Resolution 4976 - Laserfiche WebLink

13. Authority. 13.1 Seller . Seller represents, warrants and covenants to Purchaser that Seller has the authority to enter into this Agreement and all agreements and documents contemplated hereby, and to perform the covenants and obligations to be performed by Seller hereunder, and, when executed and delivered by Seller, this Agreement shall constitute a legal, valid, and binding obligation of Seller. Neither the execution of this Agreement nor its performance by Seller will conflict with or result in the breach of any mortgage, encumbrance, instrument, covenant, or other undertaking of Seller whatsoever. 13.2 Authority of Purchaser. Purchaser represents, warrants and covenants to Seller that when the conditions precedent set forth in Sections 10.2 (a) and (b),have been satisfied, Purchaser has the authority to enter into this Agreement and all agreements and documents contemplated hereby, and to perform the covenants and obligations to be performed by Purchaser hereunder, and, when executed and delivered by Purchaser, this Agreement shall constitute a legal, valid, and binding obligation of Purchaser. When the conditions precedent set forth in Sections 10.2(a) and (b) , have been satisfied, Purchaser agrees to provide such documents as are reasonably requested by Seller to evidence Purchaser's authority hereunder. 14. General . Time is of the essence of this Agreement. This is the entire agreement of Purchaser and Seller with respect to the matters covered hereby and supersedes all prior agreements between them, written or oral. This Agreement may be modified only in writing, signed by Purchaser and Seller. Except as otherwise provided herein, any waivers hereunder must be in writing. No waiver of any right or remedy in the event of default hereunder shall constitute a waiver of such right or remedy in the event of any subsequent default. This Agreement shall be governed by the laws of the State of Washington and the United States of America. This Agreement is for the benefit only of the parties hereto and, except as otherwise provided herein, shall inure to the benefit of and bind the heirs, personal representatives, successors and assigns of the parties hereto. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. 15. Commissions . Purchaser represents and warrants that Purchaser has not engaged a broker in connection with the negotiations leading to this Agreement, and in any event Purchaser shall indemnify Seller against and hold Seller harmless from any and all loss, damage, liability, cost or expense, including attorneys' fees, suffered or incurred by Seller arising out of or relating to any claim for a real estate commission made by any real estate agent or broker engaged by Purchaser. 16. No Warranties . SELLER MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, CONCERNING THE PROPERTY OR ITS FITNESS FOR ANY PURPOSE, 8 S:\MSoine\Real Estate\Reservation\PUrcahse&Sale final corrected 11-14-00 doc Seattle/11 15 00