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9.2 County shall pay the following expenses at Closing: <br />(a) The cost of recording the warranty deed and any release or satisfaction <br />obtained by Seller pursuant to this Agreement. <br />(b) Documentary Stamps required to be affixed to the warranty deed. <br />(c) All costs and premiums for the owner's marketability title insurance <br />commitment and policy, if any. <br />9.3 Seller shall pay the following expenses at or prior to Closing: <br />(a) All taxes or costs necessary to cure title defect(s) or encumbrances, other <br />than the Permitted Exceptions, and to satisfy or release of record all existing <br />mortgages, liens or encumbrances upon the Property. <br />10. Miscellaneous. <br />10.1 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 />10.2 Entire Agreement. This Agreement constitutes the entire agreement between the <br />parties with respect to this transaction and supersedes all prior agreements, written or oral, <br />between the Seller and the County relating to the subject matter hereof. Any modification <br />or amendment to this Agreement shall be effective only if in writing and executed by each <br />of the parties. <br />10.3 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 />10.4 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: Willie James Cobb <br />4204 24th CT <br />Vero Beach, FL 32967 <br />If to County: Indian River County <br />1801 27th Street <br />Vero Beach, FL. 32960 <br />Attn: Land Acquisition/Andrew Sechen <br />4 <br />