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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 /> 8 .4 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 /> 8 . 5 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: William and Eva Graves IV If to County: Indian River County <br /> 6655 8th Street 1801 27th Street <br /> Vero Beach , FL 32968 Vero Beach , FL 32960 <br /> Attn : Land Acquisition/Louise Gates <br /> Either party may change the information above by giving written notice of such change as <br /> provided in this paragraph . <br /> 8 . 6 Survival and Benefit. Except as otherwise expressly provided herein , each agreement, <br /> representation or warranty made in this Agreement by or on behalf of either party, or in any <br /> instruments delivered pursuant hereto or in connection herewith , shall survive the Closing <br /> Date and the consummation of the transaction provided for herein . The covenants , <br /> agreements and undertakings of each of the parties hereto are made solely for the benefit of, <br /> and may be relied on only by the other party hereto , its successors and assigns , and are not <br /> made for the benefit of, nor may they be relied upon , by any other person whatsoever. <br /> 8 . 7 Attorney' s Fees and Costs . In any claim or controversy arising out of or relating to this <br /> Agreement , each party shall bear its own attorney's fees , costs , and expenses . <br /> 8 . 8 . Counterparts . This Agreement may be executed in two or more counterparts , each <br /> one of which shall constitute an original . <br /> 8 . 9 . County Approval Required : This Agreement is subject to approval by the Indian River <br /> - 4 - <br />