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RESOLUTION NO. <br />RESOLUTION AUTHORIZING THE EXECUTION <br />AND DELIVERY OF A SECOND SUPPLEMENTAL <br />INDENTURE OF TRUST RELATING TO THE <br />$1,000,000 COMMERCIAL DEVELOPMENT <br />REVENUE BONDS OF 1982 <br />(VIKING PARTNERSHIP PROJECT) <br />AND RELATED DOCUMENTS <br />BE IT RESOLVED by the City Council of the City of Little <br />Canada, Minnesota as follows: <br />1. The City issued its $1,000,000 Commercial Development <br />Revenue Bonds of 1982 (Viking Partnership Project) (the "Bonds ") on <br />December 15, 1982 pursuant to an Indenture of Trust dated as of <br />December 15, 1982 between the City and National City Bank of <br />Minneapolis (the "Trustee ") (the "Indenture "), and lent the <br />proceeds of the Bonds to Viking Partnership, a Minnesota general <br />partnership (the "Company ") pursuant to a Loan Agreement dated as <br />of December 15, 1982 between the Company and the City (the "Loan <br />Agreement "). <br />2. The Indenture was amended pursuant to a Supplemental <br />Indenture of Trust dated as of December 16, 1987 between the City <br />and the Trustee and consented to by the Company and the then <br />current Bondholders to permit monthly payments on the Bonds. <br />3. The Company has arranged for the sale and purchase of the <br />Bonds to several new Bondholders who have all agreed to reduce the <br />interest rate under the Bonds from 101% to 81e% per annum and to <br />accept monthly payments of principal and interest. In order to <br />consummate the transaction proposed by the Company and the new <br />Bondholders it is necessary to further amend the said Indenture <br />pursuant to the proposed Second Supplemental Indenture of Trust <br />between the City and the Trustee and consented to by the Company <br />and the new Bondholders who will acquire the Bonds as of <br />December 15, 1990 (the "Second Supplement "), a form of which has <br />been submitted to the City Attorney and Administrator for their <br />review together with a proposed form of Bond Counsel Opinion. <br />4. The Mayor, City Administrator and any other necessary <br />City officials are authorized to execute the Second Supplement in <br />the form approved by the City Attorney and any related documents <br />submitted to the City in accordance with the terms of this <br />Resolution. <br />5. The execution of any instrument herein authorized by the <br />appropriate officer or officers of the City shall be conclusive <br />evidence of the approval of such documents in accordance with the <br />Page 6 <br />