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and ending December 31, 1994. The two conditions precedent to SI's <br />payment are: 1) that the City Council of the City of LaPorte, <br />Texas repeal or otherwise modify Ordinance 842-A, by ordinance of <br />equal dignity, so that Southern Ionics' 60.794 acre site on Bay <br />Park Road will be included within the boundaries of the "Bayport <br />Industrial District No. 1 of La Porte, Texas"; and 2) that the City <br />Council of the' City of La Porte, Texas, by resolution, authorize <br />the City Manager to execute this Receipt and Release. <br />Subject to satisfaction of the two conditions precedent, and <br />in consideration of SI's payment of SEVENTY-ONE THOUSAND SEVENTY- <br />EIGHT AND 19/100 DOLLARS ($71,078.19), the receipt and sufficiency <br />of which is acknowledged and confessed, City releases, acquits and <br />forever discharges SI, and on behalf of City's successors and <br />assigns, does hereby release, acquit and forever discharge SI, its <br />successor corporations, employees, representatives, attorneys, and <br />assigns, from any and all claims for all taxes and in -lieu -of <br />taxes, interest, penalties and costs that City has asserted or <br />could assert for the period beginning January 1, 1989 and ending <br />December 31, 1994. <br />As further consideration for SI's payment, City warrants that <br />it has made no assignment of its claims, or any part of them, to <br />any other person, firm, or corporation, and that there are no <br />current or outstanding liens in connection with or arising out of <br />the unpaid taxes and in -lieu -of taxes made the subject of its <br />claim. As further consideration for SI's payment, it is agreed <br />that City will indemnify and hold harmless SI against and from any <br />and all claims, demands, causes of .action and/or judgments asserted <br />-2- <br />