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entitled to the insurance proceeds and Buyer shall receive a refund of its Earnest Money. <br />If Buyer does not terminate this Agreement, despite said damage or destruction, there <br />shall be no reduction in or abatement of the Purchase Price and Seller shall assign all <br />insurance proceeds it received due to the damage or destruction to Buyer. <br /> <br />11. Broker's Commission <br />. Seller and Buyer represent and warrant to each other that they <br />have dealt with no brokers, real estate agents, finders or the like in connection with this <br />transactionwhich represents Seller. Seller <br />shall pay broker as required by their specific agreement. Seller and Buyer agree to <br />indemnify each other and to hold each other harmless against all claims, damages, costs <br />or expenses of or for any brokers' fees or commissions resulting from their actions or <br />agreements regarding the execution or performance of this Agreement, other than the fees <br />and will pay all costs of defending any <br />action or lawsuit brought to recover any such fees or commissions incurred by the other <br />party, including reasonable attorneys' fees. <br /> <br />12. Assignment <br />transaction, written notification must be sent to Seller and sent to Seller via the address <br />listed for notices as shown in Section 14. <br /> <br />13. Survival <br />. All of the terms of this Agreement will survive and be enforceable after the <br />Closing. <br /> <br />14. Notices <br />. Any notice or communication required or permitted to be given by any party to <br />the other shall be in writing and shall be deemed to have been given in accordance with <br />this Agreement if it is delivered personally to Seller or Buyer or if mailed to either Seller <br />or Buyer in a sealed wrapper by first class United States Mail addressed as follows: <br /> <br /> If to Seller: City Administrator <br />City of Ramsey <br /> 7550 Sunwood Drive <br /> Ramsey, MN 55303 <br /> <br /> If to Buyer: Pamela S. Deal <br /> PSD, LLC <br /> 7533 Sunwood Drive NW <br />Suite 315 <br /> Ramsey, MN 55303 <br /> <br />Mailed notices shall be deemed effective two (2) business days after the date of mailing. <br />Any party may change its address for the service of notice by giving written notice of <br />such change to the other party, in any manner above specified, ten (10) days prior to the <br />effective date of such change. <br /> <br /> 10 <br /> <br /> <br />