8.2. SR 01-19-2021 - Laserfiche WebLink

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6. This Assignment shall be governed by and construed in accordance with the laws of the State of Minnesota. 7. This Assignment may be executed in counterparts, which counterparts when considered together shall constitute a single, binding, valid and enforceable agreement. 8. The Assignee expressly represents, for the benefit of the City, that it is a limited liability company duly organized and in good standing under the laws of the State of Delaware, is not in violation of any provisions of its organizational documents or (to the best of its knowledge) the laws of the State of Minnesota, is duly authorized to transact business within the State of Minnesota, has power to enter into this Agreement and has duly authorized the execution, delivery and performance of this Agreement by proper action of its governing body. 9. The Assignor hereby irrevocably authorizes and directs the City to pay exclusively to the Assignee, from and after the date hereof, all sums due under the TIF Agreement and the Note, subject to the terms thereof; and to the extent such sums are paid to or at the direction of the Assignee, the Assignor acknowledges and agrees that the City shall have no further liability to the Assignor for the same. IN WITNESS WHEREOF, the parties have executed this Assignment and Assumption Agreement as of the date first indicated above. ASSIGNOR: JACKSON HILLS RESIDENTIAL SUITES, INC. By: ______________________________________ Its: _____________________________________ STATE OF MINNESOTA ) ) SS. COUNTY OF ___________ ) The foregoing instrument was acknowledged before me this ___ day of __________, 202__, by ____________________, the _________________ of Jackson Hills Residential Suites, Inc., a Minnesota corporation, on behalf of the corporation. ______________________________ Notary Public 3 518093v1 MNI MN190-95