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Section 17. Applicable Law: This Agreement shall be construed under the laws of the state in which the <br />Property is located. This form has only been approved for use in North Carolina. <br />Section 18. Assignment: This Agreement is freely assignable. <br />Section 19. Tax - Deferred Exchange: In the event Buyer or Seller desires to effect a tax - deferred exchange in <br />connection with the conveyance of the Property, Buyer and Seller agree to cooperate in effecting such <br />exchange; provided, however, that the exchanging party shall be responsible for all additional costs associated <br />with such exchange, and provided further, that a non - exchanging party shall not assume any additional liability <br />with respect to such tax - deferred exchange. Seller and Buyer shall execute such additional documents, at no <br />cost to the non - exchanging party, as shall be required to give effect to this provision. <br />Section 20. Memorandum of Contract: Upon request by either party, the parties hereto shall execute a <br />memorandum of contract in recordable form setting forth such provisions hereof (other than the Purchase Price <br />and other sums due) as either party may wish to incorporate. Such memorandum of contract shall contain a <br />statement that it automatically terminates and the Property is released from any effect thereby as of a specific <br />date to be stated in the memorandum (which specific date shall be no later than the date of Closing). The cost <br />of recording such memorandum of contract shall be borne by the party requesting execution of same. <br />Section 21. Authority: Each signatory to this Agreement represents and warrants that he or she has full <br />authority to sign this Agreement and such instruments as may be necessary to effectuate any transaction <br />contemplated by this Agreement on behalf of the party for whom he or she signs and that his or her signature <br />binds such party. <br />Section 22. Brokers: Except as expressly provided herein, Buyer and Seller agree to indemnify and hold each <br />other harmless from any and all claims of brokers, consultants or real estate agents by, through or under the <br />indemnifying party for fees or commissions arising out of the sale of the Property to Buyer. Buyer and Seller <br />represent and warrant to each other that: (i) except as to the Brokers designated under Section l (f) of this <br />Agreement, they have not employed nor engaged any brokers, consultants or real estate agents to be involved in <br />this transaction and (ii) that the compensation of the Brokers is established by and shall be governed by separate <br />agreements entered into as amongst the Brokers, the Buyer and/or the Seller. <br />[remainder of page is blank; signature page to follow] <br />Page 6 of 8 <br />Buyer Initials Seller Initials <br />G -2 <br />Page 124 <br />