HomeMy WebLinkAbout2000-12-12 - AGENDA REPORTS - VETERAN MENORIAL PURCHASE AGMT (2)OFFEREE:
City of Santa Clarita
23920 West Valencia Boulevard
Santa Clarita, CA 91355
Attention: City Manager
With a copy to:
Burke, Williams & Sorensen, LLP
611 West Sixth Street, 25d'Floor
Los Angeles, CA 90017
Attention: Carl K. Newton, Esq.
All notices shall be effective in the case of personal delivery (including by commercial messenger or overnight
delivery service, upon receipt, and in the case of mail as set forth above, upon the date indicated in the United
States mail's return receipt. Either party may change its address or designate a new street address for notices
hereunder by notice complying with the terms Of this Section.
6.4 Cogoration. Each party shall fully cooperate with the other in connection with the requirements
imposed by this Offer upon the other, to the end that neither party shall act in any manner to impede the other in
performing its obligations hereunder.
6.5 Survival. The representations and warranties of the parties set forth herein shall survive the
Acceptance Date and the obligations of the parties under this Offer shall survive the Acceptance Date and shall
not be merged into or defeated by the execution, delivery, or recordation of the Grant Deed given in connection
herewith. Written disclosures made to City prior to the Acceptance Date shall constitute notice to City of the
matter disclosed, and Offeror shall have no further liability thereafter if City consummates the transaction
contemplated hereby. If prior to the Acceptance Date, City receives notice of any information which indicates
that any of Offeror's representations and warranties are untrue, City shall promptly advise Offeror of such
information
6.6 Lnterpretation. This Offer was drafted jointly by both p es and shall be cons ed a d enfo ed
in accordance with the laws of the State of California as applicable to c arri tru n rc
ontracts entered into in California among
parties doing business therein. This Offer contains the entire agreement between the parties respecting its subject
matter and supersedes all prior agreements between the parties hereto with respect to such matters. Exhibit "A",
as attached hereto, is incorporated by reference herein. The Section headings of this Offer are for convenience
only and are not to be construed as part of this Agreement, and do not in any way amplify or define the terms,
conditions, and covenants of this Agreement, and shall not be used in the construction or interpretation hereof.
There are no third party beneficiaries to this Offer. Unless the context otherwise indicates, whenever used in this
Offer, the word "party" or "parties" means City or Offeror, or both, as the context may require.
6.7 &ccessors and Assigns. This Offer shall be binding upon and inure to the benefits of the heirs,
successors and assigns of the parties hereto.
6.8 !time is of the Essence. Time is of the essence with respect to each term of this Offer.
6.9 Waivers. No waiver by a party of any breach of this Offer or any warranty or representation
hereunder shall be deemed to be a waiver of any other breach (whether preceding or succeeding and whether or
not of the same or similar nature), and no acceptance of payment or Performance by a party after any breach by an
other party shall be deemed to be a waiver of any breach of this Offer or of any representation or warranty
hereunder by such other party whether or not the first party knows of such breach at the time it accepts such
payment or performance. No failure or delay by a party to exercise any right it may have by reason of the default
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