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4 w tax-exempt industrial development revenue bonds in the princi- pal amount not to exceed One Million Dollars ($1,000,000 ) ; WHEREAS, by Ordinance No. the City approved the Plan; WHEREAS, the Redeveloper and the Authority desire the Authority to acquire the Project Area from the Redeveloper or an affiliate of the Redeveloper and immediately convey it to Redeveloper for redevelopment in accordance with the Proposal, the Inducement Resolution and this Agreement; WHEREAS, the Authority has advised the Redeveloper that the Authority has given the City Council notice as required by the Land Clearance for Redevelopment Authority Law of its intention to accept and enter into this Agreement and that this Agreement and the execution hereof by the parties hereto has been approved by all governmental authorities as required by law and pursuant to all contractual obligations of the Authority; NOW, THEREFORE, in consideration of the premises recited above and the mutual obligations and undertakings of the parties hereto, each of them does hereby conversant and agree with the other as follows : Section 1. Acquisition. Redeveloper will cause to be conveyed all of the interest of the Redeveloper or an affiliate of the Redeveloper in the Project Area to the Authority, and the Authority will immediately sell all of its interest in the Project Area, subject to the terms, covenants and conditions of this Agreement, to the Redeveloper at a price mutually accept- able to the Redeveloper and to the Authority which price shall be deemed to be the fair, reuse value. Section 2. Conveyance. The conveyances authorized by Section 1 hereby shall be made by special warranty deeds in the form to be approved by the officers of the Authority accepting y and executing the same (the "Deeds" ) . Such conveyances and title to the Project Area will be subject only to conditions of title existing upon conveyance by the Redeveloper or an affil- iate thereof to the Authority pursuant to Section 1 hereof. Section 3. Time and Place. The conveyances pursuant to Section 1 hereof shall take place on , 1984 a.m. at the offices of the Authority, or on such other date or at such other location as the Redeveloper and the Authority may agree. The Redeveloper shall promptly file the deeds for recordation, pay all costs for so recording the deeds, and promptly provide the Authority in writing the book and page number wherein the Deeds are recorded. -2-