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566 <br /> <br /> 7. The terms and conditions of this Agreement are binding upon the successors and <br /> assigns of all parties hereto. However, this Agreement shall not be assigned or <br /> transferred by EARTHGRAINS, without the prior written consent of the PEDC, <br /> which consent shall be at the sole discretion of the PEDC, except that this <br /> Agreement may be assigned to either the Parent Corporation or a wholly-owned <br /> subsidiary of EARTHGRAINS without prior approval of the PEDC, provided that <br /> the facility remains in operation in the city of Paris. <br /> <br /> 8. Venue for any actions arising under this Agreement shall lie exclusively in the <br /> courts of Lamar County, Texas, for any state court action, and in the U.S. District <br /> Court for the Eastern District of Texas for any Federal Court action. <br /> <br /> EXECUTED on the 28th day of June; 2000. <br /> <br /> PARIS ECONOMIC DEVELOPMENT <br /> CORPORATION <br /> <br /> By: <br /> Michael R. Rhodes, President <br /> <br /> ATTEST: <br /> <br /> Melba Harris, Secretary-Treasurer <br /> <br /> THE EARTHGRAINS COMPANY <br /> <br /> By: <br /> Name: <br /> Title: <br /> <br />STATE OF TEXAS ) <br /> ) <br />COUNTY OF LAMAR ) <br /> <br /> BEFORE ME, the undersigned authority, on this day personally appeared MICHAEL R. <br />RHODES, President of Economic Development of the Paris Economic Development Corporation, <br />Paris, Texas, known to me to be the person whose name is subscribed to the foregoing instrument, <br />and acknowledged to me that he executed the same for the purposes and consideration therein <br />expressed and in the capacity therein stated. <br /> <br /> GIVEN UNDER MY HAND AND SEAL OF OFFICE, this 28th day of June, 2000. <br /> <br /> Notary Public, State of Texas <br /> <br /> <br />