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<br />• <br />(d) At the Closing the parties shall prorate, to <br />the date of Closing and on a final basis, all real property and <br />personal property taxes accruing to the Property and, to the <br />extent that the Company assumes from Climax any insurance <br />policies covering the Property, any insurance premiums payable <br />for such policies. <br />(e) The Company may, at its election, record <br />this Agreement in the real property records of Summit County, <br />Colorado. <br />15. Default: Remedies. (a) This Agreement may be <br />terminated and the sale of the Property and other transactions <br />described herein abandoned in their entirety at any time prior <br />to the Closing by mutual agreement of the parties. <br />(b) In the event of a default hereunder by any <br />party, the remedies upon default are as set forth below unless <br />otherwise provided in this Agreement. The remedies of the <br />parties shall survive any termination of this Agreement under <br />this Section 15. A default shall be deemed to have occurred if <br />either party breaches its obligations hereunder and fails to • <br />cure such breach within 15 days of receipt of written notice by <br />the non-breaching party specifying the breach: <br />(c) If any party shall default in any of its <br />obligations under Sections 4, 5, 6, 7, 8 or 9 above, in <br />addition to any indemnification rights set out in such <br />sections, the nondefaulting party shall be entitled to seek <br />specific performance of this Agreement and/or damages <br />(including, without limitation, reasonable attorneys' fees and <br />expenses). Without limiting the foregoing, the Company may <br />seek a reduction in the Purchase Price for the costs incurred <br />by the Company to enforce Climax's obligations hereunder. <br />16. Survival of Terms. The liability for a breach of <br />the representations and warranties given by each party <br />hereunder, and the parties' obligations and indemnities set <br />forth herein, shall be deemed to be continuing in nature, shall <br />survive the Closing, and shall not merge with the conveyances <br />provided for herein. <br />17. Notice. All notices shall be given in writing <br />and shall be deemed to have been duly given on the date of <br />personal delivery or on the third day after deposit in the <br />United States mail, postage prepaid, registered or certified <br />mail, and addressed as follows: 0