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Original <br /> 7 . 1 . 1 The cost of recording the warranty deed and any release or satisfaction obtained by <br /> Seller pursuant to this Agreement. <br /> 7 . 1 . 2 Documentary Stamps required to be affixed to the warranty deed . <br /> 7 . 1 . 3 All costs and premiums for the owner's marketability title insurance commitment and <br /> policy , if any. <br /> 7 . 2 Seller shall pay the following expenses at or prior to Closing : <br /> 7 . 2 . 1 All costs necessary to cure title defect(s) or encumbrances , other than the <br /> Permitted Exceptions , and to satisfy or release of record all existing mortgages , liens or <br /> encumbrances upon the Property. <br /> 8 . Miscellaneous . <br /> 8 . 1 Controlling 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 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 <br /> condemnation proceedings shall be threatened or begun prior to the Closing of this <br /> transaction , County shall have the option to either terminate this Agreement, and the <br /> obligations of all parties hereunder shall cease , or to proceed , subject to all other terms , <br /> covenants , conditions , representations and warranties of this Agreement, to the Closing of <br /> the transaction contemplated hereby and receive title to the Property ; receiving , however, <br /> any and all damages , awards or other compensation arising from or attributable to such <br /> 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 <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 /> 8A 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 <br /> terms hereof shall be binding upon and shall inure to the benefit of the parties hereto and <br /> their successors and assigns . <br /> 4 <br />