CHASE FAINBARG, NANCY AND FAINBARG, STEVEN AND EAST END REALTY PARTNERS, LP

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AGREEMENT 1. Recitals. The recitals set forth in paragraphs A through E are true and correct and are hereby fully incorporated by reference into this Agreement. 2. Effective Date. The Effective Date of this Agreement shall be the date on which this Agreement is fully executed by all of the Parties. 3. No Precedent. This Agreement is in no way intended, and shall in no way be construed, to restrict rights guaranteed to the City under local, state, and/or federal law, rule, policy, or agreement, or to establish a precedent or formal policy of the City in this or any other matter, now or in the future. 44. No Admission of Liability. This Agreement shall not in any way be construed as an admission by any of the Parties of any unlawful or wrongful acts or other liability whatsoever against each other or against any other person. The Parties specifically disclaim any liability to, or wrongful acts against, each other or against any other person on the part of themselves, any related person, or any related predecessor entity or corporation, or its or their agents, representatives, or successors in interest and assigns, in relation to the matters addressed in this Agreement. 5. Settlement Terms. Upon execution of this Agreement, the following terms shall apply: a. The Parties hereby approve and shall take all actions necessary to effectuate the exchange of the Subject Properties pursuant to the following transactions: Fainbarg shall transfer to the City the portion of property as detailed in the Legal Description provided in Exhibit A attached herewith and incorporated herein by reference. Further detail of said property is provided in the Sketch attached hereto as Exhibit B and incorporated herein by reference. ii. The City shall transfer to East End the portion of property as detailed in the Legal Description provided in Exhibit C attached herewith and incorporated herein by reference. Further detail of said property is provided in the Sketch attached hereto as Exhibit D and incorporated herein by reference. iii. The City shall transfer to Fainbarg the portion of property as detailed in the Legal Description provided in Exhibit E attached herewith and incorporated herein by reference. Further detail of said property is provided in the Sketch attached hereto as Exhibit F and incorporated herein by reference. b. There shall be no monetary compensation between the ,Parties for the exchange of the Subject Properties.