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7. Any forbearance by the holder hereof in exercising any right or remedy hereunder, or <br />otherwise afforded by applicable law, shall not be a waiver or preclude the exercise of <br />any right or remedy by a holder. The acceptance by a holder hereof of payment of any <br />sum payable hereunder after the due date of such payment shall not be a waiver of the <br />right of a holder to require prompt payment when due of all other sums payable <br />hereunder or to declare a default for failure to make prompt payment. <br />8. All rights, powers and remedies provided herein may be exercised only to the extent that <br />the exercise thereof does not violate any applicable law, and are intended to be limited to <br />the extent necessary so that they will not render this Note invalid or unenforceable. If <br />any term of this Note or any application thereof shall be held to be invalid, illegal or <br />unenforceable, the validity of other teams of this Note or any other application of such <br />term shall in no way be affected thereby. <br />9. This Note may not be changed, modified or terminated except in writing signed by the <br />party to be charged. <br />10. This Note shalt be governed by and construed in accordance with the laws of the State of <br />Minnesota. <br />11. If Makers default in the performance of Makers' obligations under this Note and the City <br />engages legal counsel to advise the City regarding the enforcement of this Note or to <br />enforce this Note, the City may recover its reasonable attorneys fees and costs from the <br />Makers. <br />12. The City and The Village at Little Canada LLC are currently negotiating a development <br />agreement for The Village at Little Canada LLC's development of a residential <br />townhome project located, in whole or in part, on Outlot A, VILLAGE SQUARE, <br />Ramsey County, Minnesota. If the City and The Village at Little Canada LLC or another <br />entity designated by George E. Sherman do not execute a Development Agreement for <br />the residential townhome project on or before , 200, this promissory <br />note terminates and is of no further force and effect. <br />I42sss9vRed <br />V8 to V7; 1 VI /02 <br />The Lodge at Little Canada LLC <br />By: <br />George E. Sherman <br />Its President <br />The Village at Little Canada LLC <br />By <br />George E. Sherman <br />Its President <br />C -2 <br />