Common use of Purchase of the Property Clause in Contracts

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties subject to this Master Lease (the "Purchase Option") at a price equal to the aggregate Property Balances of the relevant Properties on the date of such purchase (the "Purchase Option Price"). The Lessee's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent not less than thirty (30) days prior to such purchase, specifying the date of such purchase; (ii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative Agent's receipt of all amounts due in connection therewith, the Agent Certificate Holder shall cause Lessor Trust to transfer to the Lessee or its designees all of the Lessor Trust's right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder the Lease Balance on the date specified in the Purchase Notice.

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all (but not less than all) of the Properties subject to this Master Lease (the "Purchase Option") Property at a price (the “PURCHASE PRICE”) equal to the aggregate Property Balances of the relevant Properties Cost outstanding on the date of such purchase purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the "Purchase Option Price"Operative Documents (all such amounts, in the aggregate, the “Property Balance”). The Lessee's ’s exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (ia) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent Lessor not less than thirty forty-five (3045) days prior to such purchase, specifying the date of such purchase;; and (iib) the Lessee shall not have delivered given notice of its intention to exercise the Remarketing Option (or, if deliveredsuch notice has been given, shall not have failed to rescind) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default same shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheldbeen irrevocably rescinded). If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent's receipt Agent (as assignee of the Lessor) of all amounts due in connection therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees designee all of the Lessor Trust's Lessor’s right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a)18.4, such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their its obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor the Lease Balance Purchase Price on the date specified in the applicable Purchase Notice.

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties subject to this Master Lease at a price (the "Purchase OptionPrice") at a price equal to the aggregate Property Balances that portion of the relevant Lease Balance allocable to the applicable Property or Properties on the date of such purchase purchase, plus Break Costs (the "Purchase Option Price"if any). The Lessee's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) condition that the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent Lessor not less than thirty (30) days prior to such purchase, specifying the date of such purchase; (ii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. : If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative AgentLessor's receipt of Master Lease all amounts due in connection therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees designee all of the Lessor TrustLessor's right, title and interest in and to the Property applicable Properties in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent Lessor not less than ten thirty (1030) Business Days days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their its obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor that portion of the Lease Balance allocable to the applicable Properties on the date specified in the applicable Purchase Notice. Notwithstanding anything herein to the contrary, the Lessee may only exercise the Purchase Option for less than all of the Property located in Fort Lauderdale, Florida (commonly known as Cambridge I and Cambridge II) so long as, after giving effect to such purchase, the aggregate Fair Market Sales Value (as determined by an Appraisal) of such remaining Property subject to this Lease would be at least equal to 90% of the remaining Lease Balance for such Property. Property (or portions thereof) remaining subject to this Lease after any such purchase shall constitute one or more legal parcels and separate tax lots and have in effect all subdivision approvals required by Applicable Law. In the event the Lessee exercises the Purchase Option with respect to less than an entire Property, the Lessee must establish prior to the purchase date, to the reasonable satisfaction of the Lessor and Administrative Agent, that the requirements of the immediately preceding sentence have been fulfilled. The Lessee shall have the right to elect by written notice to the Lessor and the Administrative Agent to have all or part of the Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Properties, sufficient Collateral remains subject to the Pledge Agreement. In addition, the Lessee may effect any such purchase by assumption of the Loans relating to the portion of the Lease Balance to be paid and paying to the Lessor the related Lessor Amount.

