25D - AGMT - BRISTOL PHASE 4 - Laserfiche WebLink

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This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow, 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance slid approval of the City herein, The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amann, drpent. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Ca tip ons, Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA, 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 26. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question 26. No Third Party SjU2fi!2M, This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27, putt To Cnnpee�tg Further, Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicabillty of Agreement Ta Asslgnaes, This PSA shall be binding upon and shall Inure to the beneft of the successors and assigns of the Parties to this PSA. 29. Authority to Executa Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and each party agrees to indemnify each other fully, including reasonable costs and attorney's fees, for any injuries or damages to the other party in the event that such authority or power is not, In fact, held by the signatory or Is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as If fully set forth in the body of this PSA. IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: 2115 Bristol Trust, Lan Le as Trustee wJ _ Coate: 2018 Lan L.r as Trust .66 Mtol'rfusf 25D -10