07/23/2007 Council Packet (2) - Laserfiche WebLink

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111/ such notice is personally delivered or delivered by overnight courier service, or on the day such • • notice is mailed, if mailed in accordance with this section. 15. Continued Enforceability of Provisions. Any covenants contained herein that are not completed or satisfied prior to the Date of Closing shall continue in full force and effect in accordance with their terms subsequent to the Date of Closing and shall not merge in the Closing documents. All representations and warranties shall survive Closing and shall not merge in the Closing documents. Any conditions to Closing shall be deemed waived at Closing unless otherwise agreed in writing contemporaneous with Closing. 16. Entire Agreement; Amendments. This Agreement constitutes the entire agreement between the parties and no other agreements prior to this Agreement or contemporaneous herewith (except written contemporaneous agreements) shall be effective except as expressly set forth or incorporated herein. Neither Seller nor Purchaser shall be bound by, or be liable for, any other warranties or other representations made by any person, partnership, corporation or other entity unless such other warranties or representations are set forth in a written instrument duly executed by such respective party subsequent to the date hereof. Purchaser acknowledges to Seller that, in entering into this Agreement, Purchaser is not relying on any representations or warranties except those expressly set forth herein or in other Closing documents. Any purported amendment hereto shall not be effective unless it shall be set forth in writing and executed by the parties hereto, or their respective successors or assigns. 17. Binding Effect; Assignment; Waiver. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; provided, however, neither Purchaser nor Seller shall be released from its liability hereunder and the applicable assignee shall expressly assume in writing the obligations of its assignor