Laserfiche WebLink
8.2.1 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 />8.2.2 Pro -rated property taxes, if any. <br />9. Miscellaneous. <br />9.1 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 />9.2 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 />9.3 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 />9.4 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 or facsimile <br />transmission, as follows: <br />If to Seller: Premier Citrus, LLC <br />625 66th Avenue SW <br />Vero Beach, FL 32968 <br />If to County: Indian River County <br />1801 27' Street <br />Vero Beach, FL 32960 <br />Attn: Vincent Burke, Utilities Director <br />Either party may change the information above by giving written notice of such change as <br />provided in this paragraph. <br />9.5 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 />- 4- <br />