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(b) Purchaser shall execute and /or deliver to Seller FIVE HUNDRED <br />THOUSAND DOLLARS ($500.000.00) in addition to a promissory note and first mortgage with <br />respect to the final payment of TWO MILLION EIGHT HUNDRED THOUSAND SEVEN <br />HUNDRED SEVENTY DOLLARS (52.800.770.00) (subject to credits, prorations and <br />adjustments). <br />(c) Seller and Purchaser shall each execute counterpart closing statements in a <br />customary form together with such other documents as are reasonably necessary to consummate <br />the Closing. <br />(d) Seller's costs will be adjusted for and deducted on the Closing Statement. <br />Purchaser's cash to close will be delivered by cash, wire transfer. or cashier's check drawn on a <br />bank reasonably acceptable to Seller. <br />14. No Brokers. Seller and Purchaser each represent to the other that it has not dealt <br />with any broker, salesperson or agent in connection with the execution and delivery of this <br />Agreement. and the other party shall not be required to pay any commission whatsoever with <br />respect to this Agreement resulting from the actions of the party making such representations. <br />Seller and Purchaser each indemnify and hold each other harmless from and against any and all <br />claims, losses. costs. damages, liabilities and expenses (including without limitation reasonable <br />attorneys' and paralegal fees) resulting from a breach by the indenutifying part` of the foregoing <br />representation. <br />15. Assignability. Purchaser may assign its rights hereunder without Seller's consent. <br />provided; however, that upon any such assignment. any such assignee shall agree to be bound by <br />the terms and conditions set forth in this Agreement. <br />16. Notices. Any notices required or permitted to be given under this Agreement <br />shall be in writinu and shall be deemed given if delivered by hand, sent by recognized overnight <br />courier (such as Federal Express), transmitted via facsimile transmission or mailed by certified or <br />registered mail. return receipt requested, in a postage pre -paid envelope; and addressed as <br />follows: <br />PURCHASER: Chabad Lubavitch Russian Center of South Florida <br />403 Poinicana Drive <br />Sunny Isles Beach. FL 33160 <br />Attn: Rabbi Alexander Kaller <br />SELLER: The City of Sunny Isles Beach <br />18070 Collins Avenue <br />Sunny Isles Beach. Florida 33160 <br />Attn: Christopher J. Russo. City Manager and <br />Hans Ottinot. City Attorney <br />M >t <br />