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7 <br />17. This Agreement shall be governed by and construed in accordance with the laws of <br />the State of Minnesota. This Agreement may be executed in several counterparts, <br />each of which when executed is an original, but all of which together shall <br />constitute one instrument. Separate signature pages may be signed by various <br />parties and each complete set of pages hereto, with signature pages signed by each <br />party, shall constitute one original of this Agreement. <br />18. Lender hereby acknowledges and agrees that, notwithstanding anything to the <br />contrary contained herein, Lender shall have no right under this Agreement and <br />specifically disclaims any security interest in the Demolition Payment (as defined <br />in the Development Agreement) and specifically disclaims the right to enforce any <br />provision in the Development Agreement relating to the Demolition Payment. <br />IN WITNESS WHEREOF, the parties hereto have made and entered into this Assignment and <br />Subordination of Development Agreement and TIF Note as of the day and year first above written. <br />12636.61 <br />20383219v3 <br />[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]