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8 . Miscellaneous . <br /> 8 . 1 Controllinq Law . This Agreement shall be construed and enforced in accordance <br /> with the laws of the State of Florida . Venue shall be in Indian River County for all state <br /> court matters , and in the Southern District of Florida for all federal court matters . <br /> 8 . 2 Entire Agreement . This Agreement constitutes the entire agreement between the <br /> parties with respect to this transaction and supersedes all prior agreements , written or <br /> oral , between the Seller and the County relating to the subject matter hereof. Any <br /> modification or amendment to this Agreement shall be effective only if in writing and <br /> executed by each of the parties . <br /> 8 . 3 Assignment and Binding Effect . Neither County nor Seller may assign its rights <br /> and obligations under this Agreement without the prior written consent of the other <br /> party . The terms hereof shall be binding upon and shall inure to the benefit of the <br /> parties hereto and their successors and assigns . <br /> 8 . 4 Notices . Any notice shall be deemed duly served if personally served or if mailed <br /> by certified mail , return receipt requested , or if sent via " overnight" courier service or <br /> facsimile transmission , as follows : <br /> If to Seller : Roy and Cindy L . Bass <br /> P . O . Box 700441 <br /> Wabasso , FL 32970- 0441 <br /> If to Seller' s Attorney : Fixel , Maguire & Willis <br /> 605 East Robinson Street <br /> Suite 140 <br /> Orlando , FL 32801 <br /> If to County : y , Indian River County <br /> ( �� ( a 'T Tub to 5th Street <br /> Wkg/ero Beach , FL . 32960 <br /> Attn : Public Works Director <br /> Either party may change the information above by giving written notice of such change <br /> as provided in this paragraph . <br /> 8 . 5 Survival and Benefit . Except as otherwise expressly provided herein , each <br /> agreement , representation or warranty made in this Agreement by or on behalf of either <br /> party , or in any instruments delivered pursuant hereto or in connection herewith , shall <br /> survive the Closing Date and the consummation of the transaction provided for herein . <br /> The covenants , agreements and undertakings of each of the parties hereto are made <br /> solely for the benefit of, and may be relied on only by the other party hereto , its <br /> 5 <br />