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STATE OF MINNESOTA ) <br /> ) <br />COUNTY OF SHERBURNE ) <br /> <br />SS. <br /> <br />CiTY CLERK'S CERTIFICATE <br /> <br /> I, the undersigned, being the duly qualified and acting City <br />Clerk of the City of Elk River, Minnesota, (the "City"), hereby <br />certify that I have carefully compared the attached and foregoing <br />resolution with the original on file in my office and further <br />certify that the same is a full, true and complete copy thereof, <br />relating to the authorization by the City Council of the City of <br />the execution of a certain Development Assistance Agreement between <br />the City, and Opus Northwest, L.L.C., and SoftPac, Inc. <br /> I further certify that said resolution was duly adopted by <br />said Council at a duly called and regularly held regular or special <br />meeting thereof. <br /> <br /> Witness my hand officially as such City Clerk and the official <br />seal of the City this day of , 2000. <br /> <br />City Clerk <br />Elk River, Minnesota <br /> <br />(SEAL) <br /> <br />1198072.1 3 <br /> <br /> <br />