Hairpin Ranch_Purchase and Sale Agreement_FINAL_1.16.20

Home Browse Search

and/or operation of the Property by Seller, not in conformance with this Agreement, or (d) any injuries to persons or property from any cause occasioned in whole or in part by any acts or omissions of the Seller, its representatives, employees, contractor or suppliers. Seller shall defend any claim covered by this indemnity using counsel reasonably acceptable to Buyer. The obligations of Seller under this Section shall survive the termination of this Agreement. 15. Entire Agreement. This Agreement contains the entire integrated agreement of the Parties, including all of the covenants and conditions between the Parties with respect to the subject matter of this Agreement, and supersedes all prior correspondence, agreements and understandings, both verbal and written. No addition or modification of any term or provision of this Agreement shall be effective unless set forth in writing and signed by Seller and Buyer. 16. Default, Remedies 16.1. Remedies and Specific Performance. In the event of breach or default of this Agreement by either Party, the other Party may pursue any remedy available at law or in equity. This Agreement pertains to the conveyance of an interest in real property, the unique nature of which is hereby acknowledged by the Parties. Consequently, if Seller breaches or defaults under this Agreement or any of the representations, warranties, terms, covenants, conditions or provisions hereof, Buyer shall have, in addition to a claim for damages for such breach or default, and in addition and without prejudice to any other right or remedy available under this Agreement or at law or in equity, the right (a) to specific performance of this Agreement; or (b) to terminate this Agreement upon written notice without liability to Seller. 16.2. Attorneys' Fees. If either Party brings an action or other proceeding against the other Party to enforce any of the terms, covenants or conditions hereof or any instrument executed pursuant to this Agreement, or by reason of any breach or default hereunder or thereunder, the Party prevailing in any such action or proceeding shall be paid all costs and reasonable attorneys' fees by the other Party, and in the event any judgment is obtained by the prevailing Party all such costs and attorneys' fees shall be included in the judgment. 17. Notices. All written notices required to be given pursuant to the terms hereof shall be either delivered personally, mailed by overnight courier with confirmation of delivery, or deposited in the United States mail, certified mail, return receipt requested, postage prepaid and addressed to the addresses listed below with copies to the parties listed after such address: SELLER: Brent Minor and Mary Minor 8001 Naneum Road Ellensburg, WA 98926 With a copy to: Draper Law PLLC 683332 d Avenue NE Seattle, WA 98115 Page 14 of 20