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7.5. SR 03-17-2014
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7.5. SR 03-17-2014
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3/14/2014 10:18:56 AM
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1, <br /> 9 <br /> T Public Infrastructure Upgrades., GRE will be responsible for paying directly <br /> for all infrastructure required for the construction and operation of the <br /> Project including water,wastewater,and roads. <br /> 's. 8., Provision Relating to Payment and Reimbursement. All amounts required to <br /> be paid hereunder shall be paid,without deduction or offset,prior notice or i <br /> demand, in lawful money of the United States of America at the address set <br /> forth in the opening paragraph of this Agreement or to any other address as <br /> designated by the City in writing., <br /> 9., Condition Precedent. The obligations of the Cooperative under this <br /> Agreement axe expressly conditioned upon passage of the Legislation by the <br /> Minnesota Legislature and the Legislation remaining in full force and effect <br /> and the Project being constructed and commercially operable at the Property.. <br /> j 10,. Representing of Parties. Each of the parties hereto represents to the other <br /> party that the execution, delivery, and performance by each patty has been <br /> duly authorized by all necessary action and constitutes the legal, valid, and <br /> binding obligation of each patty enforceable against such party in accordance <br /> { <br /> with its terms.. <br /> j 1L Acknowledgements by Cooperative., 'The Cooperative acknowledges and <br /> 1 agrees that other than supporting the Project in all respects: (a) no promises <br /> or commitments of any type or kind have been made by the City with respect ` <br /> to providing financial assistance to the Project whether by loan, grant,bond <br /> � ! i <br /> 6 issuance,or otherwise;(b)the Cooperative wall need to obtain all permits and <br /> f' approvals for the Project required by applicable law, including all City <br /> approvals and permits,and all environmental approvals and permits,and that <br /> no promises have been made by the City with respect to waiving or j <br /> modifying any applicable permitting requirements; (c) no promises or <br /> commitment have been made by the City with respect to the assessed j <br /> valuation of the Property or the Project or any of the facilities ancillary j <br /> thereto; and (d) no promises or commitments have been made by the City <br /> with respect to purchasing electricity from the Project or constructing, <br /> recruiting, or supporting any other electrical generation facilities within the <br /> City <br /> 12.. urisdiction.. In the event of any litigation between the parties hereto with <br /> respect to the subject matter of this Agreement (whether or not expressly <br /> covered by this Agreement) each of the parties agrees to the exclusive <br /> Jun-&-C on o the matter in-&e state-courts located-in the-C-i"nd-waives <br /> any arguments that such forum is not convenient. <br /> 11 Integration, This Agreement constitutes the entire agreement among the <br /> parties with respect to the subject matter hereof'and supersedes all other r: <br /> agreements and understandings, both written and oral, between the parties <br /> with respect to the subject matter hereof, and may be executed <br /> simultaneously in several counterparts, each of which shall be deemed an <br /> original and all of which together shalt constitute one and the same <br /> instrument,. No amendment or termination of this Agreement shall be <br /> effective unless the same shall be done in writing signed by all parties hereto,. 1 <br /> 14.. Ass i anent. This agreement shall be binding upon each of the parties hereto <br /> and their respective permitted successors and assigns.. The Cooperative may <br /> .not assign its rights or delegate its duties hereunder without the express <br /> L <br /> i <br /> i1 ' <br />
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