Inst 2013 Property Exchange - Chamber of Commerce

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27.10 Assignment Prohibited. This Agreement and the rights conferred hereunder may not be assigned by operation of law or otherwise absent the express written consent of the Parties. 27.11 Escrow Cancellation Charges. If the escrow fails to close by reason of a default by Chamber or City hereunder, such defaulting party shall pay all escrow or other Title Company charges. If the escrow fails_to close for any reason other than default by Chamber or City,then Chamber and City shall each pay one-half of such charges. 27.12 Counterparts. This Agreement may be executed in multiple counterparts,each of which shall be an original, and all of which taken together shall constitute one agreement. 27.13 Further Assurances. City and Chamber each agree to undertake such other actions as may reasonably be necessary to carry out the intent of this Agreement, including without limitation,the execution of any additional documents which may be required to effectuate the transactions contemplated hereby. 27.14 Severability. If any term,provision, or condition of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable,the remainder of this Agreement shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged thereby 27.15 Non-Liability of Officials, Employees and Agents. No member, official, employee or agent of City shall be personally liable in the event of any default or breach hereunder by either Party. 15