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t <br /> 4 . 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 /> 4 .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 /> 4 . 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: Lawrence E . and Corine H . Trapp <br /> 2205 8h Avenue <br /> Vero Beach, Florida 32960 <br /> If to County : Indian River County <br /> 1801 27th 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 /> 4 . 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 /> 4 . 7 Attorney' s Fees and Costs . In any claim or controversy arising out of or relating to this <br /> Agreement, each parry shall bear its own attorney' s fees , costs and expenses. <br /> 4 . 8 . Counterparts . This Agreement may be executed in two or more counterparts, each one of <br /> which shall constitute an original . <br /> 4 . 9 . County Approval Required : This Agreement is subject to approval by Indian River County as <br /> set forth in paragraph 2 . <br /> 4 . 10 Beneficial Interest Disclosure : In the event Seller is a partnership, limited partnership , <br /> corporation, trust, or any form of representative capacity whatsoever for others, Seller shall provide a <br /> fully completed, executed, and sworn beneficial interest disclosure statement in the form attached to <br /> this Agreement as an exhibit that complies with all of the provisions of Florida Statutes Section <br /> 286 . 23 prior to approval of this Agreement by the County. However, pursuant to Florida Statutes <br /> Section 286 . 23 (3 )(a) , the beneficial interest in any entity registered with the Federal Securities and <br /> Exchange Commission, or registered pursuant to Chapter 517 , Florida Statutes, whose interest is for <br /> sale to the general public , is exempt from disclosure ; and where the Seller is a non-public entity, that <br /> Seller is not required to disclose persons or entities holding less than five (5 %) percent of the <br /> beneficial interest in Seller. <br /> R\Engineering\Robert Webb\notice to owner\Trap [picornerclip]2Urchase Agreement.45thst. doc <br />