Laserfiche WebLink
courts or to claim that such forum is inconvenient. Final judgment by such courts shall be <br />conclusive and may be enforced in any manner permitted by Law. <br />10.12 Specific Performance. The Parties hereby expressly recognize and acknowledge <br />that immediate, extensive and irreparable damage would resul4 no adequate remedy at Law <br />would exist and damages would be difficult to determine this Agreement is not performed in <br />accordance with its specific terms or otherwise breached. In such event, it is hereby agreed that <br />the Parties shall be entitled to specific performance of the terms hereof and immediate injunctive <br />relief and other equitable relief, without the necessity of proving the inadequacy of money <br />damages as a remedy, and the Parties further hereby agree to waive any requirement for the <br />securing or posting of a bond in connection with the obtaining of such injunctive or other <br />equitable relief. Such remedies, and any and all other remedies provided for in this Agreement, <br />shall, however, be cumulative in nature and not exclusive and shall be in addition to any other <br />remedies whatsoever which any Party may otherwise have. Each of the Parties hereby <br />acknowledges that the existence of any other remedy contemplated by this Agreement does not <br />diminish the availability of specific performance of this Agreement or any other injunctive relief. <br />Each of the Parties further acknowledges and agrees that injunctive relief and/or specific <br />performance will not cause an undue hardship to such Party. <br />10.13 Public Announcements. Unless otherwise required by Law (based upon the <br />reasonable advice of counsel), no Party to this Agreement shall make any public announcements <br />in respect of the terms of this Agreement or the details of the Transactions contemplated hereby <br />or otherwise communicate such details to any news media without the prior written consent of <br />the other Parties (which consent shall not be unreasonably withheld or delayed), and the Parties <br />shall cooperate as to the timing and contents of any such announcement. <br />10.14 Beer's Coo ration in Seller's and the Individuals' Section 1031 Exchan e. <br />Buyer agrees to reasonably cooperate with Seller and the Individuals so that one or more of <br />Seller and the Individuals may sell all or portions of the Transferred Real Property as part of a <br />tax-deferred exchange pursuant to Section 1031 of the Code; provided, however, that Buyer shall <br />not be required to pay or incur any additional expense or liability, directly or indirectly, as a <br />result of such exchange, it being the intent and agreement of the Parties hereto that the cost, <br />expense and liability required to effectuate such exchange shall be borne solely by the Seller and <br />the Individuals; provided, further, however that nothing in this Section 10.14 shall change, delay <br />or otherwise affect the timing for the Closing of the Purchased Assets under this Agreement. <br />(Remainder of Page Intentionally Left Blank, Signature Page Follows) <br />38 <br />