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MARSHALL-KELLEY, LLC (2)
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MARSHALL-KELLEY, LLC (2)
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Last modified
2/4/2019 10:01:04 AM
Creation date
2/4/2019 9:38:33 AM
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Contracts
Company Name
MARSHALL-KELLEY, LLC
Contract #
A-2019-001
Agency
PUBLIC WORKS
Council Approval Date
1/15/2019
Destruction Year
0
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Seller's written notice of exercising its repurchase option. The rights and obligations of <br />Buyer and Seller set forth in this Section shall survive the Close of Escrow. <br />(b) The execution and delivery of the Agreement by Buyer, <br />Buyer's performance hereunder, and the consummation of the transaction contemplated <br />hereby will not constitute a violation of any order or decree or result in the breach of any <br />contract or agreement to which Buyer is at present a party or by which Buyer is bound; <br />and <br />(c) No other action by Buyer is requisite to the valid and binding <br />execution, delivery and performance of this Agreement, except as otherwise expressly <br />set forth herein. <br />4. ACKNOWLEDGEMENT OF FULL BENEFITS <br />By execution of this Agreement, Seller hereby acknowledges that this Agreement <br />provides full payment for the acquisition of the Property by Buyer, and Seller hereby <br />expressly and unconditionally waives any claim for damages, interest, loss of goodwill, <br />severance damages, or any other compensation or benefits other than as already <br />expressly provided for in this Agreement, it being understood that this is a complete and <br />full settlement of all acquisition claims, liabilities, or benefits of any type or nature <br />whatsoever relating to or in connection with the acquisition of the Property. <br />5. REMEDIES <br />If Seller defaults under this Agreement, then Buyer may, without prejudice to any <br />otherwise available remedies at law or in equity or as set forth in this Agreement, either: <br />(i) terminate this Agreement by written notice to Seller, whereupon the Escrow Deposit <br />(less the Independent Consideration) shall be immediately returned by the Escrow <br />Holder to Buyer, and this Agreement and the obligations of the parties hereunder shall <br />terminate (other than those obligations that expressly survive a termination of this <br />Agreement); or (ii) bring an action for specific performance of this Agreement. If Buyer <br />defaults under this Agreement, and such default is not cured within thirty (30) days <br />following the date of Seller's written notice of default to Buyer, then Seller may, as <br />Seller's sole and exclusive remedy under this Agreement by reason of such default, <br />terminate this Agreement by written notice to Buyer, whereupon the obligations of the <br />parties hereunder shall terminate (other than those obligations that expressly survive a <br />termination of this Agreement) and the Escrow Deposit shall be delivered to Seller as <br />full compensation and liquidated damages under and in connection with this Agreement, <br />and in such event, Buyer shall not be liable to Seller for monetary damages except for <br />full payment of the amount of the Escrow Deposit due at the time of termination and <br />forfeiture of said Escrow Deposit to the Seller. <br />Seller <br />7 <br />5207.01 -PSA -111218R <br />uyer's Initis rs <br />
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