RDA Agmt 2001 Batarse Family Trust UTA

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(i) have been authorized, executed, and delivered by Seller; (ii) are binding obligations of Seller; (iii) are collectively sufficient to transfer all of Seller's rights to the Property; and (iv) do not violate the provisions of any agreement to which Seller is a party or which affects the Property; subject, however, to applicable bankruptcy, insolvency, and other similar laws affecting the enforcement of creditors' rights and to principles of equitable remedies. (b) Purchaser warrants that this Agreement and all other documents delivered prior to or on the Close of Escrow: (i) have been authorized, executed, and delivered by Purchaser; (ii) are binding obligations of Purchaser; and (iii) do not violate the provisions of any agreement to which Purchaser is a party; subject, however, to applicable bankruptcy, insolvency, and other similar laws for enforcement of creditors' rights and to principles of equitable remedies. (c) The parties warrant that the persons executing this Agreement on their behalf are authorized to do so, and on execution of this Agreement, this Agreement shall be valid and enforceable against Purchaser or Seller in accordance with this Agreement. Section 15. Brokers Each party warrants and represents to the other that no brokers have been retained or consulted in connection with this transaction. Each party agrees to defend, indemnify, and bold harmless the other party from any claims, expenses, costs, or liabilities arising in connection with a breach of that party's representations, warranties, or covenants under this Agreement. Section 16. Assignment Purchaser shall have no right to assign any rights and liabilities under this Agreement to any party. Section 17. Attorney Fees If litigation is commenced between the parties, the Prevailing Party in that litigation shall be entitled to recover from the nonprevailing party all reasonable attorney fees and costs. "Prevailing Party" shall include without limitation a party who dismisses an action in exchange for sums allegedly due; the party who receives performance from the other party for an alleged breach of contract or a desired remedy where the performance is substantially equal to the relief sought in an action; or the party determined to be the prevailing party by a court of law. Section 18. Notices All notices to be given under this Agreement shall be in writing and sent by (a) certified mail, return receipt requested, in which case notice shall be deemed delivered three (3) business days after deposit, postage prepaid in the United States Mail, 6