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<br />Mar. 4. 2004 11:59AM <br /> <br />BARNA GUZY & STEFFEN LTD <br /> <br />No.7998 P.7 <br /> <br />receipt after dispatch by certified, or registered first class mai~ postage prepaid, return receipt <br />requested, to the party to whom the same is so given or made: <br /> <br />If to the Seller, to: <br /> <br />City of Centerville <br />1880 Main Street <br />Centerville, MN 55038.9794 <br />Attn.: City Administrator <br /> <br />If to the Buyer, to: <br /> <br />Dennis Shudy <br />6795 - 20111 Avenue South <br />Hugo, MN 55038 <br /> <br />or to such other address as such party shall have specified by notice to the other party hereto. <br /> <br />10.5 Entire AlZTeement. This Agreement (including the exhibits hereto) supersedes all <br />prior agreements and understandings, oral and written, including, without limitation, between the <br />parties hereto with respect to the subject matter hereof and cannot be changed or tennl.nated <br />orally, and this Agreement, together with related agreements Or ancillary documents related <br />hereto executed in connection herewith, constitute the entire agreement of the parties as to the <br />matters set forth herein and therein. <br /> <br />10.6 lleadings. The section and other headings contained in this Agreement are for <br />reference purposes only and shall not be deemed to be a part of this Agreement or to affect the <br />meaning or interpretation of this Agreement <br /> <br />10.7 Governing Law. This Agreement shall be construed as to both validity and <br />performance and enforced in accordance with and governed by the laws of the State of <br />Minnesota. Any legal action relating to this Agreement shall only be brought in a district court <br />of the State of Minnesota. <br /> <br />10.8 Severabilitv. If any term, covenant, condition, or provision ofthis Agreement or <br />the application thereof to any circUlllstance shall be invalid or uminforceable to any elttent; the <br />rem~;n;og terms, conditions and provisions of this Agreement shall not be affected thereby and <br />each remaining term, covenant, condition, and provision of this Agreement shall be valid and <br />shall be enforceable to the fullest elttent permitted by law. If any provision of this Agreement is <br />so broad as to be unenforceable, such provisions shall be interpreted to be only as broad as is <br />enforceable. . <br /> <br />10.9 Amendments. This Agreement may not be modified or changed except by an <br />instrument or instnunents in writing signed by the Buyer and the Seller, their respective <br />successors in interest. <br /> <br />-6- <br />