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RO~1224 IM~~E182~ ~ UEEU 12EC~RQs
~Q~~423 PAGE ~52
Paea~npi~ 1, Z
. 3
. PABT I-ACQUISITION AERANGFEMENTS
~ 1. AoQvmrrioa os L~assan Fss~
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The Compsny agrees to ac;qnire, to the eztent it ehall not already
have done sq the Leased Premisea, enbjeat to any or all of the mattera
set forth with respeat to each Leased Parcel in Appendia A. $nbjeat
to the provisions of Paragraphs 3 and 4 and npon the terms and condi-
tiona hereinafter apeci.fied, the Company ag?ree8 to sell to Propertiee,
and Properties agreea to pnrchase from the Company, the Leaaed Prem- ~
iaes. The amonnt of the purchase price to be paid by Properties j.o
the Company for the Leased Premisee ahall be the aggregate of the
initial pnrchase prices set forth in ~ppendig C for each of the Leased
Parcels (herein called in the case of each Leased Parcel the Initial
` Pnrchase Price" for such Leased Parcel), snch amonnts to be paid to
~ the Company bp the Escrow Agent as provided in Paragraph 2(b).
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` 2. $si,s exn Drsro~srriox oF Psoasa,na or No~rss; Escsow Fvxn.
~ (a) Saie of Notea. Pro rties eea i to observe and rf
, Pe a8'i' ~ ) pe orm
~ all the obligations to be observed and performed by it nnder the Note
~ Pnrchase Agreements, (u) neither to ta~e, cause to be taken, participate
in nor initiate, any action, nor to sign any inatrnment nor to enter into
any agreement of any nature whatsoever, that might ressonably be the
basis for any Purchaser refnsing pursnant to a Note Pnrchase Agree- `
ment to purchase the Notes it is committed to pnrchase therennder,
~ (iii) to take whatever action may reasonably be reqnired of it in order
~ to insnre (A) that the representations and warrantiea of Properties
~ contained in the r~ote Purchase ~greements remain accnrate and correct
~ , until the last Closing (as defined in the respective Note Pnrchase Agree-
~ mentR) has been completed, (B) the performance by it of, or compliance
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k by it with, all conditious contuined in the Note Pnrchase Agreementa
~ ~ to the Pnrchasers' obligations to pnrchase Notea at such Closing, and
~ (C) that it remnins a corporation dnly organized, validly e~sting and
~ in good standing under the laws of Delaware so long aa it ahall be
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~ the lessor under this Lease, (iv) that all moneys received from the
~ ~ ~ale of the Notas and all rentals Paid by tbe Company and all other '
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g a' k 311 ~M~~1440
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