6.1 EDSR 04-15-2024 - Laserfiche WebLink

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v.2 (Java) EL185\76\937850.v4 9 13. COMMISSIONS. With the exception of the EDA’s Broker, Hardin Companies and the Buyer’s Broker, JLL, both the Buyer and the EDA represent that they have not entered into a contract with any other real estate broker, whereby the broker is entitled to a commission resulting from the transaction contemplated by this Agreement. Each party agrees to indemnify, defend and hold harmless the other party against any claim made by a real estate broker for a commission or fee based on alleged acts or agreements with the indemnifying party. 14. REMEDIES. 14.1. Buyer’s Remedies. If the EDA fails to satisfy any of the Buyer’s Closing Conditions or fails to otherwise consummate this Agreement for any reason except the Buyer’s default or the termination of this Agreement pursuant to a right to terminate given herein, and such failure continues for longer than ten (10) days after the date Buyer delivers written default hereunder to the EDA (an “EDA Default”) then the Buyer may, at its option, terminate this Agreement by written notice delivered to the EDA and the Title Company, in which event the Title Company shall immediately disburse the Earnest Money to the Buyer and upon such payment, neither party shall be further obligated to the other (except for the Buyer’s and the EDA’s indemnities set forth in this Agreement). The Buyer specifically waives any right to make a claim against the EDA for compensatory or consequential damages or any other type of monetary claim, except for the indemnity obligations set forth in this Agreement. Notwithstanding the forgoing, in lieu of terminating this Agreement the Buyer may also bring an action for specific performance to enforce the terms of this Agreement and if Buyer is successful in such action Buyer shall, in additional to all other relief ordered in such action, be entitled to recover is costs of the action. 14.2. EDA’s Remedy. If the Buyer fails to consummate this Agreement for any reason except the EDA’s default or the termination of this Agreement pursuant to a right to terminate given herein, the EDA’s sole and exclusive remedy shall be to terminate this Agreement by giving 30 days’ written notice to the Buyer, pursuant to Minnesota Statutes Section 559.21, as amended from time to time, in which case, the earnest money shall be retained by the EDA as liquidated damages. 14.3 Indemnification Remedy. Notwithstanding the foregoing provisions of this Section 14, in the event of any default by the Buyer or the EDA under or in connection with any indemnification pursuant to this Agreement, and in the event of any failure by the defaulting party to cure such default within 30 days after the date of notice of default by the non-defaulting party to the defaulting party, the non- defaulting party shall be entitled to seek and recover all legal and equitable relief available under applicable law, including, without limitation, monetary damages. 15. ASSIGNMENT. The Buyer may not assign the Buyer’s rights under this Agreement without prior consent of the EDA, which shall not unreasonably be withheld. Notwithstanding the foregoing, the Buyer may assign this Agreement and the Buyer’s rights hereunder to an entity controlled by or under common control with, the Buyer. Page 25 of 41