Option Events. (a) Notwithstanding anything to the contrary, if upon the delivery of an Option Notice with respect to any Option Event either (i) (x) an Option Notice (a “Prior Notice”) with respect to any other Option Event (a “Priority Event”) has been delivered in accordance with this Agreement less than ninety (90) days prior to the date of any such subsequent Option Notice, (y) the transactions contemplated by such Prior Notice have not been consummated or completed and (z) the right to consummate and complete such transactions has not expired or been rescinded or (ii) an action for specific performance has been instituted and is pending with respect to such Priority Event, then the delivery of such Prior Notice or the institution of any such action for specific performance shall supersede and void the delivery of any such subsequent Option Notice with respect to any Option Event other than such Priority Event. (b) Any Option Event shall be subject to compliance with any Leases or other agreements affecting the subject Properties (for the avoidance of doubt, including any documents governing any Loan), all Consent Requirements shall be fulfilled prior to the consummation of any such Option Event and the Partner that is the Initiating Partner (in the event of a ROFO Sale), the Initiating Partner (in the event of a Forced Sale) or the Seller (in the event of a Buy-Sell) shall comply with the requirements of the Leases or other agreements affecting the subject Properties or Interests (for the avoidance of doubt, including any documents governing any Loan and including the terms of any Sale Right) that are applicable to such Option Event. Without limiting the generality of the foregoing, if any Sale Right or Consent Requirement is triggered by the delivery of an Option Notice or otherwise by the exercise of an Option Event, then the Partners shall, as applicable, (i) cooperate to comply with the terms of any such Sale Right or (ii) use commercially reasonable efforts to fulfill any such Consent Requirement.
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Sources: Limited Partnership Agreement (LXP Industrial Trust), Limited Partnership Agreement (Lepercq Corporate Income Fund L P)