1999 028 Ordinance - Laserfiche WebLink

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obligations each to the other, except that Seller shall pay the costs of all title work and accrued escrow charges. B. Buyer's Default. In the event Buyer fails to perform any of its undertakings hereunder by the date designated herein for such performance, or if any of Buyer's representations and warranties shall be untrue or inaccurate as of the date hereof or as of the Closing Date, or if Buyer should fail to consummate the purchase contemplated herein for any reason other than Seller's default, then, in addition to any other legal or equitable remedies available to Seller, Seller shall be entitled to (i) terminate this Agreement and retain amounts received by it from Buyer as partial liquidated damages; (ii) the remedy of specific performance to enforce the terms and conditions hereof. 14. Risk of Loss. Risk of loss to the Property or any part thereof shall remain with Seller until the Deed is filed for record, subject to the provisions of Section 6.G above. If the Property or any part thereof is destroyed or damaged by fire or other casualty prior to the filing of the Deed for record, Buyer shall be entitled to receive the proceeds of all insurance payable in connection therewith and upon receipt of same, this transaction shall be consummated in accordance with the terms hereof without reduction in the Purchase Price. 15. Further Assistance; Cooperation. Buyer and Seller agree, at any time.and from time to time, to execute any and all documents reasonably requested by the other party to carry out the intent of this Agreement. 16. No Brokers.. Buyer and Seller acknowledge that no broker or finder has been authorized, nor has any... such person been involved in, negotiating this Agreement or bringing about the transaction contemplated herein and that neither Seller nor Buyer shall be obligated to pay any real estate commission. Buyer and Seller agree to indemnify each other from and against any and all loss, cost, damage or expense arising out of or resulting from any act or acts of the indemnifying party which give rise to any claim of any such broker or agent in connection with this transaction. This provision shall survive closing of the transaction contemplated herein and be continuing thereafter. 17. Notice. Any notices permitted or required to be given pursuant to the terms of this Agreement shall be deemed properly given if either hand delivered or mailed by certified U.S. Mail, return receipt requested, or sent by reputable overnight courier requiring `signature of receipt, to the following addresses: To Buyer: Mayfield Village 6621 Wilson Mills Road Mayfield Village, Ohio 44143. Attn: Bruce G. Rinker, Mayor With a copy to: Joseph W. Diemert, Jr. Joseph W. Diemert, Jr. & Associates Co., L.P.A. 1360 SOM Center Road Cleveland, Ohio 44124 12