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Parcel ID # 20-31 -38-00000-7000-00004.0 <br /> sum for appraisal services performed on behalf of the seller. <br /> (e) County will the amount of $1 ,394.80 to Joseph Roles and Assoc. , Inc. , as a <br /> reasonable sum for drainage engineering services performed on behalf of the seller. <br /> 7 . Prorations. All valid property taxes which are a lien upon the property on or prior to the <br /> Closing Date shall be paid by the Sellers. <br /> 8 . Miscellaneous. <br /> 8 . 1 Controlling Law. This Agreement shall be construed and enforced in accordance with the <br /> laws of the State of Florida. Venue shall be in Indian River County for all state court matters, and in <br /> the Southern District of Florida for all federal court matters. <br /> 8 . 2 Entire Agreement. This Agreement constitutes the entire agreement between the parties <br /> with respect to this transaction and supersedes all prior agreements, written or oral, between the <br /> Seller and the County relating to the subject matter hereof. Any modification or amendment to this <br /> Agreement shall be effective only if in writing and executed by each of the parties. <br /> 8 .3 Assignment and Binding Effect. Neither County nor Sellers may assign its rights and <br /> obligations under this Agreement without the prior written consent of the other party. The terms <br /> hereof shall be binding upon and shall inure to the benefit of the parties hereto and their successors <br /> and assigns. <br /> 8 . 4 Notices. Any notice shall be deemed duly served if personally served or if mailed by certified <br /> mail, return receipt requested, or if sent via "overnight' courier service or facsimile transmission, as <br /> follows: <br /> If to Sellers : Robert C. Byrne, Esq ., Attorney at Law <br /> Brigham Moore, LLP <br /> 2525 Ponce deLeon Blvd. , Suite 625 <br /> Coral Gables , FL 33134-6051 <br /> If to County: Indian River County <br /> 1801 27th Street <br /> Vero Beach FL 32960-3365 <br /> ATTN: William DeBraal, Esq. <br /> Deputy County Attorney <br /> Either party may change the information above by giving written notice of such change as provided <br /> in this paragraph. <br /> 8 . 5 Survival and Benefit. Except as otherwise expressly provided herein, each agreement, <br /> representation or warranty made in this Agreement by or on behalf of either parry, or in any <br /> instruments delivered pursuant hereto or in connection herewith, shall survive the Closing Date and <br /> the consummation of the transaction provided for herein. The covenants, agreements and <br /> undertakings of each of the parties hereto are made solely for the benefit of, and may be relied on <br /> 3 <br />