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which may be required by Escrow Holder in order to close such escrow. <br />69.6. Payment. The Purchase Price shall be paid in cash upon the Close of Purchase Option <br />Escrow (as defined below). <br />69.7. Closine. The close of the Purchase Option Escrow for the purchase and sale of the <br />Premises shall occur on or before the date which is thirty (30) days ("Scheduled Closing <br />Date") after the date of delivery of the Notice of Exercise by Lessee to Lessor (the "Close <br />of Purchase Option Escrow" or "Closing"). For purposes hereof, the Close of Purchase <br />Option Escrow (and Closing) shall be the date on which the Grant Deed conveying the <br />Premises to Lessee is recorded. <br />a) If, following Lessee's timely and proper exercise of the Purchase Option, the <br />Closing fails to occur as a result of Lessor's breach or default and if Lessor <br />should remain in default in any material respect in the performance of any of <br />Lessor's obligations under the Lease with respect to the sale of the Premises after <br />the fifth (5th) Business Day following the delivery by Lessee to Lessor of written <br />notice of such default, Lessee shall be entitled, as its sole and exclusive remedy <br />for any such default, to elect any one of the following remedies (so long as title <br />to the Premises has not been further encumbered involuntarily or by or with the <br />consent of Lessor, and Lessor elects not to remove such encumbrance on or prior <br />to Closing): (i) terminate its Purchase Option and receive the return of the <br />Deposit, and, thereafter, the parties shall have no further rights or obligations <br />hereunder except that if applicable, the Lease shall continue thereafter in full <br />force and effect, or for obligations which expressly survive the tennination of the <br />Purchase Option; or (ii) bring and pursue an action for specific performance of <br />the Purchase Option; or (iii) waive the default and proceed to close the <br />transaction contemplated herein. As a condition precedent to Lessee exercising <br />any right it may have to bring an action for specific performance hereunder, <br />Lessee must commence such an action within thirty (30) days after the <br />occurrence of Lessor's default. Lessee agrees that its failure to timely commence <br />such an action for specific performance within such thirty (30) day period shall <br />be deemed a waiver by it of its right to commence an action for specific <br />performance as well as a waiver by it of any right it may have to file or record a <br />notice of lis pendens or notice of pendency of action or similar notice against the <br />Premises. <br />b) If, following Lessee's timely and proper exercise of the Purchase Option, the <br />Closing fails to occur as a result of Lessee's breach or default, and if Lessee <br />should remain in default in any material respect in the performance of any of <br />Lessee's obligations with respect to the purchase of the Premises after the fifth <br />(5th) Business Day following the delivery by Lessor to Lessee of written notice <br />Of such default, THEN AND IN SUCH EVENT, NOTWITHSTANDING <br />ANYTHING HEREIN TO THE CONTRARY, LESSEE AND LESSOR <br />AGREE THAT LESSOR WILL INCUR DAMAGES BY REASON OF SUCH <br />DEFAULT BY LESSEE, WHICH DAMAGES SHALL BE IMPRACTICAL <br />AND EXTREMELY DIFFICULT, IF NOT IMPOSSIBLE, TO ASCERTAIN. <br />LESSEE AND LESSOR. IN A REASONABLE EFFORT TO ASCERTAIN <br />WHAT LESSOR'S DAMAGES WOULD BE 1N THE EVENT OF SUCH <br />DEFAULT BY LESSEE HAVE AGREED BY PLACING THEIR INITIALS <br />BELOW THAT THE AMOUNT OF THE DEPOSIT SHALL BE DEEMED TO <br />LI <br />12311947.1 /4 S 5a 1-00004 <br />