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EXHIBIT C OPTION AGREEMENT FROM: The Science Factory, Inc., an Oregon ( "The Science Factory") nonprofit corporation formerly known as Willamette Science and Technology Center, Inc., and as Wistec TO: City of Eugene, a Oregon municipal corporation ( "City") EFFECTIVE DATE: - MAY 2002 RECITALS A. City is the owner of real property ( "Property") located within the City of Eugene, Oregon, inside an area commonly known as Alton Baker Park, which Property is more particularly described on Exhibit A attached hereto and incorporated herein by this reference. B. The Science Factory has acquired from City a building (`Building") located in the Park pursuant to an Acquisition Agreement dated , 2002 ("Acquisition Agreement') and has leased from City the land underlying the Building ("Land') pursuant to a separate Ground Lease of even Effective Date C' Hound Lease'). The Land and the location of the Building thereon are depicted on Exhibit 1 attached hereto and incorporated herein by this reference. C. The Science Factory acquired the Building and leased the Land from City upon the condition that The Science Factory grant an option to City that would allow City to purchase the Building from The Science Factory under certain terms and conditions. D. The parties desire to evidence their agreement regarding the option, as set forth below. E. The following exhibit is attached hereto and incorporated herein by this reference: Exhibit A - Description of Property Exhibit 1 - Site Map Identifying Land and Building AGREEMENT 1. Grant of Option. For and in consideration of the terms, covenants, conditions or other provisions set forth in this Option Agreement, the Acquisition Agreement and the Ground Lease, the cash sum of One Dollar ($1.00), and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, The Science Factory grants to City the sole and OPTION AGREEMENT -1 Exhibit C - Page 1 of 8