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replaces any prior agreements, either oral or written, and any amendments or modifications to <br /> this Agreement must be in writing and executed by both Parties to be effective. <br /> 28. Governing Law. This Agreement has been made under the laws of the State of <br /> Minnesota and such laws must control its interpretation <br /> 29. Effective Date. This Agreement is effective as of the day of <br /> , 2005 (the "Effective Date"); provided, however, if Seller and Buyer each execute <br /> this Agreement without having completed the blanks in this Section 29, the Effective Date is the <br /> later of the dates inserted on the signature pages of this Agreement. <br /> S <br /> • <br /> 1787559v3 13 <br />