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Hilton Garden Inn Assignment of Net Proceeds AgreementASSIGNMENT OF NET PROCEEDS AGREEMENT TFIISASSIGAW&NT is made this 1 L day of November 2006 by and between GATEWAY HOSPITALITY GROUP, INC., of 8920 Canyon Falls Blvd, Twinsburg, OH 44087, (hereinafter referred to as "ASSIGNOR") and KALISPELL. HOTELS, LLC, a Montana Limited Liability Company, of P.O. Box 1068, 741 Lakeside Blvd., Lakeside, MT 59922 (hereinafter referred to as "AS S IGNEF') . For valuable consideration, receipt of which is hereby acknowledged, the ASSIGNOR hereby assigns to ASSIGNEE all of the rights and obligations of the ASSIGNOR that are contained in that document entitled "NET PROCEEDS AGREEMENT" dated the/4-day of May 2006, by and between the ASSIGNOR and the City of Kalispell (here naffer referred to as the "CITY") a copy of which document is attached hereto and fully incorporated herein by this reference. The CITY hereby consents to the foregoing assignment to the named assignee of those rights and obligations contained in the attached NET PROCEEDS AGREEMENT, subject to the teams and conditions set forth in that agreement. EJECUTED on the date first above written. ASSIGNOR. GATEWAY IT TY GRO , INC. f 7 .y r• By. t 1 Bob Voelker, Presiders ASSIGNEE K.ALISPELLJ40TELS By. {t f Bob Voelker,lVManaging Member CITY OF KALI SPELL Ja H. Patrick., City Manager STATE OF d tt-((� ) ):ss County of U (nM On this (3+�day of November 2006, before me, the unders ned, a Not Public � � for the State of [; personally appeared Robert voelker, in his capacity as President of GATEWAY" HOSPITALITY CROUP, INC., that executed the foregoing instrument, and acknowledged to me that he executed the same. IN S S WHEREOF, I have hereunto set my hand and affixed my Notarial Seal the day and year in this certificate first above written. Notar-y Public, State of x.4.44monkma � cc> Residing att---[t+Aj 0 �.: My Commission Expires Diana JOM Ohio Notary Public - St8ts of STATE OF Commiatlon Fxpirse on April A20W )-ss County of yy� al this fNovember Zoo before me the undersigned, a On t s� day o3 g Notary Public for the State of Q,[A,,0C> - , personally appeared Robert Voelker, in his capacity as Managing Member of KALISPELL HOTELS, LLC that executed the foregoing instrument, and acknowledged to me that he executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Notarial Seal the day and year in this certificate first above written. 3 Notary blic, State o 'D 4 t Residing at = _ My Commission Expires Diana Jones Note ry Public w State of Ohio GVMMU r Expires on Awl 1 4o 2009 STATE OF MONTANA ) )-*ss County of Flathead ) On this Uday of November, 2006, before me, a Notary Public in and for the State of Montana, personally appeared JAM ES H. PATRICK, known to me to be the City Manager of the City of Kalispell, a municipality, that executed the within instrument, and acknowledged that such City Manager subscribed, sealed and delivered said instrument as the free and voluntary act of said municipality, for the uses and purposes therein set forth, and that he was duly authorized to execute the same on behalf of said municipality. IN WITNESS WHEREOF, I have hereunto set any hand and affixed my Notarial Seal, the day and year first above written. r F&f.. r. r► 8* :�oTAXL4:•.- mow 0-0 mr • +�*op Of SEALs ... "a r am~ R 'rr N� Notary Public, State of Montana Residing at 1Ji"' My Commission Expires