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KLG:ar <br />10/14/78 <br />17. It is anticipated that all steps will be taken, <br />including obtaining of the consents of the Trustee and the <br />holders of the Bonds, and- :making appropriate amendments to <br />the Trust Indenture and the Facilities Lease, to permit Corpor- <br />ation to convey its interestsinthat portion of,the Dyke <br />System above mentioned. <br />18. Garden Grove shall apply the sale proceeds <br />of the Encumbered Santa Ana Subsystem to the bonded indebted- <br />ness to which said Subsystem is subject. <br />A G R E E M E N T <br />1. Sale and Purchase of Unencumbered Santa Ana <br />Subsystem, Garden Grove (sometimes hereinafter referred to <br />as "Seller") hereby agrees to convey, and Santa Ana (sometimes <br />hereinafter referred to as "Buyer") hereby agrees to purchase, <br />all right, title and interest in -the Unencumbered. Santa Ana <br />Subsystem. In connection therewith, Garden Grove shall execute <br />and deliver to Santa Ana, on •the date of closing, a Bill of <br />Sale conveying said Unencumbered Santa Ana Subsystem, a copy <br />of which Bill of Sale is attached hereto as said "Exhibit <br />B". <br />2. Sale and Purchase'of'Encumbered.Santa Ana <br />Subsystem. Garden Grove hereby agrees to sell and transfer, <br />and Santa Ana hereby agrees to purchase, all of Garden Groves <br />interests in the Encumbered Santa Ana Subsystem. In connection <br />therewith, Garden Grove shall execute and deliver to Santa <br />Ana, on the date of closing, a Grant Deed conveying said properties, a <br />4- <br />