Reso 2007-1120 - Laserfiche WebLink

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] 9. Miscellaneous, 19.1 Counterparts. This Agreement may be executed in any number of counterparts, anyone and all of which shall constitute the contract of the parties, The paragraph headings herein contained are for the purposes of identification only and shall not be considered in construing this Agreement. ] 9,2 Amendment. No modification, amendment or waiver of this Agreement or any provision hereof (including, without limitation, this sentence) shall be of any force or effect unless in writing executed by both Seller and Buyer. 19.3 Attornev's Fees, In connection with any action ansll1g from or in connection with this Agreement, the prevailing party shall be entitled to an award of its costs and expenses, including reasonable attorneys' fees and disbursements, incurred or paid before and at trial or any other proceeding which may be instituted, at any tribunal level. 19.4 Governing Law. This Agreement shall be interpreted in accordance with the laws of the State of Florida, both substantive and remedial. 19.5 Entire Agreement. This Agreement sets fOlth the entire agreement between Seller and Buyer relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the parties. 19.6 Computation of Dates. If any date computed in the manner herein set forth falls on a legal holiday or non-business day or non-banking day, then such date shall be extended to the first business day following said legal holiday or non-business day or non- banking day. ] 9,7 Time is of the Essence. Time is of the essence and failure of the Buyer to exercise the option granted hereby on or before the Option Expiration Datc shall cause this Agreement to terminatc and be of no further force or effect, except for those provisions that are expressly stated to survive termination of this Agreement.. The provisions herein contained shall be strictly construed for the reason that both parties intend that all time periods provided for in this Agreement shall be strictly adhered to, ] 9.8 No Recording. This Agreement or any notice or memorandum hereof may not be recorded in the public records of any county in the State of Florida. 19.9 No Brokers. Seller and Buyer each represent to the other that it has not dealt with any broker, salesperson or agent in connection with the execution and delivery of this Agleement, and the other party shall not be required to pay any commission whatsoever with respect to this Agreement resulting from the actions of the party making such representations. Seller and Buyer each indemnify and hold each other harmless from and against any and all claims, losses, costs, damages, liabilities and expenses (including without limitation, reasonable attorneys' and paralegal fees) resulting from a breach by the indemnifying party of the foregoing representation. Eric Feder 14