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23 . SUCCESSORS IN INTEREST. Upon Seller's execution of this Agreement, Seller's heirs, legal <br /> representatives, successors and assigns will be bound by it. Upon Purchaser's approval of this Agreement <br /> and Purchaser's exercise of the option, Purchaser and Purchaser's successors and assigns will be bound by <br /> it. Whenever used, the singular shall include the plural and one gender shall include all genders . <br /> 24 . ENTIRE AGREEMENT. This Agreement contains the entire agreement between the parties <br /> pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, <br /> representations and understandings of the parties . No supplement, modification or amendment to this <br /> Agreement shall be binding unless executed in writing by the parties . <br /> 25 . WAIVER. Failure of Purchaser or Seller to insist upon strict performance of any covenant or <br /> condition of this Agreement, or to exercise any right herein contained, shall not be construed as a waiver or <br /> relinquishment for the future of any such covenant, condition or right; but the same shall remain in full <br /> force and effect. <br /> 26 . AMENDMENTS . No modification, amendment or alteration hereto , shall be effective or binding <br /> upon any of the parties hereto until it has been executed by all of the parties hereto . <br /> 27 . ADDENDUM. Any addendum attached hereto that is signed by the parties shall be deemed a part <br /> of this Agreement. <br /> 28 . NOTICE. Whenever either party desires or is required to give notice unto the other, it must be <br /> given by written notice, and either delivered personally or mailed to the appropriate address indicated on <br /> the first page of this Agreement, or such other address as is designated in writing by a party to this <br /> Agreement. <br /> 29 , SURVIVAL. The covenants, warranties, representations, indemnities and undertakings of Seller <br /> set forth in this Agreement shall survive the closing, the delivery and recording of the deed described in <br /> paragraph 8 . of this Agreement and Local Government's possession of the EL Property. <br /> 30 , CONDITION. The purchase and sale of the EL Property under this Agreement is linked to and <br /> conditioned upon the purchase and sale of the ROW Property in accordance with that certain Agreement to <br /> Purchase and Sell Real Estate, dated , 2005 , (the "ROW Agreement") which is by this reference <br /> made a part of this Agreement. The linking of these two contracts and the closing of the two transactions <br /> shall be as set forth in Addendum B of this Agreement. <br /> THIS AGREEMENT IS INITIALLY TRANSMITTED TO THE SELLER AS AN OFFER, IF THIS <br /> AGREEMENT IS NOT EXECUTED BY THE SELLER ON OR BEFORE MAY 20 , 20052 THIS <br /> OFFER WILL BE VOID UNLESS THE PURCHASER, AT ITS SOLE OPTION, ELECTS TO ACCEPT <br /> THIS OFFER BY EXECUTING IT. SELLER UNDERSTANDS AND AGREES THAT THIS OPTION <br /> AGREEMENT SHALL BE FULLY BINDING UPON IT AS OF THE TIME OF EXECUTION BY <br /> SELLER, FOLLOWED WITHIN A REASONABLE TIME THEREAFTER (NO MORE THAN 45 <br /> DAYS) BY EXECUTION BY INDIAN RIVER COUNTY. THE EXERCISE OF THIS OPTION IS <br /> SUBJECT TO : ( 1 ) APPROVAL OF THIS AGREEMENT, AND THE TOTAL PURCHASE PRICE, BY <br /> PURCHASER, (2) CONFIRMATION THAT THE TOTAL PURCHASE PRICE IS NOT IN EXCESS <br /> OF THE FINAL COUNTY APPROVED APPRAISED VALUE OF THE EL PROPERTY, AND (3 ) <br /> 02 / 21 / 05 <br /> Page 5 <br />