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rule charter of the City and the Constitution and laws of the State of Minnesota, including Minnesota <br />Statutes, Chapter 475, as amended, specifically Section 475.67, subdivision 3, and Minnesota Statutes, <br />Sections 469.1812 through 469.1815, as amended. The principal hereof and interest hereon are payable <br />primarily from abatements collected from certain property in the City, as set forth in the Resolution to <br />which reference is made for a full statement of rights and powers thereby conferred. The full faith and <br />credit of the City are irrevocably pledged for payment of this Bond and the City Council has obligated <br />itself to levy ad valorem taxes on all taxable property in the City in the event of any deficiency in <br />abatements pledged, which taxes may be levied without limitation as to rate or amount. The Bonds of <br />this series are issued only as fully registered Bonds in denominations of $5,000 or any integral multiple <br />thereof of single maturities. <br />The City Council has designated the issue of Bonds of which this Bond forms a part as "qualified <br />tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code relating to disallowance of <br />interest expense for financial institutions and within the $10 million limit allowed by the Code for the <br />calendar year of issue. <br />As provided in the Resolution and subject to certain limitations set forth therein, this Bond is <br />transferable upon the books of the City at the principal office of the Bond Registrar, by the registered <br />owner hereof in person or by the owner's attorney duly authorized in writing, upon surrender hereof <br />together with a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the <br />registered owner or the owner's attorney; and may also be surrendered in exchange for Bonds of other <br />authorized denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to <br />be issued in the name of the transferee or registered owner, of the same aggregate principal amount, <br />bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax, fee <br />or governmental charge required to be paid with respect to such transfer or exchange. <br />The City and the Bond Registrar may deem and treat the person in whose name this Bond is <br />registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving <br />payment and for all other purposes, and neither the City nor the Bond Registrar will be affected by any <br />notice to the contrary. <br />IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts, <br />conditions and things required by the Constitution and laws of the State of Minnesota, to be done, to exist, <br />to happen and to be performed preliminary to and in the issuance of this Bond in order to make it a valid <br />and binding general obligation of the City in accordance with its terms, have been done, do exist, have <br />happened and have been performed as so required, and that the issuance of this Bond does not cause the <br />indebtedness of the City to exceed any constitutional or statutory limitation of indebtedness. <br />This Bond is not valid or obligatory for any purpose or entitled to any security or benefit under <br />the Resolution until the Certificate of Authentication hereon has been executed by the Bond Registrar by <br />manual signature of one of its authorized representatives. <br />486866v1 JAE LN140-117 <br />B-2 <br />