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right, title and interest in and to any award made or to be made in the condemnation proceedings. <br />Prior to the Closing Date, SELLER shall not designate counsel, appear in, or otherwise act with <br />respect to the condemnation proceedings without BUYER's prior written consent. Prior to the <br />Closing Date, BUYER agrees that it shall not commence any eminent domain proceedings <br />against. all or any part of the Property. <br />10. Broker's Commission. SELLER and BUYER represent and warrant to each <br />other that they have dealt with no brokers, finders or the like in connection with this transaction, <br />.and agree to indemnify, each other and to hold each other harmless against all claims, damages, <br />costs or expenses of or for any other such fees or commissions resulting from their actions or <br />agreements regarding the execution or performance of this Agreement, and will pay all costs of <br />defending any action or lawsuit brought to recover any such fees or commissions incurred by the <br />other party, including reasonable attorney's fees. <br />11. Assignment. BUYER shall not assign its rights under this Agreement before <br />Closing without the prior written consent of SELLER. Any such assignment will not relieve the <br />.BUYER of its obligations under this Agreement. <br />12. Survival. ,Except as otherwise specifically limited in this Agreement, all of the <br />terms of this Agreement will survive and be enforceable after the Closing. <br />13. Notices. Any notice required or permitted to be given by any party upon the other <br />is given in accordance with this Agreement if it is directed to SELLER by delivering it <br />personally to an officer of SELLER, or if it is directed to BUYER, by delivering it personally to <br />. an officer of BUYER, or if mailed in a sealed wrapper by United States registered or certified <br />mail, return receipt- requested, postage prepaid, or if deposited cosy paid with a nationally <br />recognized, reputable overnight courier, properly addressed as follows: <br />If to BUYER: City of Ramsey <br />7550 Sunwood Drive N.W. <br />Ramsey, MN 55303 <br />Attn: City Administrator <br />With copy to: William K Goodrich <br />Randall and Goodrich, P.L..C. <br />2140 4~' Ave North <br />Anoka, Minnesota <br />Telephone: 763-421-5424 <br />E-mail: b~ood(a~anokalaw.coin <br />If to SELLER: Alvin Goebel, Trustee of the Alvin Goebel Trust Agreement <br />Dated December 28, 2004 <br />2741 Rivers Bluff Lane NW <br />Ramsey, Minnesota 55303 <br />Telephone: 763-421-4815 <br />Fax: <br />E-Mail: <br />7 <br />_4.2_ <br />