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member of the Council, or any of�cer, agent, or employee of the City in that person's individual capacity,
<br />and neither the Council nor any officer or ernployee executing the Notes shall be liable personally on the
<br />Notes or be subj ect to any personal liability or accountability by reason of the issuance thereof.
<br />No provision., covenan�t, or agreement contained in the aforementioned documents, the Notes, or
<br />in any other docurnent relatin� to the Notes, and no obligation therein or herein imposed upon the City or
<br />the breach thereof, shall constitute or gi�e rise to any pecuniary liability of the City or any charge upon its
<br />general credit or ta:xing powers. In making the agreements, provisions, covenants, and representations set
<br />forth in such d�cuments, the City has not obligated itself to pay or remit any funds or revenues, ot�er than
<br />funds and revenues derived from the Loan Agreement and the Assignment which are to be applied to the
<br />pay�ment 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 r�esp�ct to the information contair�ed 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, n�thing in tl�is resolution or in the
<br />aforementioned documents, expressed or implied, is intended or shtlal�l be construed to confer upon any
<br />person, firn�, 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 afo�ementioned documents and all of their provisions being
<br />intended to l�e and being for the sole and exclusive benefit of the City and any holder from time to time of
<br />the Notes iss�ed 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 />contain,ed in the first sentence of Section 2.03 hereof, or of the aforementi�ned documents, or af the Notes
<br />issued hereunder shall for any reason be l�eld to be illegal or invalid, such illegality or invalidit� 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 construec� 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 />authori.zations given l�erein are speci�.cally subject to a.�d contingent upon the receipt of an approval of
<br />the Proj ect 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 �vith the purposes of the Act and that the issuance of t�e Notes and
<br />the other actio�s 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 Cit.y.
<br />5.05. The Notes, when executed and delivered, shall contain a recital that they are issued
<br />pursuant to the Act, and such recita.l shall be conclusive evidence of the validity of the Notes and t�e
<br />regularity of the issuance thereof, and that all acts; conditions, and things requi�-ed by the laws of the State
<br />of Min�esota relating to the adoption of this resolution, to the issuance of the Notes, and to the execution
<br />of the aforementi�ned 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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