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of Agency and, if not eliminated, then escrow shall be canceled unless Agency waives its prior <br />disapproval in writing. <br />9. Cancellation of Escrow. <br />If any condition stated in this Agreement has not been eliminated or satisfied within <br />the time limits and pursuant to the provisions herein, then this Agreement shall be deemed null and <br />void, any deposit made by either party into escrow shall be returned to such parry, and the escrow <br />shall be canceled. <br />10. Assignment Prohibited. <br />Neither Agency nor District shall have the right to assign this Agreement or any <br />rights under it to any other person or entity without the prior written consent of the other party, and <br />any purported assignment shall be void and of no effect. <br />11. Transfer of Possession. <br />Possession of the Bradford Street Property shall be delivered to the District, and <br />possession of the Broadway Avenue Property shall be delivered to Agency on the date of close of <br />escrow. <br />12. Entire Agreement. <br />This Agreement shall constitute the entire Purchase Agreement between District and <br />Agency and supersedes any and all agreements between the parties hereto regarding the subject <br />properties which are prior in time to this Agreement. <br />13. Time of Essence. <br />Time is of the essence in carrying out the terms and conditions of this Agreement. <br />14. Additional Actions to ImDlement Agreement. <br />The parties acknowledge that it is impractical in a transaction of the nature set forth <br />W <br />