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member of the Council, or any officer, agent, or employee of the City in that person's individual capacity,
<br /> and neither the Council nor any officer or employee executing the Notes shall be liable personally on the
<br /> Notes or be subject to any personal liability or accountability by reason of the issuance thereof.
<br /> No provision, covenant, or agreement contained in the aforementioned documents, the Notes, or
<br /> in any other document relating to the Notes, and no obligation therein or herein imposed upon the City or
<br /> the breach thereof, shall constitute or give rise to any pecuniary liability of the City or any charge upon its
<br /> general credit or taxing powers. In making the agreements,provisions, covenants, and representations set
<br /> forth in such documents,the City has not obligated itself to pay or remit any funds or revenues, other than
<br /> funds and revenues derived from the Loan Agreement and the Assignment which are to be applied to the
<br /> payment of the Notes, as provided therein.
<br /> 4.03. The City has not participated in the preparation of any disclosure documents relating to
<br /> the offer and sale of the Notes (the "Disclosure Documents"), and has made no independent investigation
<br /> with respect to the information contained therein and the City assumes no responsibility for the
<br /> sufficiency, accuracy, or completeness of any such information.
<br /> Section 5. Miscellaneous Provisions.
<br /> 5.01. Except as herein otherwise expressly provided, nothing in this resolution or in the
<br /> aforementioned documents, expressed or implied, is intended or steal.1 be construed to confer upon any
<br /> person, firm, or corporation, other than the City or any holder of the Notes issued under the provisions of
<br /> this resolution, any right, remedy, or claim, legal or equitable, under and by reason of this resolution or
<br /> any provisions hereof, this resolution, the aforementioned documents and all of their provisions being
<br /> intended to be and being for the sole and exclusive benefit of the City and any holder from time to time of
<br /> the Notes issued under the provisions of this resolution.
<br /> 5.02. In case any one or more of the provisions of this resolution, other than the provisions
<br /> contained in the first sentence of Section 2.03 hereof, or of the aforementioned documents, or of the Notes
<br /> issued hereunder shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not
<br /> affect any other provision of this resolution, or of the aforementioned documents, or of the Notes,but this
<br /> resolution, the aforementioned documents, and the Notes shall be construed and endorsed as if such
<br /> illegal or invalid provisions had not been contained therein.
<br /> 5.03. Notwithstanding anything in this resolution to the contrary, the approvals and
<br /> authorizations given herein are specifically subject to and contingent upon the receipt of an approval of
<br /> the Project by the Minnesota Department of Employment and Economic Development.
<br /> 5.04. The City acknowledges, finds, determines, and declares that the issuance of the Notes is
<br /> authorized by the Act and is consistent with the purposes of the Act and that the issuance of the Notes and
<br /> the other actions of the City under this resolution, the Notes, the Loan Agreement, and the Assignment
<br /> constitute a public purpose and are in the best interests of the City.
<br /> 5.05. The Notes, when executed and delivered, shall contain a recital that they are issued
<br /> pursuant to the Act, and such recital shall be conclusive evidence of the validity of the Notes and the
<br /> regularity of the issuance thereof, and that all acts; conditions, and things required by the laws of the State
<br /> of Minnesota relating to the adoption of this resolution, to the issuance of the Notes, and to the execution
<br /> of the aforementioned documents to happen, exist, and be performed precedent to the execution of the
<br /> aforementioned documents have happened, exist, and have been performed as so required by law.
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