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 On or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties subject to this Master Lease (the "Purchase Option") at a price equal to the aggregate Property Balances of the relevant Properties on the date of such purchase (the "Purchase Option Price"). The Lessee's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent not less than thirty (30) days prior to such purchase, specifying the date of such purchase; (ii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative Agent's receipt of all amounts due in connection therewith, the Agent Certificate Holder shall cause Lessor Trust to transfer to the Lessee or its designees all of the Lessor Trust's right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence)Closing Date, the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (and subject to the terms and conditions set forth hereinin this Agreement, Seller shall sell, transfer, assign and convey to Purchaser, and Purchaser shall purchase and accept the sale, transfer, assignment and conveyance from Seller of, and assume the obligations of Seller arising from or otherwise relating to, the following: (a) be made fee simple title to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee MOBs and the Personal Property (excluding the Personal Property to be releasedretained by Seller and listed on Exhibit 2.1(a) attached hereto (collectively, fully or partially, from any of their obligations under this Master Leasethe “Retained Property”)), including, without limitation, the Leases and all temporary occupancy agreements affecting the MOBs; (b) all right, title, and interest of Seller in and to the contracts, agreements, and warranties set forth on Exhibit 2.1(b) attached hereto which are still in effect as of the Closing Date, if any (collectively, the “Contracts”); and (c) Seller and Purchaser agree that in lieu of a conveyance of the fee interest in the MOB Sites on the Closing Date, Seller, as “Landlord,” and Purchaser, as “Tenant,” shall enter into a seventy-five (75) year ground lease for each of the MOB Sites (each, a “Ground Lease”; collectively, the “Ground Leases”). The Ground Leases and the lease memoranda to be recorded in connection therewith each shall be effective as of the Closing Date. Each reference in this Agreement to a sale transaction relative to the (i) MOBs shall be deemed to be a reference to a conveyance of fee simple title to the MOBs, and (ii) MOB Sites shall be deemed to be a reference to a ground lease transaction to the extent the context so requires to effectuate the intent of the parties hereto as expressed in this Section 2.1(c). Seller and Purchaser agree that Seller’s obligation to pay sell the Property and to perform the other covenants and obligations to be performed by it on the Closing Date pursuant to this Agreement and Purchaser’s obligation to purchase the Property and to perform the other covenants and obligations to be performed by it on the Closing Date pursuant to this Agreement shall be subject to the Agent Certificate Holder the Lease Balance parties reaching mutual agreement on the date specified form and content of the Ground Lease for each MOB Site and the lease memoranda to be recorded in connection therewith prior to the expiration of the Study Period. In this regard, Seller and Purchaser agree to use good faith, diligent efforts beginning on the Agreement Date and continuing through the expiration of the Study Period to negotiate and finalize the form and content of each such Ground Lease and lease memorandum. Notwithstanding any term or provision in this Agreement to the contrary, Seller and Purchaser acknowledge and agree that (i) they have approved the form and content of the Ground Lease provisions set forth in Exhibit 2.1(c) attached hereto and that the Ground Lease for each MOB Site shall contain such provisions in the Purchase Noticeform and content set forth in Exhibit 2.1(c) attached hereto as are applicable to such MOB Site, and (ii) they shall use good faith, diligent efforts to negotiate for inclusion in the Ground Lease for each MOB Site a provision to govern Purchaser’s offer of a physician investment opportunity in the entity that owns the MOB located on such MOB Site that will include investment opportunities for physicians who are employed by CMHA or CMHA’s Affiliates. If, despite Seller’s and Purchaser’s good faith, diligent efforts, Seller and Purchaser fail to negotiate and finalize the form and content of the same prior to the expiration of the Study Period and Seller and Purchaser fail to agree upon an extension of the period for the satisfaction of the foregoing condition, then either party shall be entitled to terminate this Agreement by giving written notice thereof to the other party and to the Title Company at any time prior to the satisfaction of such condition. In the event Seller or Purchaser provides such notice prior to the satisfaction of such condition, Seller and Purchaser shall have no further rights, obligations or liabilities to each other hereunder, except for the indemnification obligations of either party contained herein (collectively, the “Indemnification Obligations”) and any other obligations that expressly survive the termination of this Agreement. Further, if this Agreement is terminated by written notice given as aforesaid, then Purchaser shall promptly either return the Study Materials to Seller or destroy all of the Study Materials (including all copies thereof) in the possession of Purchaser and its employees, agents, representatives and consultants and confirm such destruction in writing to Seller (at no cost to Seller in either such event). Additionally, in either such event, Purchaser shall also promptly deliver to Seller a true and complete copy of all Study Materials prepared by, for or on behalf of Purchaser. The foregoing obligations of Purchaser shall survive the termination of this Agreement. The Title Company shall return the Deposit to Purchaser within five (5) days after receipt from Purchaser of written confirmation that Purchaser has fully complied with all of the requirements imposed on Purchaser under the foregoing provisions in this Section 2.1(c).

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties subject to this Master Lease (the "Purchase Option") at a price equal to the aggregate Property Balances of the relevant Properties on the date of such purchase (the "Purchase Option Price"). The Lessee's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent not less than thirty (30) days prior to such purchase, specifying the date of such purchase; (ii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase OptionOption with respect to less than all of the Properties, which consent shall not be unreasonably withheld. If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative Agent's receipt of all amounts due in connection therewith, the Agent Certificate Holder shall cause Lessor Trust to transfer to the Lessee or its designees all of the Lessor Trust's right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any the Guarantor or the Lessee to be released, fully or partially, from any of their obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder the Lease Balance on the date specified in the Purchase Notice.

