Forterra_Kittitas County MOA_Clean

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7. Forterra agrees that the County is not responsible any for expenses associated with the Project, and that Forterra is responsible for seeking coverage of any Project costs, including for environmental assessments, title commitments and policies, etc., that are reimbursable under the State grant. 8. The conservation easement terms shall provide, among other things, that the County and Forterra serve as co-holders of the easement; the County is the grantee primarily responsible for annual stewardship/monitoring of the easement, and Forterra, the County, RCO and NRCS shall each have the authority to enforce the terms of the easement. 9. If terms of the purchase and sale agreement and/or the conservation easement do not meet the County’s approval, Forterra will work with all parties to modify the agreement and/or easement. If the terms of the purchase and sale agreement and the conservation easement cannot be agreed upon by the parties, the County reserves the right to terminate this Agreement and its involvement with the Project as described below. 10. This Agreement shall expire when the Project closing occurs, or December 31, 2019, whichever occurs latest. The parties agree that the term of this Agreement may be extended in writing by mutual agreement. 11. Either Party may terminate this Agreement and its involvement with the Project upon fifteen (30) days written notice either personally delivered or mailed postage-prepaid by certified mail, return receipt requested, to the Party’s last known address for the purposes of giving notice under this paragraph; provided, however, that sections 5 and 7 shall survive termination of this Agreement for all costs incurred by Forterra through the date of termination. 11. Miscellaneous Provisions (a) AUTHORITY. Each party to this Agreement, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Agreement and that its execution, delivery, and performance of this Agreement has been fully authorized and approved, and that no further approvals or consents are required to bind such party. (b) AFFILIATES, SUCCESSORS, AND ASSIGNS. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. (c) INTEGRATED AGREEMENT; MODIFICATION. This Agreement constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations and representations. This Agreement may not be modified except in writing signed by the parties.