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ARTICLE X PREP A YMENT OF LEASE PAYMENTS Section 10.1. Prepayment Option. The Authority hereby grants an option to the City to prepay the principal component of the Lease Payments in full, by paying the aggregate unpaid principal components of the Lease Payments as set forth in Exhibit D hereto, in a prepayment amount equal to the principal amount of Lease Payments to be prepaid, without premium. Said option may be exercised on any date on and after December 1, 2002. Said option shall be exercised by the City by giving written notice to the Authority and the Assignee of the exercise of such option at least sixty (60) days prior to said date. Such option shall be exercised by depositing with said notice cash in an amount sufficient to pay the aggregate unpaid principal component of the Lease Payments on said Lease Payment Date as set forth in Exhibit D hereto, together with any Lease Payments then due but unpaid and any accrued interest to such prepayment date. Section 10.2. Mandatory Prepayment From Net Proceeds of Insurance, Title Insurance or Eminent Domain. The City shall be obligated to prepay the Lease Payments, in whole on any date or in part on any Lease Payment Date, from and to the extent of any Net Proceeds of an insurance, title insurance or condemnation award with respect to the Property. The City, the Authority and the Assignee hereby agree that such Net Proceeds shall be applied first to the payment of any delinquent Lease Payments, and thereafter shall be credited towards the City's obligations under this Section 10.2. Lease Payments due after any such partial prepayment shall be in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the City to the Assignee which is reasonably acceptable to the Assignee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepayment. -25- JT25S-44