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09/28/94 117:1? 1 818 903 9630 <br />.�;I--d2 -1994 15:14 FROM CAL I F POR0 CEPEN T TC 913036?14280 P.13 <br />Thomas K. Clarke <br />SepteMber 27, 1994 <br />:mage 2 <br />3 CPC and City shall consumm to the transaction herein contemplated on or before <br />October 3 1, 1994 (the "close" or the "closing"). <br />(4) The obligations of the parties hereto to close the contemplated tmnsaction Shall be <br />conditioned, among other things, upon the execution of a detailed written agreement or <br />agreements, in form and substance satisfactory to each of the parties in their respective <br />rale and absolute discretion. Such agreement or agreernents shall include the substantive <br />pzovislons of this lett r along with such other provisions as are customaily or <br />appropriately included in documents of this natum Such agreement or agreements shall <br />be completed and executed on or before twenty-five (25) days after the execution of this <br />letter by city. <br />(S) The parties agree to obtain all necassary corporate approvals as soon as practicable, and, <br />In any event, zoo laver than ten (10) days prior to the close. <br />Ile parties will endeavor in good faith to complete such documents as soon as possibte., but that <br />no party shall have any obligation to go forward with the transacticn until such party has obmained all <br />corporate approvals deemed necessary by such l." to authorize the transaction and the various <br />d=nrwts have been fully executed by both parties. <br />1 believe the foregoing accurately summarizes our discussions. If you concur, plc= AMdexce <br />your concurrence by executing the acknowledgement on the last page of both the original of this letter <br />and the arlosed c(ypy, return to me the copy and keep the original for your files. <br />Very truly yours, <br />)z ? <br />Ronald B. Evans <br />preddent <br />California Portland Cement Company <br />