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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 Condemnation. In the event that all or any part of the Property shall be acquired or <br /> condemned for any public or quasi-public use or purpose, or if any acquisition or condemnation <br /> proceedings shall be threatened or begun prior to the Closing of this transaction, County shall have <br /> the option to either terminate this Agreement, and the obligations of all parties hereunder shall cease, <br /> or to proceed, subject to all other terms, covenants, conditions, representations and warranties of this <br /> Agreement, to the Closing of the transaction contemplated hereby and receive title to the Property; <br /> receiving, however, any and all damages, awards or other compensation arising from or attributable <br /> to such acquisition or condemnation proceedings. County shall have the right to participate in any <br /> such proceedings . <br /> 8 . 3 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 . 4 Assignment and Binding Effect. Neither County nor Seller 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 . 5 Notices . Any notice shall be deemed duly served if personally served or if mailed by <br /> certified mail, return receipt requested, or if sent via "overnight" courier service, as follows : <br /> If to Seller: Paul C. & Joyce M. Redstone <br /> 80643 ni Avenue <br /> Vero Beach, Florida 32960 <br /> If to County: Indian River County <br /> 1841 27rh Street, Vero Beach, FL 32960 <br /> Attn: _Bob Webb Land Acquisition_ <br /> Either party may change the information above by giving written notice of such change as provided <br /> in this paragraph. <br /> 8 . 6 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 party, 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 /> only by the other parry hereto, its successors and assigns , and are not made for the benefit of, nor <br /> may they be relied upon, by any other person whatsoever. <br /> 8 . 7 Attorney' s Fees and Costs. In any claim or controversy arising out of or relating to this <br /> Agreement, each party shall bear its own attorney ' s fees, costs and expenses . <br /> 8 . 8 . Counterparts. This Agreement may be executed in two or more counterparts, each one of <br /> which shall constitute an original . <br /> F\Engineering\Robert Webb\43rd ave . capital\43rd Ave\43rd Ave Land Acquisition\Parcel 146 Redstone Paul C and Joyce <br /> MVPurchase Agreement.Redstone.08. 24. 07 .doc <br /> 3 <br />