Res 2014-155/Agreement of Sale with the Trust for Public Land for the City to purchase approximately 89.7 acres of land for the expansion of the Purgatory Creek Preserve Green Space

Home Browse Search

against one of the parties to this Agreement, the party on account of whose conduct the claim is asserted will hold the other party harmless from said claim. 12. Time of the Essence. Time is of the essence of this Agreement. 13. Binding on Successors. This Agreement shall be binding not only upon the parties but also upon their heirs, personal representatives, assigns, and other successors in interest. 14. Additional Documents. TPL and City agree to execute such additional documents, including escrow instructions, as may be reasonable and necessary to carry out the provisions of this Agreement. 15. Assignment. City may not assign its interests under this Agreement without the written consent of TPL. 16. Entire Agreement; Modification; Waiver. This Agreement constitutes the entire agreement between City and TPL pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, representations, and understandings. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all the parties. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. 17. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and which together shall constitute one and the same agreement. 18. Severability. Each provision of this Agreement is severable from any and all other provisions of this Agreement. Should any provision(s) of this Agreement be for any reason unenforceable, the balance shall nonetheless be of full force and effect. 19. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. 20. Acceptance of Deed. The acceptance by City of the deed shall be deemed to be full performance by TPL of, and shall discharge TPL from, all obligations hereunder and TPL shall have no further liability hereunder, except as to the failure to disclose information to the City under paragraph 2 or any misrepresentations made by TPL and relied upon by the City in entering into this Agreement. 21. Risk of Loss. TPL will notify City promptly after discovery of any casualty damage to the Property. TPL will have no obligation to repair or replace the Property if it is Agrmt of Sale City of San Marcos—Barker Tract B -2 (9- 17- 14).doc