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and delivery or other action, the requesting party shall be entitled to specific performance, <br />declaratory relief, or such other remedies at law or equity which may be appropriate to effectuate <br />the provisions of this Agreement. The foregoing shall not be construed to give the Commission a <br />right to terminate this Agreement upon the existence of an Event of Default. <br />8. Commission's Right of Entry. SMA shall permit the Commission and its <br />authorized representatives, upon reasonable, prior notice, to enter the Commission Property for <br />the purpose of (a) inspecting the same, or (b) performing any work on the Commission Property <br />that may be necessary by reason of SMA's failure to perform any such work or to commence the <br />same within ten (10) days after written notice from the Commission (or without notice in case of <br />emergency). Nothing herein shall imply any duty on the part of the Commission to do any such <br />work, and performance thereof by the Commission shall not constitute a waiver of SMA's <br />default in failing to perform the same. The Commission shall not be liable for inconvenience, <br />annoyance, disturbance, loss of business or other damage to SMA or any Permittee by reason of <br />performing any such work and the obligations of SMA under this Agreement shall not be <br />affected thereby. <br />9. Option to Purchase. <br />9.01. Terms of Option. The Commission grants to SMA the right and option to <br />purchase the Commission Property on the following terms and conditions: <br />(a) The option shall be exercised only upon SMA's written notice to <br />the Commission of the exercise of such option. <br />(b) The purchase price for Commission Property shall be determined <br />in accordance with the Contract for Sale of Land for Private Redevelopment between the <br />Commission and SMA, dated November 16, 1993, and recorded as Instrument No. 9349145, in <br />the Office of the St. Joseph County Recorder, payable to the Commission in cash at closing. <br />(c) The closing of the purchase and sale of the Commission Property <br />shall occur on a date determined by the agreement of SMA and the Commission, which date <br />shall not be later than thirty (30) days after the date of SMA's notice to the Commission of the <br />exercise of the option. <br />(d) At closing, the Commission shall deliver to SMA a limited <br />warranty deed and all other instruments and documents as may be necessary or appropriate to <br />convey marketable title to the Commission Property to SMA, -subject to (i) the lien of all Real <br />Estate Taxes, all general and special assessments and all other governmental dues, charges and <br />impositions not delinquent, (ii) all easements, restrictions, agreements, covenants and other <br />matters of record, including, without limitation, the building and use restrictions in the South <br />Bend Central Development Plan as the same may be amended from time to time, (iii) all rights of <br />the public, the State of Indiana and any political subdivision of the State of Indiana (including <br />without limitation counties and municipalities) in and to that part of the Commission Property <br />which has been taken or used for highways, streets, rights -of -way and related purposes, (iv) all <br />applicable zoning, building and land use and other governmental restrictions, laws, ordinances <br />7 <br />