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38607 <br /> transfer of any kind pursuant to an agreement providing that the consummation of the transaction will <br /> occur after the expiration of the term of the Ground Lease Agreement. Lessee's contingent right of <br /> first refusal expires automatically upon the first to occur of(a) the expiration of the term of the <br /> Ground Lease Agreement, whether pursuant to its terms or as a result of Lessor's exercise of its <br /> rights thereunder; or (b) consummation of Lessor's sale of the Leasehold Property pursuant to an <br /> agreement as to which Lessee has no right of first refusal thereunder; or (c) the occurrence of an <br /> Event of Default as defined in the Ground Lease Agreement. Upon expiration of Lessee's contingent <br /> right of first refusal, Lessee shall have no further rights whatever to purchase the Leasehold Property. <br /> Lessee shall not sell, assign, sublease, mortgage, pledge or hypothecate or otherwise transfer all or <br /> any part of its interest in the Ground Lease Agreement or the improvements thereon, including <br /> without limitation its contingent .right of first refiasal, without the express written consent of Lessor. <br /> 7. Ground Lease Agreement to Control. The parties intend this Memorandum of Ground <br /> Lease to operate solely as a recorded summary of certain provisions of the Ground Lease Agreement. <br /> In the event that the provisions as stated herein contradict or are different from the terms and <br /> provisions of the Ground Lease Agreement, the terms and provisions of the Ground Lease Agreement <br /> shall control. <br /> IN WITNESS WHEREOF, the parties hereto have executed this Memorandum of Ground <br /> Lease Agreement as of the date first above written. <br /> BOYS AND GIRLS CLUB OF ELK RIVER, INC. <br /> By: � °, ,— <br /> Its: '— -�.,.�— <br /> CITY OF ELK RIVER <br /> By: <br /> Its: Administrator <br /> BURNIS 586141.2 -3- <br />