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200510142 1.7 Repurchase Event. The "Repurchase Event" shall mean Grantee's failure to (i) have Commenced Construction on or before June 15, 2008, or (ii) complete construction of the Improvements and open for business for at least one (1) day as a fully staffed and stocked Hy- Vee store, consistent with other Hy- V ee stores in comparable markets, on or before the Completion Deadline. Notwithstanding the foregoing to the contrary, in the event Grantee has commenced construction on or about June 15, 2008, has diligently pursued such construction, and is near completion on the Completion Date, prior to exercising the Repurchase Option, Grantor shall give written notice to Grantee, and as long as the Grantee completes construction and opens for business as a fully staffed and stocked Hy-Vee store for at least one (1) day within ninety (90) days of the date of such notice, Grantor's right to exercise the Repurchase Option shall terminate and be of no further force or effect. 1.8 Exercise of Repurchase Option. If the Repurchase Event occurs, Grantor shall have the right to exercise the Repurchase Option by giving Grantee written notice. If such notice shall not be so given by Grantor to Grantee on or before twelve (12) months after the Repurchase Event first occurs, Grantor's right to exercise the Repurchase Option because of the occurrence of the Repurchase Event shall thereupon cease and terminate, except as hereinafter provided. In the event Grantee has commenced construction after June 15, 2008, but prior to the date the Repurchase Option is exercised, then Grantor shall not have the right to exercise the Repurchase Option with respect to Grantee's failure to commence construction on or before June 15, 2008. In addition, if Grantee completes construction after June 15,2009, but prior to the exercise of the Repurchase Option by Grantor, then Grantor shall not have the right to exercise the Repurchase Option with respect to Grantee's failure to complete construction by June 15, 2009. Finally, if Grantee desires to sell the Property to a bona fide purchaser while the Repurchase Option is in effect, Grantee shall deliver the signed contract to Grantor, and Grantor may, in its sole discretion, either (i) exercise the Repurchase Option, in which case the purchase price shall be the lesser of (a) the purchase price set forth in the proposed contract; and (b) the Repurchase Option Price set forth in Section 1.10 below; or (ii) waive the Repurchase Option, with respect to such proposed contract, in which case, Grantee shall be able to sell the Property pursuant to the proposed contract. However, if the proposed contract is terminated without the closing thereunder having occurred, then the Repurchase Option shall continue in full force and effect. 1.9 Restoration If Repurchase. In the event that Grantor exercises the Repurchase Option, Grantee shall promptly restore the Property to its condition at the date of this Deed, except for improvements made by Grantor to the original Property and except as otherwise requested by Grantor in writing. 1.10 Repurchase Option Price. The "Repurchase Option Price" shall mean the 100% of the aggregate of the original Purchase Price, plus any reimbursements paid by Grantee to Grantor for off-site improvements, except as otherwise provided in Section 1.8 above. 1.11 Closing If Repurchase. Within thirty (30) days after Grantor gives notice of the exercise of the Repurchase Option, Grantee shall tender to Grantor Grantee's Special Warranty Deed for the Property to be exchanged for "good funds," as defined under Nebraska law, from Grantor in the amount of the Repurchase Option Price (or such lesser amount as is set forth in Section 1.8 above). Grantee shall deliver title to the Property to Grantor at the closing of the {31858.2.l0/1012005 10:00 AM.RFISCHER.A0208687.DOC;4} 4