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1280407v2 <br /> <br /> <br /> <br />RESOLUTION NO. 01-EDA-153 <br /> <br />RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF THE <br />EDA'S TAXABLE TAX INCREMENT REVENUE BONDS, SERIES 2001, <br />AND APPROVING EXECUTION OF VARIOUS AGREEMENTS <br /> <br /> <br />BE IT RESOLVED by the Board of Commissioners (the "Board") of the <br />Mounds View Economic Development Authority (the "EDA") as follows: <br />1. Recitals and Findings. It is hereby recited and determined: <br />(a) The EDA is authorized under the laws of Minnesota, including <br />Minnesota Statutes, Sections 469.090 through 469.108, and the powers <br />conferred on the EDA therein (collectively, the "Act"), to enter into certain <br />agreements and to issue revenue bonds to aid in financing certain projects. <br />(b) Pursuant to and in furtherance of the objectives of the Act, the EDA <br />has undertaken a program to promote development and redevelopment of <br />certain land within the City of Mounds View and in this connection is engaged in <br />carrying out the Mounds View Economic Development Project (the <br />"Development Project") within the City. <br />(c) MoundsVista, Inc. (the "Developer"), has presented the EDA with a <br />proposal for the completion of certain improvements within the Development <br />Project, consisting generally of certain redevelopment activities and the <br />construction of new hotel and banquet facilities, and a certain Development <br />Assistance Agreement between the EDA and the Developer (the "Development <br />Agreement") stating the terms and conditions thereof and the Authority's <br />responsibilities respecting the assistance thereof has on the date hereof been <br />presented to the Board for its consideration. <br />(d) To provide financing for certain Development Costs, as defined in <br />the Development Agreement, the EDA expects to issue its Taxable Tax <br />Increment Revenue Bonds, Series 2001 (the "Bonds"). <br />(e) The Bonds are to be issued pursuant to a certain Indenture of Trust <br />(the "Indenture") between the EDA and U.S. Bank National Association, in Saint <br />Paul, Minnesota, as "Trustee" thereunder. <br />(f) The Developer has arranged for Miller Johnson Steichen Kinnard, <br />Inc., and/or other underwriters (the "Placement Agent"), to prepare and distribute <br />a certain Private Placement Memorandum respecting the Bonds (the "Private <br />Placement Memorandum") and arrange for the purchase of the Bonds from the <br />EDA.