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automatically as part of this Agreement a provision as similar in terms to such illegal, invalid, or <br /> unenforceable provision as may be possible and be legal,valid and enforceable. <br /> 10.4 Making CounteWart . This Agreement may be executed in several counterparts, <br /> each.of which will be deemed an original but all of which will constitute one and fllie same <br /> instrument. However, in making proof hereof it will be necessary to produce only One copy <br /> hereof signed by the party to be charged. <br /> 10.5 Additional Documents and Acts. Each Member agrees to execute and deliver <br /> such additional-d-ocinuents and instruments and to perform such additional acts as maybe <br /> necessary orappropriate to effectuate, carry out and perform all of the terms,provisions, and <br /> conditions of this Agreement and the transactions contemplated hereby. <br /> 110.6 No Third Party Beneficiary. This Agreement is made solely and specifically <br /> among and for the benefit of the parties hereto, and their respective successors and assigns, and <br /> no other person will have any rights, interest, or claims hereunder,or be entitled to any benefits <br /> under or on account of this Agreement as a third party beneficiary or otherwise. <br /> 10.7 Notices. Any notice to be given or to be served upon the Company or any parry <br /> hereto in connection with this Agreement must be in writing and will be deemed to have been <br /> given and received when delivered to the address specified by the Member at the address <br /> specified in the Company's Required Records. Any Member or the Company may, at any time <br /> by giving five (5) days' prior written notice to the other Members and the Company, designate <br /> any other address in substitution of the foregoing address to which such notice will be given. <br /> 10.8 Interests, This Agreement shall control the disposition of any Interest of the LLC <br /> now owned or hereafter acquired by the Members. <br /> IN WITNESS WHEREOF, the undersigned have executed this Agreement as, of the day <br /> and year first above written. <br /> Elk River Lodge &Residential Suites, LLQ <br /> By: Patrick L J�riggs <br /> Chief Mana er <br /> 10 <br />