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shall have the right, at its option, to (i) terminate this Agreement or (ii) proceed with the purchase of <br />the Real Property and receive all of the award or payment made in connection with such taking. <br />(b) Notices. All notices, demands, requests or other communications required or <br />permitted hereunder (collectively, "Notices") shall be in writing, shall be addressed to the receiving <br />party as provided in the Basic Terms section above, and shall be personally delivered, sent by <br />overnight mail (Federal Express or another carrier that provides receipts for all deliveries), sent by <br />certified mail, postage prepaid, return receipt requested, or sent by facsimile transmission (provided <br />that a successful transmission report is received). All Notices shall be effective upon receipt at the <br />appropriate address. Notice of change of address shall be given by written notice in the manner <br />detailed in this Section. Rejection or other refusal to accept or the inability to deliver because of <br />changed address of which no Notice in accordance with this Section was given shall be deemed to <br />constitute receipt of such Notice. The providing of copies of Notices to the parties' respective <br />counsels is for information only, is not required for valid Notice and does not alone constitute Notice <br />hereunder. <br />(c) Waiver. Consent and Remedies. Each provision of this Agreement to be <br />performed by Buyer and Seller shall be deemed both a covenant and a condition and shall be a material <br />consideration for Seller's and Buyer's performance hereunder, as appropriate, and any breach thereof <br />by Buyer or Seller shall be deemed a material default hereunder. Either party may specifically and <br />expressly waive in writing any portion of this Agreement or any breach thereof, but no such waiver <br />shall constitute a further or continuing waiver of a preceding or succeeding breach of the same or any <br />other provision. A waiving party may at any time thereafter require further compliance by the other <br />party with any breach or provision so waived. The consent by one party to any act by the other for <br />which such consent was required shall not be deemed to imply consent or waiver of the necessity of <br />obtaining such consent for the same or any similar acts in the future. No waiver or consent shall be <br />implied from silence or any failure of a party to act, except as otherwise specified in this Agreement. <br />All rights, remedies, undertakings, obligations, options, covenants, conditions and agreements <br />contained in this Agreement shall be cumulative and no one of them shall be exclusive of any other. <br />Except as otherwise specified herein, either party hereto may pursue any one or more of its rights, <br />options or remedies hereunder or may seek damages or specific performance in the event of the other <br />patty's breach hereunder, or may pursue any other remedy at law or equity, whether or not stated in <br />this Agreement. <br />(d) Cooperation. Buyer and Seller agree to execute such instruments and <br />documents and to diligently undertake such actions as may be required in order to consummate the <br />purchase and sale herein contemplated and shall use all reasonable efforts to accomplish the Closing <br />in accordance with the provisions hereof and, following Closing. <br />(e) Time. Time is of the essence of every provision herein contained. In the <br />computation of any period of time provided for in this Agreement or by law, the day of the act or <br />event from which said period of time runs shall be excluded, and the last day of such period shall be <br />included, unless it is a Saturday, Sunday, City closure, or legal holiday, in which case the period shall <br />be deemed to run until 5:00 p.m. of the next day that is not a Saturday, Sunday, City closure, or legal <br />holiday. Except as otherwise expressly provided herein, all time periods expiring on a specified date <br />or period herein shall be deemed to expire at 5:00 p.m. on such specified date or period. <br />(0 Counterparts; Electronic Sieriatures. This Agreement may be executed in <br />multiple counterparts, each of which shall be deemed an original, but all of which, together, shall <br />12 <br />