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6.`I'he amount of any prorations due Buyer under this Agreement; and <br />7.One half (1/2) of the escrow fee. <br />C. Other Charges. Taxes and assessments, both general and special, shall be <br />prorated by the escrow agent as of the date of transfer based on the last available <br />tax duplicate. <br />12. DEFAULT. Time is of the essence of this contract. If Buyer shall default in <br />the performance of any of the obligations imposed on Buyer by this Agreement, the <br />Seller, by written notice to Buyer, (a) may elect to terminate said Agreement, or (b) may <br />pursue any and all of its legal or equitable remedies. If Seller shall default in the <br />performance of any of the obligations imposed on Seller by this Agreement, the Buyer may elect <br />(a) to terminate this Agreement by written notice thereof to Seller, or (b) to pursue any legal or <br />equitable remedy. If the: Buyer or Seller elects to terminate pursuant to this paragraph, the <br />escrow agent and/or the Seller shall deliver any funds or documents placed with them, as <br />provided hereunder, and both parties shall be released from any further obligations and liability <br />except as provided above. <br />13. NOTICES.: Service of all demands, notices or other papers with respect to <br />such termination and retention of payments, or otherwise, may be made by registered <br />mail at the following address: Joseph W. Diemert, Jr., Director of Law, 1360 S.O.M. <br />Center Road, Cleveland, Ohio 44124, or at such other address as Buyer will indicate in <br />writing to Seller. <br />14. STATE LA,W. This Purchase Agreement shall be interpreted and governed <br />in accordance with the laws of the State of Ohio. <br />15. AMENDIVIENTS. This Purchase Agreement shall not be modified or <br />-6- <br />