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Seller, and their respective heirs, representatives, <br />administrators, executors and permitted assigns, and of Purchaser <br />and its successors and assigns. This Agreement shall not be <br />assigned by Seller without the prior written consent of Purchaser, <br />and shall be governed by the laws of the State of Ohio. <br />1.3. CODNTERPARTS. This Agreement may be executed in counterparts <br />and all such counterparts shall constitute one agreement binding on <br />all the parties notwithstanding that all the parties are not <br />signatures to the same counterpart. <br />IN WITNESS WHEREOF, the parties hereto have caused this <br />Agreement to be dully executed as of the date set forth on page one <br />(1) of this Agreement was signed on the respective dates specified <br />below. <br />SELLER: CAPCO ENTERPRISES COMPANY, and Ohio general <br />partnership <br />By: <br />And: <br />Date: <br />PURCHASER: ~ <br />By: <br />Its: <br />Date: <br />APPROVED AS T:0 FOF.M: <br />General Partner <br />General Partner <br />g:\map\mtvern\whiterd.agr <br />