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attorneys' fees and costs incurred at all trial appellate levels. The laws of the State of Florida <br />shall govern the interpretation, validity, performance, and enforcements of this Agreement, and <br />venue for any action brought under this Agreement shall be in Miami -Dade County, Florida. <br />9. Construction. The section headings contained in this Agreement are for reference <br />purposes only and shall not affect the meaning or interpretation hereof. The terms of this <br />Agreement shall not be more strictly construed against any one of the parties hereto as a result of <br />the party who drafted same. In construction this Agreement, the singular shall be held to include <br />the plural, the plural shall be held to include the singular, and reference to any particular gender <br />shall be held to include every other and all genders. <br />10. Notices. Any and all notices require or desired to be given hereunder shall be in <br />writing and shall be deemed to be duly given when delivered by hand or three (3) business days <br />after deposit in the United States Mail, by registered or certified mail, return receipt requested, <br />postage pre -paid, and addressed to the applicable party to the address for such party set forth at <br />the top of this Agreement (or to such other address as either party shall hereafter specify to the <br />other in writing). <br />11. Severability. In the event any term or provision of this Agreement is determined by <br />appropriate judicial authority to be illegal or otherwise invalid and unenforceable, the remainder <br />of this Agreement shall remain in full force and effect and enforceable to the fullest extent <br />permitted by law. <br />12. Amendments; Termination. No modification or amendment or termination of this <br />Agreement shall be effective unless in writing, approved by the City Commission, signed by the <br />parties hereto (or their permitted successors and/or assigns), and recorded in the Public Records <br />of Miami -Dade County, Florida. <br />13. Covenant running with the land. This Agreement shall constitute a covenant running <br />with the land and will be recorded in the Public Records of Miami -Dade County, Florida. This <br />Agreement shall remain in full force and effect and be binding upon and inure to the benefit of <br />the parties hereto and their respective heirs, successors, and assigns. <br />14. Entire Agreement. Except as otherwise agreed to by the parties in writing, this <br />Agreement constitutes the entire agreement among the parties with respect to the subject matter <br />hereof and supersedes all prior agreements, understanding and arrangements, both oral and <br />written, between the parties with respect thereto. <br />15. Successors and Assigns. This Agreement shall be binding upon and inure to the <br />benefit of the parties hereto and their respective successors and assigns; however, any <br />assignment by Grantee shall not serve to release Grantee of its obligations under this Agreement <br />including but not limited to the indemnification or insurance requirements pursuant to Section 7 <br />of this Agreement. Nothing contained in this Section shall in any way be construed as releasing <br />or limiting Grantee of its obligations under this Agreement. <br />