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such litigation, and waive any other venue to which such Party might be entitled by virtue of domicile, habitual residence or otherwise. 22. Binding UPOn Successors. Subject to the terms of Section 23 below, the terms and conditions, covenants, and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the Parties hereof. 23. Assignment. Buyer shall not assign its right, title or interest in this Agreement to any other party without the prior written consent of City, which determination may be withheld in City's sole and absolute discretion. Buyer may, however, assign this Agreement and all of Buyer's rights under it to an affiliated entity in which Buyer has a controlling ownership interest, subject to the terms of this Agreement, provided that (i) such assignee assumes in a writing reasonably acceptable to City, all of the obligations of Buyer, (ii) City receives prior written notice of such assignment, (iii) the original Buyer remains fully liable for all obligations under this Agreement, and (iv) the assignee agrees to execute all documents and perform all obligations of Buyer as if such assignee were the original Buyer under this Agreement. 24. Brokers. Each Party represents to the other that it has not engaged any person entitled to any brokerage commission or finder's fee in connection with this transaction. Buyer agrees to indemnify the City from and against any claim asserted against or adjudged against the City by any person or entity, for any brokerage commission or finder's fee or any like compensation occasioned by or as a result of any act or omission of Buyer, including all attorney's fees, costs, expenses and any other fees incurred by, charged against or adjudicated against City, whether or not suit is filed. [Signature Page Follows] OAK #4948-2211-8201 v3 Page 12 of 29 ATTY/AGR/2016.297/BUTLER MAIN STREET PURCHASE & SALE AGREEMENT FOR 4 REMNANT PROPERTIES REV: 10-10-16 VR