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subcontract or agreement with respect thereto, or the proceeds thereunder, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. 23. Lessor's and Lessee's Option to Purchase. (a) The parties intend for the Term of this Lease to continue for only so long as is required by HUD and the Mortgagees. In the event the HDG term is terminated earlier than the anticipated 30 years, or in the event it is permissible under the HDG program for Lessor to own the Project during the HDG term, then upon the occurrence of either event, Lessor shall have the option to purchase the Project and Lessee's leasehold interest hereunder; provided, however, that Lessor shall have also complied with all of the following: (i) Lessor shall have obtained the written approval of any Mortgagee; and (ii) Lessor shall have assumed all Lessee's obligations and duties of Lessee with respect to the Project, and shall have executed and recorded in the Official Records of Alameda County an assumption agreement substantially in the form attached as Exhibit D and other documents which in Lessee's reasonable discretion may be necessary or appropriate to evidence Lessor's assumption of Lessee's obligations and duties; and (iii) Lessee shall not have any liability for any obligations in connection with the Project which accrue after purchase of the Project by Lessor; and (iv) Lessor shall have paid or made arrangements to Lessee's satisfaction for the payment of all costs, fees and expenses arising out of the purchase of the Project by Lessor, including, but not limited to, any title, recording, escrow and closing fees, transfer fees, if any, charged by the Mortgagee, C:GDLEASE.EHI -37-