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equipment, and personal guaranties from Jesse and Sarah Hartung (collectively, the "Loan <br />Documents"), and the President and Executive Director are hereby authorized and directed to <br />negotiated the final terms thereof and, in their discretion and at such time as they may deem <br />appropriate, to execute the Loan Documents to which the EDA is a party on behalf of the EDA and <br />to carry out, on behalf of the EDA, the EDA's obligations thereunder. <br />1.02. The approval hereby given to the Loan Documents includes approval of such <br />additional details therein as may be necessary and appropriate and such modifications thereof, <br />deletions therefrom and additions thereto as may be necessary and appropriate and approved by <br />legal counsel to the EDA and by the President and Executive Director prior to executing said <br />documents; and said officers are hereby authorized to approve said changes on behalf of the EDA. <br />The execution of any instrument by the President and Executive Director shall be conclusive <br />evidence of the approval of such document in accordance with the terms hereof. This Resolution <br />shall not constitute an offer and the Loan Documents shall not be effective until the date of <br />execution thereof as provided herein. In the event of absence or disability of said officers, any of <br />the documents authorized by this Resolution to be executed may be executed without further act or <br />authorization of the Board by any duly designated acting official, or by such other officer or officers <br />of the Board as, in the opinion of the City Attorney, may act in their behalf. <br />2.03. Upon execution and delivery of the Loan Documents, the officers and employees of <br />the EDA are hereby authorized and directed to take or cause to be taken such actions as may be <br />necessary on behalf of the EDA to implement the Loan Documents. <br />Approved by the Board of Commissioners of the Economic Development Authority of the <br />City of Elk River this 21 st day of October, 2024. <br />President <br />ATTEST: <br />Executive Director <br />EL1851791957782.v1 <br />Page 31 of 124 <br />