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City Draft <br /> 612$/13 <br /> this Agreement intended to reli�ve or discharge any obligation of any third-Person to any Party <br /> or give any third-Person any right of subrogation or action over or against any Pariy. <br /> 8.22 Execution in Counterpartis. This Agreement may be executed in two or more <br /> counterpart originals, each af which shall be deemed to be an original, but all of which togethex <br /> sha11 constitute one and the same document. <br /> 8.23 Entire Agreement. <br /> 8.23.1 Inte ated A eement. This Agreement includes pages and <br /> Exhibits A through , which, together with all other documents and Approvals referenced <br /> herein, consti#ute the entire understanding and Agreement of the Parties regarding the <br /> development of the Project, conveyance of the City Property to the Develaper and the other <br /> subjects addressed in this Agreement. This Agreernen�integrates all of the terms and conditions <br /> mentioned in this Agreement or incidental to this Agreement, and supersedes all negotiations or <br /> previous agreements between the Parties with respect to the Froject, conveyance of the City <br /> Property and the other subjects addressed in this Agreement. <br /> 8.23.2 No Merger. None of the terms, covenants, restrictions, agreements or <br /> conditions set forth in this Agreernent sha11 be deemed to be merged with any deed conveying <br /> title to any portion of the Premises, any lease or sublease of any part of the Premises and this <br /> Agreement shall continue in full force and effect befoxe and af�er any such instruments. <br /> 8.23.3 Waivers Must be in Writin�. All waivers of the provisions of this <br /> Agreement and aIl amendments to tl�is Agreement must be in writing and signad by the <br /> authorized representative(s) of both the City and the Developer. <br /> 8.24 Exhibits. The exhibits attached to this Agreement are described as follows: <br /> E�ibit A: Metes and BoundsDescription of the City Property <br /> Exhibit B: Legal Description of the Developer Property <br /> Exhibit C: Map of the Site <br /> Exhibit D: Performance Scbedule <br /> Exhi�it E: Form of City Deed <br /> E�ibit F: Form of Notice of Agreement <br /> Exhibit G: Form of Certificate af Completion <br /> Exhibit H: Scope of Development/Schematic Drawings <br /> Exhibit I: Form of Parking Covenant and Ag�reeznent <br /> Exhibit J: Form of License Agreement for WinsIow Lot <br /> Exhibit K: Form of Environrnental Holdback Agreement <br /> 8.25 Execution of this Agreernent. Following executior� of three (3) counterpart <br /> ariginals of this Agreement by the authorized representative{s) of the Developer and prompt <br /> delivery of such executed documents to the City this Agreement shall be subject to review and <br /> approval by the City governing body, in its sole and absolute discretion, no iater than forty-five <br /> {45) calendar days after the date of such delivery to the City. If the City governing body has not <br /> 82483.00OD917571312.10 64 <br />