2025-009 Ordinance - Laserfiche WebLink

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same instrument. As used in this Agreement "execution of this Agreement" or "full execution of this Agreement" means the execution and delivery of this Agreement by Seller and Purchaser. 12.8 Assignment. This Agreement shall not be assigned by Purchaser to any person entity without the advance written consent of Seller, which consent may be withheld in Seller's discretion. At the time of Closing. Purchaser may, with the consent of Seller, request that a nominee take title to the Property. No consent to any assignment or to a conveyance to a nominee shall relieve Purchaser of an obligations arising under this Agreement. 12.9 Construing Language. The parties hereby acknowledge thot each is a sophisticated Purchaser or Seller of properties and each is represented by counsel and has had the opportunity to review this Agreement. The covenants and agreements of the parties contained in this Agreement shall not be construed in favor of or against either party, but shall be construed as it' both parties drafted this Agreement. 12.10 Severability. Wary, term, covenant, condition or provision of this Agreement, or the application thereof' to any person or circumstance. shall ever lic held to be invalid or uncnlorceable, then in each such event the remainder of this Agreement or the application of such term, covenant, condition or provision to any other person or any other circumstance (other than thou as to which it shall be invalid or unenforecable) shall not be thereby affected, and each term, covenant, condition and provision hereof shall remain valid and enforceable to the fullest extent permitted by law. 12.11 Time of the lissence. Time is of the essence of this Agreement. Anywhere a day certain is stated for payment or fix performance of troy obligation, the day certain so stated enters into and becomes part of the consideration Ior this Agreement. If any date set firth in this Agreement shall I'all on, or any time period set firth in this Agreement shall expire on, a day which is a Saturday. Sunday, federal or state holiday, or other non -business day, such date shall automatically be extended to, and the expiration of such time period shall automatically be extended to, the next day which is not a Saturday. Sunday, federal or state holiday or other non- business day. 'fhe final day of any time period under this Agreement or any deadline under this Agreement shall be the specified day or date, and shall include the period of time through and including such specified day or date. 12.12 Recitals and Section Ileadings. 'The recitals first set linth on page I of' this Agreement are incorporated herein as substantive terms of' the Agreement. The headings to sections of this Agreement arc set firth only fix convenience and arc not substantive to the Agreement. 12.13 Entire Agreement. This Agreement, together with each Vxhibit and Schedule attached hereto and referenced herein, represents the entire Agreement between Seller and Purchaser with respect to the subject matter hercol'and may he amended, modified or changed only pursuant to a written instrument executed on behalf of both Purchaser and Seller. This Agreement shall not be recorded by either party. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK