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Exhibit 1 <br /> BILL OF SALE <br /> FOR VALUABLE CONSIDERATION,the receipt and legal sufficiency of which is hereby <br /> acknowledged,Great River Energy,a cooperative corporation organized and existing under the laws of <br /> the State of Minnesota,hereinafter referred to as"GRE",does hereby sell,transfer,and deliver to Elk <br /> River Municipal Utilities,a Minnesota Municipal Utility organized and existing under the laws of the <br /> State of Minnesota,hereinafter referred to as"ERMU",all of GRE's right,title and interest in and to the <br /> following personal property described on Exhibits 2-9 of the Agreement of Sale and located on the real <br /> property also described on Exhibits 2-9 of the Agreement of Sale,hereinafter referred to as the"Personal <br /> Property". <br /> GRE hereby warrants and represents to ERMU that GRE is the owner and holder of the Personal <br /> Property described on Exhibits 2-9 and that it has the right to sell,transfer and deliver said Personal <br /> Property to ERMU and that it is free or,within a reasonable period of time following the date of this Bill <br /> of Sale,will be made free of any and all liens or security interests. <br /> THE PERSONAL PROPERTY COVERED BY THIS BILL OF SALE IS SOLD, <br /> TRANSFERRED AND DELIVERED"AS IS-WHERE IS." GRE MAKES NO WARRANTIES, <br /> EXPRESS OR IMPLIED,RELATING THERETO AND HEREBY EXPRESSLY DISCLAIMS ANY <br /> WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. <br /> Intending to be legally bound,GRE has caused this Bill of Sale to be executed in its name by a <br /> duly authorized representative on Mai cli 7 ,207. <br /> GREAT RIVER ENERGY <br /> A A <br /> BY <br /> Priti Pate <br /> Vice Pre;ident and Chief Transmission Officer <br /> 49 <br />