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Page 17 of 29 Section 10.04. Cessation of Use by the Dodgers. If, at any time during the Initial Term (and not a Renewal Term), the Dodgers lose the right to own the Team, or to hold Spring Training Home Games in the Facility, or othenvise cease to conduct their spring training operations and/or Spring Training Home Games at the Facility, such event shall constitute a "Cessation of Use" of the Facility by the Dodgers. Notwithstanding anything to the contrary contained in this Agreement, a Cessation of Use of the Facility by the Dodgers shall entitle the County to terminate this Agreement by giving the Dodgers ten (10) days' written notice of termination. The Dodgers shall have ten (10) days after receipt of the aforementioned notice of termination to renounce the Cessation of Use by confirming to the County their intention to continue to use the Facility during the Initial Term as the spring training facility for the Team. A termination pursuant to the provisions of this Section 10.04 shall become effective upon the expiration of the Dodgers' ten (10) day cure period. Section 10.05_ Liquidated Damage. If this Agreement is terminated by the County during the Initial Term as the result of a Cessation of Use by the Dodgers, then the Dodgers shall pay to the County, as "Liquidated Damages" and in lieu of all other remedies and/or damages of any type which may be available to the County, the entire amount required by the County to defease or retire the Bonds, together with any fees, expenses and costs incurred by the County to so defease or retire the Bonds. Section 10.05. Repurchase By_Dodger s. If the Dodgers are required to pay the Liquidated Damages specified in 10.05, above, the Dodgers shall be entitled to repurchase the Facility (including the Land) from the County at a price equal to the Facility's then fait market value, less the amount of any Liquidated Damages paid by the Dodgers to the County hereunder. The then fair riiarket value of the Facility shall be calculated in accordance with the provisions set forth in Section 10.07, below. Section 10.07. Calculation of Fair -Mark -et Value. For purposes of a repurchase of the Facility by the Dodgers pursuant to this Agreement, the then fair market value of the Facility shall be determined by the following procedure: (a) The Dodgers and the County shall each select an independent M.A.I. appraiser. (b) The appraisers selec--ted by the Dodgers and the County shall then select a third appraiser known as the "Independent appraiser The Independent Appraiser shall determine the then fair market value of the Facility using the highest and best use method. 0 eV G'1 -zz O CJ7 m W Nee 17 of 27 https:Hori.indian-river.org///DocumentIGetDocumentForPrintPNG/?request=AQAAANC... 5/25/2021