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Attn: Email: with a copy to: Jeff W. Rosen, Esquire Pender & Coward 222 Central Park Avenue, Suite 400 Virginia Beach, VA 23462 ' ramose n_„&tx ndercow a rd. c o m If to City: City of Portsmouth Attn: Mimi Terry, Interim City Manager 801 Crawford Street Portsmouth, VA 23704 terrvinetPoortsmouth va. tiov with a copy to: City of Portsmouth Attn: Trey Burke, Budget Officer 801 Crawford Street Portsmouth, VA 23704 burket'Wortsmoutltva,t ov with a copy to: City of Portsmouth Attn: Lavonda Graham -Williams, City Attorney 801 Crawford Street Portsmouth, VA 23704 gra h a tm w 1 <<r.)p o rtstn p u t I ry a .go v or such other place as Authority or City may from time to time designate by at least ten (10) days' prior written notice to the other. 10.2 Rea! Estate Commissions. Each party hereby represents and warrants to the other that it has not incurred, and shall not have incurred as of the Closing Date, any liability for the payment of any brokerage fee or commission in connection with the transaction contemplated in this Agreement. To the fullest extent permitted by law. Authority and City hereby agree to defend, indemnify and hold harmless the other from and against any and all claims of any person claiming a brokerage fee or commission through the indemnifying party. 10.3 Entire Agreement. This Agreement embodies the entire agreement between the parties relative to the subject matter of this Agreement, and there are no oral or written agreements between the parties or any representations made by either party relative to the subject matter of this Agreement which are not expressly set forth herein. 10.4 Amendment. This Agreement may be amended only by a written instrument executed by the party or parties to be bound thereby. 10.5 Time of Essence. Time is of the essence in the performance of this Agreement. However, if the final date of any period or the date by which performance of a certain act is required that is set out in any provision of this Agreement falls on a Saturday, Sunday or a day declared a national or Virginia holiday, the time of such period shall be extended to the next day which is not a Saturday, -9.