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TERMS OF CONDITIONS <br />FOR CONTAMINATED PARCELS <br />Each purchase offer made and entered into by the <br />Agency for acquisition of a Contaminated Parcel shall be <br />subject to the following condition: <br />Pre -Sale Remediation. Seller and Purchaser agree <br />that the Property contains identified toxic wastes or <br />hazardous substances, as described in that certain Phase I <br />Report dated and that certain Phase II Report dated <br />each prepared by GEO/Resource Consultants, Inc. <br />and CytoCulture International, Inc. ("CytoCulture"), relating <br />to the Property. Purchaser's obligation to acquire the <br />Property shall be expressly conditioned on Seller's entering <br />into a contract with CytoCulture to remediate the <br />contamination of the Property in accordance with the <br />remediation plan prepared by CytoCulture for the Property, and <br />thereafter diligently prosecuting such remediation until such <br />time as CytoCulture and any federal, state or local <br />governmental agencies with jurisdiction over the Property have <br />determined that the Property has been remediated or cleaned up. <br />Purchaser hereby agrees to reimburse Seller for the <br />costs of its contract with CytoCulture and other contractors <br />required by CytoCulture's remediation plan and approved by the <br />Purchaser, provided that Purchaser shall not be obligated to <br />reimburse Seller for any costs in excess of the Purchase <br />Price. Seller shall repay all such reimbursements to <br />Purchaser upon the sale or transfer of the Property, either as <br />a credit against the Purchase Price due from Purchaser to <br />Seller, or in cash from the proceeds of a sale to a third <br />party, provided that Purchaser shall not look to any assets of <br />Seller other than the Property for satisfaction of such <br />obligation. Seller shall execute, acknowledge and record a <br />deed of trust in favor of Purchaser, covering the Property and <br />securing Seller's obligation to repay such reimbursements, <br />together with such evidence of such obligations as Purchaser <br />requests. In the event such costs exceed the Purchase Price, <br />Purchaser, at its sole option, may elect (i) to pay such <br />excess costs, and continue with the purchase of the Property <br />pursuant to this Agreement, or (ii) to terminate this <br />Agreement, in which event the parties shall have no further <br />obligations to each other under this Purchase Agreement, <br />except with respect to the Deed of Trust and the obligations <br />secured thereby. <br />EXHIBIT B TO FIRST AMENDMENT TO DDA <br />6407L <br />