to all rights and remedies available at law or in equity.

This Agreement may be terminated by the Sellers prior to the Closing if the Buyer knowingly and willfully takes any action or omits to take any action, or permits any of Buyer’s Related Entities to take any action, which action or omission, to Buyer’s knowledge, would have the effect of causing any of the representations, warranties or covenants of Buyer to be untrue in any material respect as of the date such action is taken or omitted except to the extent that such violation would not result in a Material Adverse Effect, or failed to comply with any obligation or covenant applicable to the Buyer that would cause any Closing Conditions set forth in Section 5.1 not to be satisfied, and such Closing Condition is incapable of being satisfied by the earlier of # the Outside Closing Date and # thirty (30) calendar days after the giving of written notice by the Sellers to the Buyer of such breach or failure; provided, however, that if the Closing does not occur solely as a result of the Buyer’s failure to satisfy its obligation set forth in [Section 5.1(d)], then the Sellers may terminate this Agreement at any time prior to the Outside Closing Date; provided that the Sellers shall not have the right to terminate this Agreement pursuant to this [Section 13.1(a)] if any of the Sellers are then in material breach of any of their covenants or agreements set forth in this Agreement.

Default by Buyer. In the event of a default by Buyer, and if such default is not remedied within ten (10) business days after written notice to Buyer, then Seller shall have the right, upon written notice to Buyer, to terminate this Agreement, and to receive and recover the Initial Deposit, the Additional Deposit and the Extension Deposit, if any, as liquidated and mutually agreed upon damages; and thereafter, the parties shall be relieved from all further obligations hereunder other than Buyer's indemnification obligations under this Agreement and obligations under any provision of this Agreement which, by its terms, is to survive the termination of this Agreement, and Seller shall have no claim against Buyer for specific performance. The remedy provided for herein shall be Seller's exclusive remedy in the event of a default by Buyer.

Buyer. Seller hereby acknowledges that nothing in this agreement will limit or restrict, in any way, Buyer or its affiliate’s ability to purchase or sell Sand, including the negotiation, execution and performance of definitive transaction documents related thereto.

Buyer. Buyer’s obligation to purchase the Properties requires the satisfaction (or waiver by Buyer of any such condition, in its sole discretion) of each of the following:

Buyer Default. Notwithstanding any provisions of this Agreement to the contrary, if Buyer breaches or defaults under this Agreement, or if Buyer otherwise fails to timely close this transaction for reasons other than Seller’s default or the failure of any of the express conditions to Buyer’s performance, and if such breach, default and/or failure by Buyer continues and is not fully cured within two (2) business days after written notice from Seller, then this Agreement shall terminate, and the Earnest Deposit shall be delivered to Seller as agreed-upon liquidated damages as Seller’s sole remedy. Seller and Buyer acknowledge that: # it would be impossible to accurately determine Seller’s damages in the event of Buyer’s default; # the Earnest Deposit is fair and equitable; and # Seller expressly waives the right to exercise any and all other rights available at law or in equity. The limitation of damages set forth herein shall not apply to any indemnities, covenants or obligations of Buyer which expressly survive either the termination of this Agreement or Closing, for which Seller shall be entitled to all rights and remedies available at law or in equity.

Buyer’s Forecast does not constitute Buyer’s commitment to buy. Buyer will issue a “Blanket Purchase Order” to the Seller for a minimum twelve (12) month period, and Seller may adjust quantity and schedule every six (6) months to meet Buyer’s demands.

Buyer. Seller hereby acknowledges that nothing in this agreement will limit or restrict, in any way, Buyer or its affiliate’s ability to purchase or sell Sand, including the negotiation, execution and performance of definitive transaction documents related thereto.