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Section 2. Release Documents AW12roved. <br />2.01. The City hereby approves the Release substantially in accordance with the form <br />presented to the City Council, together with any related documents necessary in connection therewith, <br />including without limitation all documents, exhibits, certifications or consents required by the title <br />company to effectuate the release of the Current Facility from the Mortgage (collectively, the "Release <br />Documents', and hereby authorizes City Administrator and the Mayor to negotiate the final terms <br />thereof and, in their discretion and at such time as they may deem appropriate, to execute the Release <br />Documents on behalf of the City, and to carry out, on behalf of the City, the City's obligations <br />thereunder when all conditions precedent thereto have been satisfied. <br />2.02. The approval hereby given to the Release Documents includes approval of such <br />additional details therein as may be necessary and appropriate and such modifications thereof, deletions <br />therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to <br />the City and by the City Administrator and the Mayor; and said officers are hereby authorized to approve <br />said changes on behalf of the City. The execution of any instrument by the appropriate officers of the <br />City herein authorized shall be conclusive evidence of the approval of such document in accordance with <br />the terms hereof. This Resolution shall not constitute an offer and the Release Documents shall not be <br />effective until the date of execution thereof as provided herein. In the event of absence or disability of <br />the officers, any of the documents authorized by this Resolution to be executed may be executed without <br />further act or authorization of the City Council by any duly designated acting official, or by such other <br />officer or officers of the City Council as, in the opinion of the City Attorney, may act in their behalf. <br />2.03. Upon execution and delivery of the Release Documents, the officers and employees of <br />the City are hereby authorized and directed to take or cause to be taken such actions as may be necessary <br />on behalf of the City to implement the Release Documents. <br />Adopted on February 3, 2025, by the City Council of the City of Elk River, Minnesota. <br />Mayor <br />ATTEST: <br />Tina Allard, City Clerk <br />I E 1 E 1 1 1 <br />N A TUR <br />