Agenda - Council - 05/28/2024 - Laserfiche WebLink

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enforced and recover any incidental damages. Buyer waives all-claims for consequential damages against Seller based on Seller's breach or alleged default hereunder. 23. WAIVER. Failure of Seller or Buyer to insist upon the performance of any of the covenants, agreements and/or conditions of this Agreement or to exercise any right or privilege herein shall not be deemed a waiver of any such covenant, condition or right. 24. SURVIVAL OF TERMS AND CONDITIONS. The terms and conditions of this Agreement shall survive and be in full force and effect after the delivery of the deed, and shall not be deemed to have merged therein. 25. SEVERABILITY. Each provision of this Agreement shall apply to the extent permitted by applicable law and is intended to be severable. If any provision is illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the legality or validity of the remainder of the Agreement. 26. CONSTRUCTION. The Parties acknowledge that this Agreement was initially prepared by Seller solely as a convenience and that all Parties and their counsel hereto have read and full negotiated all the language used in this Agreement. The Parties acknowledge that because all Parties and their counsel participated in negotiating and drafting this Agreement, no rule of construction shall apply to this Agreement to construe ambiguous or unclear language in favor of or against any Party. _ 27. COUNTERPARTS; DIGITAL COPIES. This Agreement may be executed in any number of counterparts and the signature pages of the separate counterparts combined into a single copy of this Agreement which will then constitute a fully executed version of this Agreement. A facsimile, pdf file or digital copy of a signed counterpart or of an assemblage of counterparts of this Agreement shall be deemed to be an original thereof. 28. CONSTRUCTION DEADLINE. The project consists of 103-unit owner occupied detached townhomes. Buyer shall obtain certificates of occupancy for the construction of forty (40) single family townhomes pursuant to the following schedule: I Construction Deadline Schedule: Eight (8) certificates of occupancy by December 31, 2024; A total of sixteen (16) certificates of occupancy by December 31, 2025; A total of twenty-four(24) certificates of occupancy by December 31, 2026; A total of thirty-two (32) certificates of occupancy by December 31, 2027; A total of forty (40) certificates of occupancy by December 31, 2028. Each total certificate requirement outlined above shall include all certificates of occupancy received during the current deadline period and all prior deadline periods. For instance, if sixteen (16) certificates of occupancy are received prior to December 31, 2024, Buyer shall have no requirement to obtain any additional certificates of occupancy by December 31, 2025. Page 10 of 18