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<br />EXHIBIT "AI! <br /> <br />ASSIGNMENT OF RIGHT TO REIMBURSEMENT <br />(Pill) <br /> <br />THE STATE OF TEXAS S <br />S <br />COUNTY OF HARRIS S <br /> <br />FOR VALUE RECEIVED, the undersigned, 65 LA PORTE, LTD., a Texas limited <br /> <br />partnership ("Borrower"), hereby assigns, transfers and sets over unto FIRST NATIONAL BANK <br /> <br />("Lender"), with its principal office in Edinburg, Texas, Hidalgo County, Texas, all ofits rights, title <br /> <br />and interests in and to any and all ofthe monies, proceeds, reimbursements and other sums payable <br /> <br />to Borrower (whether now or hereafter) pursuant to that certain development agreement <br /> <br />("Development Agreement") made by and between THE CITY OF LA PORTE, TEXAS and <br /> <br />Borrower and relating to a project of Borrower which is soon to be ui:l.der development on all or a <br /> <br />- portion of the real property described ,in Exhibit "A" attached hereto. Borrower has executed a <br /> <br />certain Promissory Note ("Note") dated October 25, 2006, payable to the order of Lender in the <br /> <br />principal sum of $3,628,000.00, bearing interest as therein provided, to evidence a loan to provide <br /> <br />funds for the development of said project. Said Note is secured by a Deed of Trust, Security <br /> <br />Agreement - Financing Statement ("Deed of Trust") dated October 25, 2006, to M. V. <br /> <br />McCARTHY, Trustee, creating a lien on said property. All sums owing to Borrower as payments <br /> <br />and! or reimbursements pursuant to the Development Agreement shall be paid to Lender, irrespective <br /> <br />of any default by Borrower, to be applied againSt the indebtedness of Borrower to Lender evidenced <br /> <br />by said Note, said Deed of Trust and other loan documents, in such order and manner as Lender may <br /> <br />determine. Said parties to the Development Agreement shall be notified of this Assignment and <br /> <br />directed by Borrower to pay such sums directly to Lender. <br /> <br />Borrower hereby agrees to execute such further documents, and to perform such further acts <br /> <br />as Lender may reasonably require in order to carry out and perform the terms and provisions hereof. <br /> <br />Page 1 <br />