Reso 2007-1172 - Laserfiche WebLink

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19.4 Governing Law. This Agreement shall be interpreted in accordance with the laws of the State of Florida, both substantive and remedial. 19.5 Entire Agreement. This Agreement sets forth the entire agreement between Seller and Buyer relating to the Property and all subject matter herein and supersedes all prior and contemporaneous negotiations, understandings and agreements, written or oral, between the parties. 19.6 Computation of Dates. If any date computed in the manner herein set forth falls on a legal holiday or non-business day or non-banking day, then such date shall be extended to the first business day following said legal holiday or non-business day or non- banking day. 19.7 Time is of the Essence. Time is of the essence and failure of the Buyer to exercise the option granted hereby on or before the Option Expiration Date shall cause this Agreement to terminate and be of no further force or effect, except for those provisions that are expressly stated to survive termination of this Agreement. The provisions herein contained shall be strictly construed for the reason that both parties intend that all time periods provided for in this Agreement shall be strictly adhered to. 19.8 No Recording. This Agreement or any notice or memorandum hereof may not be recorded in the public records of any county in the State of Florida. 19.9 No Brokers. Seller and Buyer each represent to the other that it has not dealt with any broker, salesperson or agent in connection with the execution and delivery of this Agreement, and the other party shall not be required to pay any commission whatsoever with respect to this Agreement resulting from the actions of the party making such representations. Seller and Buyer each indemnify and hold each other harmless from and against any and all claims, losses, costs, damages, liabilities and expenses (including without limitation, reasonable attorneys' and paralegal fees) resulting from a breach by the indemnifying party of the foregoing representation. 19.10 Acceptance of Deed. The acceptance of the Deed to Buyer shall be deemed full performance and discharge of every agreement and obligation on the part of Seller to be performed pursuant to this Agreement, except those which are specifically stated to survive delivery of the Deed and closing. 19.11 Interpretation. Should any term or provision of this Agreement be subject to judicial interpretation, it is agreed by Seller and Buyer that the court interpreting or construing the same shall not apply a presumption that the term or provision shall be more strictly construed against the party who itself or through its agents and attorneys of each party have participated in the preparation of the terms and provisions of this Agreement and that all terms and provisions have been negotiated. 19.12 Caption, Headings, Etc. Captions, heading, section and subsection numbers in this Agreement are for convenience and reference only, and shall have no effect upon the meaning of any of the terms or provision herein. Option Agreement for A vila Condo. Assn. Property 15