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aa. Each party shall be individually responsible for Expenses attributable to any <br />portion of the Property used or occupied solely by itself, its officers, officials, <br />employees, or agencies. <br />b. The parties shall share Expenses attributable to any portion of the Property used <br />or occupied for joint public purposes, in proportion to each party's level of <br />participation in or utilization of such purposes, as determined by the parties at the <br />time such joint use is undertaken (except that, with respect to those portions of the <br />Property being used/occupied for joint TDR Court purposes as of July 1, 2004, the <br />parties shall share Expenses equally), provided that by mutual written agreement <br />subsequent to the date of this document the parties may agree to alternate cost- <br />sharing proportions; <br />c. The parties shall share equally all Expenses attributable to any portion of the <br />Property used or occupied by a third party to the extent such Expenses are not the <br />responsibility of such third party under a written lease agreement. <br />d. The parties shall share equally all Expenses attributable to any portion of the <br />Property that is vacant/unoccupied. <br />4. The Property shall be titled jointly in the names of the City and County. The parties may, <br />by mutual agreement, lease the Property, or any portion thereof, to a third. party. Except <br />as provided in this section or in Section 6, below, neither party may sell, exchange, lease <br />as lessor, mortgage, pledge, subordinate interest in or otherwise dispose of its interest in <br />the Property, or any portion thereof, without the advance written consent of the other. <br />Any use of the Property shall be mutually agreed to by the parties. In the event of a <br />dispute between the parties as to the appropriate uses of the Property, the parties agree to <br />use all reasonable efforts to resolve the dispute. However, if the parties are unable to <br />resolve such dispute, one or both parties may dispose of its/their interest, pursuant to the <br />procedures set forth in Section 6, below. <br />6. In the event that either party wishes to dispose of its interest in the Property, the parties <br />will jointly select and retain a professional real estate appraiser to determine the fair <br />market value of the Property. The party being offcrcd to purchase (thc "rccciving party's <br />shall have sixty (60) days from the receipt of said appraisal to enter into an agreement to <br />purchase the initiating party's interest in the Property at the fair market value set by the <br />independent appraisal. If the receiving party does not exercise its option to purchase the <br />initiating party's interest within the prescribed period or affirmatively waives said option, <br />the initiating party shall have an additional thirty (30) days to enter into an agreement to <br />purchase the receiving party's interest in the Property at the fair market value set by the <br />independent appraisal. In the event that neither party chooses to purchase the interest of <br />the other party, at the request of either party, the parties shall offer the undivided <br />Property, or any undivided parcel thereof, for sale at the fair market value determined by <br />the independent appraiser. A third -party offer to purchase the Property at or above said <br />appraised fair market value shall not be unreasonably refused. All terms and conditions <br />2 <br />