Agenda - Economic Development Authority - 03/09/2017

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indebtedness to Lender. Borrower waives notice of the acceptance of this Agreement by Lender. (d) Nothing in this Agreement shall constitute a waiver of or limitation on any immunity from or limitation on liability to which Borrower is entitled under law. PART 9. MISCELLANEOUS PROVISIONS 9.1 Limited Liability Company status and authority of Borrower. Borrower herein covenants that it is a limited liability company duly organized and existing and in good standing under the laws of the State of Minnesota and has the appropriate power and authority to own its property and carry on its business as it is being conducted at the time of this Agreement; Borrower has full power, authority, and proper authorization to enter into this Agreement and the loan and security transactions attendant thereto. 9.2 Limited Liability Company status and authority of Co-Borrower. Co-Borrower herein covenants that it is a limited liability company duly organized and existing and in good standing under the laws of the State of Minnesota and has the appropriate power and authority to own its property and carry on its business as it is being conducted at the time of this Agreement; Co-Borrower has full power, authority, and proper authorization to enter into this Agreement and the loan and security transactions attendant thereto. 9.3 No waiver. No delay or failure by Lender in the exercise of any right or remedy under this Agreement or under law shall constitute awaiver thereof, and no single or partial exercise by Lender of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy. 9.4 Agreements upheld despite invalidity of any clause. If a court of competent jurisdiction determines any clause or provision of this Agreement to be invalid or void for any reason, such findings will not affect the validity and enforceability of the balance of this Agreement. 9.5 Collection costs and expenses. Borrower, Co-Borrower and Guarantor agree to pay upon demand all of Lender's court costs and disbursements, including attorney's fees, and other expenses allowed by law or the court, if incurred in reasonable connection with this Agreement and the enforcement thereof or in connection with the loan or the collection thereof. 9.6 Modifications in writing only. Any modification of this Agreement must be in writing and signed by all parties hereto to be valid. 9.7 Applicable law. The loan documents discussed herein shall be governed by and construed in accordance with the laws of the State of Minnesota. The Lender may, in its discretion, utilize the laws of other states where property of the Borrower or any Guarantor is located to enforce this Agreement and collect the indebtedness. Lender may also in its sole discretion utilize any applicable federal laws of the United States of America to enforce this Agreement and the Lender's rights in the Collateral pledged in this Agreement and collect the indebtedness described herein. 9