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refrigeration, ventilation, garbage disposal, recreation or other services on the Land (all of which
<br /> are collectively referred to as the "Improvements" and, together with the Land and the
<br /> Appurtenances, the "Real Property "); and
<br /> (iv) Owner's interest in any tangible or intangible personal property
<br /> owned by Owner and used in the ownership, use and operation of the Land, the Appurtenances
<br /> and Improvements, including, without limitation, (i) all of Owner's right, title and interest in and
<br /> to all plans and specifications relating to the Real Property, (ii) all existing warranties and
<br /> guaranties (express or implied), if any, from third parties relating to the Real Property, (iii)
<br /> Owner's rights under any agreements relating to maintenance and service of the Real Property
<br /> and other rights relating to the ownership, use and operation of the Real Property (the
<br /> "Contracts "), (iv) the Property Documents (as defined in Paragraph 10(b)), and (v) all other
<br /> intangible rights or claims that run with or relate to the Real Property (collectively, the "Personal
<br /> Property" and, together with the Real Property, the "Property "). Notwithstanding the
<br /> foregoing, (x) Optionee shall not be deemed to have assumed any obligations of Owner under
<br /> any Contract or other agreement unless Optionee expressly assumes such obligations in writing
<br /> and (y) the Personal Property shall not include any of the equipment used by the Tenant (as
<br /> defined in Paragraph 3(b) below) that are specific to its business, including the following: all
<br /> bridge cranes and bridge crane rails, air compressors, welding robots and related accessories,
<br /> milling equipment, burring equipment, hacksaws, and flyte presses.
<br /> (b) Non - Refundable Option Payment. As good and adequate consideration
<br /> for the grant of the Option, within one (1) business day following the Opening of Escrow (as
<br /> defined in Paragraph 4(a)), Optionee shall deposit into Escrow (as defined in Paragraph 4(a)
<br /> hereof) with First American Title Company (the "Escrow Holder ") at its office at 901 Mariners
<br /> Island Boulevard, Suite 380, San Mateo, California, 94404 (attention: Karen Matsunaga,
<br /> telephone (650) 638 - 9106), a cash sum equal to Two Thousand Dollars ($2,000) (the "Option
<br /> Payment "). Owner acknowledges that the Option Payment constitutes good, adequate and
<br /> reasonable consideration for the grant of the Option, taking into account, among other things, the
<br /> Purchase Price (as defined in Paragraph 3(a)) for the Property, the appraised value of the
<br /> Property, and the length of the Option Term (as defined in Paragraph 2(a)). In addition, Owner
<br /> acknowledges that Optionee will incur additional costs and expenses in evaluating the Property
<br /> during the Feasibility Period (as defined in Paragraph 10(a)) and that Optionee's expenditure of
<br /> such funds constitutes additional and adequate consideration for the grant of the Option.
<br /> Following the Opening of Escrow the Option Payment shall not be refundable under any
<br /> circumstances and shall immediately be released to Owner from Escrow. The Option Payment
<br /> shall be credited to the Purchase Price.
<br /> (c) Refundable Initial Deposit. In addition to the Option Payment, concurrent
<br /> with the deposit of the Option Payment into Escrow, Optionee shall deposit into Escrow (as
<br /> defined in Paragraph 4(a) hereof) with Escrow Holder a cash sum equal to Forty -Eight
<br /> Thousand Dollars ($48,000) (the "Initial Deposit "). While in Escrow, the Initial Deposit shall
<br /> be held in an interest - bearing account by the Escrow Holder for the benefit of Optionee. The
<br /> Initial Deposit and any interest earned thereon while in the Escrow shall be applicable to the
<br /> Purchase Price (as defined below). If Optionee provides the Notice to Proceed (as defined in
<br /> Paragraph 10(a) hereof) prior to the expiration of the Feasibility Period, the Initial Deposit shall
<br /> become non - refundable (except if Owner defaults on its obligations herein or as otherwise
<br /> Option Agreement 20 Chemical
<br /> 10.05. 2010 v.5
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