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties subject to this Master Lease (the "Purchase Option") at a price (the “Purchase Price”) equal to the aggregate Property Balances that portion of the relevant Lease Balance allocable to the applicable Property or Properties on the date of such purchase purchase, plus Break Costs (the "Purchase Option Price"if any). The Lessee's ’s exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) condition that the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent Lessor not less than thirty (30) days prior to such purchase, specifying the date of such purchase; (ii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. : If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative Agent's Lessor’s receipt of all amounts due in connection therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees designee all of the Lessor Trust's Lessor’s right, title and interest in and to the Property applicable Properties in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent Lessor not less than ten thirty (1030) Business Days days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their its obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor that portion of the Lease Balance allocable to the applicable Properties on the date specified in the applicable Purchase Notice. Notwithstanding anything herein to the contrary, the Lessee may only exercise the Purchase Option for less than all of the Property located in Fort Lauderdale, Florida (commonly known as Cambridge I and Cambridge II) so long as, after giving effect to such purchase, the aggregate Fair Market Sales Value (as determined by an Appraisal) of such remaining Property subject to this Lease would be at least equal to 90% of the remaining Lease Balance for such Property. Property (or portions thereof) remaining subject to this Lease after any such purchase shall constitute one or more legal parcels and separate tax lots and have in effect all subdivision approvals required by Applicable Law. In the event the Lessee exercises the Purchase Option with respect to less than an entire Property, the Lessee must establish prior to the purchase date, to the reasonable satisfaction of the Lessor and Administrative Agent, that the requirements of the immediately preceding sentence have been fulfilled. The Lessee shall have the right to elect by written notice to the Lessor and the Administrative Agent to have all or part of the Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Properties, sufficient Collateral remains subject to the Pledge Agreement. In addition, the Lessee may effect any such purchase by assumption of the Loans relating to the portion of the Lease Balance to be paid and paying to the Lessor the related Lessor Amount.

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all (but not less than all) of the Properties subject to this Master Lease (the "Purchase Option") Property at a price equal to the aggregate Property Balances of the relevant Properties Lease Balance on the date of such purchase (the "Purchase Option Price"). The Lessee's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder Lessor and the Administrative Agent not less than thirty five (305) days prior to such purchase, specifying the date of such purchase; (ii) no Lease Event of Default shall have occurred and then be continuing; and (iii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescindrescinded) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative Agent's receipt of all amounts due in connection therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees all of the Lessor TrustAgent Lessor's and the Lessors' right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder Lessor and the Administrative Agent not less than ten five (105) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor either the Lessee or the Lessee Guarantor to be released, fully or partially, from any of their respective obligations under this Master LeaseLease or the Guaranty, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor the Lease Balance on the date specified in the Purchase Notice.

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all (but not less than all) of the Properties subject to this Master Lease Property at a price (the "Purchase OptionPrice") at a price equal to the aggregate Property Balances of the relevant Properties Cost outstanding on the date of such purchase purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the "Purchase Option Price")Operative Documents. The Lessee's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (ia) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent Lessor not less than thirty forty-five (3045) days prior to such purchase, specifying the date of such purchase; (iib) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written given notice of the Lessee's its intention to exercise of the Remarketing Option pursuant to Section 20.1(a);Option; and (iiic) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent's receipt Agent (as assignee of the Lessor) of all amounts due in connection therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees designee all of the Lessor TrustLessor's right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a)19.1, such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent Lessor not less than ten (10) Business business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their its obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor the Lease Balance Property Cost on the date specified in the applicable Purchase Notice. Notwithstanding the condition set forth in clause (c) of this Section 18.1, the Lessee may purchase the Property after the occurrence and during the continuation of a Lease Event of Default (other than a Lease Event of Default of the type described in clause (i) of Section 16.1(a)) in accordance with the procedures described in Section 18.1 if the Lessee shall have given written notice of its intention to do so within ten (10) days after the occurrence of such Lease Event of Default; provided, however, that the Lessee shall purchase the Property and pay all amounts due in connection therewith within ten (10) days after giving such written notice. The Lessee's purchase of the Property in accordance with this Section 18.1 shall be deemed to cure the applicable Lease Event of Default upon the receipt by the Administrative Agent (as assignee of the Lessor) of all amounts due in connection with such purchase pursuant to this Section 18.1.

