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EXHIBIT A <br /> assigns, agents, representatives, and transferees and all prospective purchasers, assigns, agents, <br /> representatives and transferees of the Property of the obligations and responsibilities set forth in <br /> this Agreement and must require each to assume the obligations and responsibilities set forth in <br /> this Agreement by way of a written agreement prior to legal or equitable title to any portion of <br /> the Property being transferred. Owner must furnish a copy of the executed Agreement to City <br /> prior to any legal or equitable transfer of title of Property. If the City has provided any <br /> reimbursement or monies to Owner for Project and Owner has failed to fulfill its obligations <br /> under this Section of the Agreement, Owner shall reimburse and pay to City all monies received <br /> under the terms of this Agreement within thirty (30)days following demand by the City for <br /> payment. <br /> 22. A Memorandum in the form attached as Exhibit 3 shall be executed by the parties and <br /> will be recorded with the County Recorder of Deeds of the county location of Property at the <br /> City's expense evidencing the terms of this Agreement. <br /> 23. This Agreement may be executed in counterparts, and any party hereto may sign any <br /> counterpart. This Agreement shall be effective when each party hereto has signed a counterpart, <br /> and a set of counterparts bearing the signature of each party hereto shall constitute the <br /> Agreement as fully as if all of the parties shall have signed a single document. <br /> 24. If any provisions or subpart of this Agreement is held to be invalid by any tribunal of <br /> competent jurisdiction, such part shall be deemed automatically adjusted, if possible. If not, the <br /> provision shall be deemed severed from the Agreement, and all other provisions and subparts <br /> shall remain in full force and effect. <br /> 25. Neither Owner,their contractors, subcontractors, or other persons or entities hired to <br /> perform any work on Project shall be deemed an agent, employee, officer or partner of the City <br /> for any matters contained in this Agreement. <br /> 26. This Agreement will be governed by and construed in accordance with the laws of <br /> Illinois. Exclusive venue for all proceedings regarding this Agreement shall be Macon County, <br /> Illinois. <br /> 5 of 6 <br />