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Assignment of Contract and the assignee's assumption of all of Purchaser's obligations <br /> hereunder, in writing,Purchaser shall be relieved of all liability and obligations of <br /> Purchaser under this Agreement,arising from and after the date of the Assignment of <br /> the Contract. <br /> 17.4. Binding Effect. The terms and conditions of this Agreement shall be <br /> binding upon and shall inure to the benefit of Seller's and Purchaser's heirs, executors, <br /> administrators,successors, and assigns. <br /> 17.5. Exhibits and Recitals. The Recitals at the beginning of this Agreement <br /> and all exhibit(s)hereto constitute an integral part of this Agreement and are <br /> incorporated herein by reference. <br /> 17.6. Counterparts. This Agreement may be executed in any number of <br /> counterparts,each of which shall be deemed to be an original,but all of which together <br /> shall constitute one and the same instrument. All facsimile or electronic transmissions <br /> of this Agreement shall be deemed original signatures for all purposes. <br /> 17.7. Severability. If any provision of this Agreement shall be held invalid, <br /> the other provisions hereof shall not be affected thereby and shall remain in full force <br /> and effect. <br /> 17.8. Entire Agreement. This Agreement represents the entire agreement of <br /> the Parties and may not be amended except by a writing signed by each Party thereto. <br /> 17.9. Authority. Each Party to this Agreement warrants to the other that the <br /> respective signatories have full right and authority to enter into and consummate this <br /> Agreement and all related documents. <br /> 17.10. Further Actions. Each Party shall execute and deliver or cause to be <br /> executed and delivered any and all instruments reasonably required to convey the <br /> Property to Purchaser and to vest in each Party all rights, interests, and benefits <br /> intended to be conferred by this Agreement. <br /> 17.11. Governing I,aw. This Agreement shall be governed by and construed in <br /> accordance with the laws of the state of Colorado. <br /> 18. SATURDAYS,SUNDAYS, HOLIDAYS. If the final date of any time period <br /> of limitation set out in any provision of this Agreement falls on a Saturday, Sunday or a legal <br /> holiday under the laws of the state in which the Property is situated,then the time of such <br /> period shall be extended to the next day which is not a Saturday. Sunday or legal holiday. <br /> 19. PURCHASER'S CONTINGENCIES. Specific contingencies to Purchaser's <br /> obligation to purchase the Property hereunder arc: (i)the approval of Purchaser's Board of <br /> Directors. in its sole discretion,of the transactions contemplated at its next regularly scheduled <br /> meeting but in any case on or before expiration of the Inspection Period, (ii) Purchaser being <br /> satisfied with the Condition of Property and obtaining sufficient funding for the Property <br /> acquisition,as determined by the Purchaser in its sole discretion,at any time prior to the end <br /> of the Inspection Period, and(iii) Seller obtaining the DRMS's final approval of the Amended <br /> Reclamation Plan by May 31, 2020(the"DRMS Approval Date"). If any of the foregoing <br /> contingencies are not met or are not waived by the Purchaser,then Purchaser shall have the <br /> right, on or before expiration of the Inspection Period or the DRMS Approval Date.as <br /> applicable,to terminate this Agreement by written notice to Seller, in which event this <br /> Agreement shall be null and void,and the Deposit shall be returned to the Purchaser within <br /> five(5)business days,and the Parties shall have no further obligations hereunder,except as <br /> expressly provided herein. In the event Purchaser does not timely provide written notice of its <br /> Castle Concrete/Contract 2a 1 1 <br /> ,%CS-7608IMOMM11-781f16b,6 <br />