Purchase of the Property. (a) Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties subject to this Master Lease Property at a price (the "Purchase OptionPrice") at a price equal to the aggregate Property Balances of the relevant Properties Lease Balance on the date of such purchase (-------------- offset by any Deposit Taker Losses if such purchase is made during the "Purchase Option Price")Basic Lease Term. The Lessee's exercise of its option pursuant to this Section 18.1 ------------ shall be subject to the following conditions: (i) condition that the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent Lessor not less than thirty (30) days prior to such purchase, specifying the date of such purchase;. (iib) Notwithstanding any other provision contained herein, if any Environmental Violation shall not be remedied by the Lessee with respect to the Property in accordance with Section 14.2 and the Lessor has not otherwise ------------ delivered a Termination Notice pursuant to Section 15.2 hereof ------------ in the event the remedying of such Environmental Violation would exceed $2,500,000, the Lessee shall not be deemed to have delivered (or, if delivered, shall not have failed made a timely election of an option to rescind) a written notice of purchase the Lessee's exercise of the Remarketing Option pursuant to Property in accordance with this Section 20.1(a);18.1. ------------ (iiic) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewith, the Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. If the Lessee exercises its an option pursuant to this Section 18.1 ------------ or 18.2 then, upon the Administrative AgentLessor's receipt of all amounts due in connection ---- therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees designee all of the Lessor TrustLessor's right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the --------------- date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the relevant Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their its obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor that portion of the Lease Balance on the date specified in the applicable Purchase Notice.

Purchase of the Property. (a) Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties Property subject to this Amended and Restated Master Lease (the "Purchase Option") at a price (the “Purchase Price”) equal to the aggregate Property Balances of the relevant Properties Lease Balance on the date of such purchase purchase, plus Break Costs (the "Purchase Option Price"if any). The Lessee's ’s exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent Lessor not less than thirty (30) days prior to such purchase, specifying the date of such purchase; (ii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written given notice of the Lessee's its intention to exercise of the Remarketing Option pursuant to Section 20.1(a)Option; (iii) notwithstanding any other provision contained herein, if any Environmental Violation shall not be remedied by the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option Lessee with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewithaccordance with Section 14.2, the Lease Balance Lessee shall equal or exceed 60% be deemed to have made a timely election of its option to purchase the Aggregate Commitment Amount as Property in effect on the date of such purchase or Lessee purchases all of the Properties or accordance with this Section 18.1. (iib) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. [Intentionally Omitted]. (c) If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative Agent's Lessor’s receipt of all amounts due in connection therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees designee all of the Lessor Trust's Lessor’s right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their its obligations under this Amended and Restated Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor that portion of the Lease Balance allocable to the Property on the date specified in the applicable Purchase Notice. The Lessee shall have the right to elect by written notice to the Lessor to have all or part of any such Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Property, Sufficient Collateral remains subject to the Amended and Restated Basic Term Pledge Agreement.

Purchase of the Property. (a) Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all of the Properties Property subject to this Master Lease at a price (the "Purchase OptionPrice") at a price equal to the aggregate Property Balances of the relevant Properties Lease Balance on the date of such purchase purchase, plus Break Costs (the "Purchase Option Price"if any). The Lessee's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (i) the Lessee shall have delivered a Purchase Notice to the Agent Certificate Holder and the Administrative Agent Lessor not less than thirty (30) days prior to such purchase, specifying the date of such purchase; (ii) the Lessee shall not have delivered (or, if delivered, shall not have failed to rescind) a written given notice of the Lessee's its intention to exercise of the Remarketing Option pursuant to Section 20.1(a)Option; (iii) notwithstanding any other provision contained herein, if any Environmental Violation shall not be remedied by the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option Lessee with respect to any Property unless (a) after giving effect to such purchase and the payment of the Property Balances in connection therewithaccordance with Section 14.2, the Lease Balance Lessee shall equal or exceed 60% be deemed to have made a timely election of its option to purchase the Aggregate Commitment Amount as Property in effect on the date of such purchase or Lessee purchases all of the Properties or accordance with this Section 18.1. (iib) the Required Participants shall have consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. [Intentionally Omitted]. (c) If the Lessee exercises its option pursuant to this Section 18.1 then, upon the Administrative AgentLessor's receipt of all amounts due in connection therewith, the Agent Certificate Holder Lessor shall cause Lessor Trust to transfer to the Lessee or its designees designee all of the Lessor TrustLessor's right, title and interest in and to the Property in accordance with the procedures set forth in Section 21.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Certificate Holder and the Administrative Agent Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of their its obligations under this Master Lease, including, without limitation, the obligation to pay to the Agent Certificate Holder Lessor that portion of the Lease Balance allocable to the Property on the date specified in the applicable Purchase Notice. The Lessee shall have the right to elect by written notice to the Lessor to have all or part of any such Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Property, Sufficient Collateral remains subject to the Pledge Agreement.