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4 <br />MU205\52\914349.v1 <br />the name of the transferee a new Note of the same aggregate principal amount, bearing interest at <br />the same rate and maturing on the same dates. <br />This Note will not be transferred to any person other than an affiliate, or other related <br />entity, of the Owner unless the EDA has been provided with an investment letter in a form <br />substantially similar to the investment letter submitted by the Owner or a certificate of the <br />transferor, in a form satisfactory to the EDA, that the transfer is exempt from registration and <br />prospectus delivery requirements of federal and applicable state securities laws. <br />Notwithstanding the foregoing, Owner may grant, pledge and assign to any lender, to secure full <br />payment and performance of its obligations under the loan, all of Owner’s right, title and interest <br />in and to this Note. The EDA consents to the assignment of this Note to [Bridgewater Investment <br />Management, Inc., a Minnesota corporation and Bridgewater Bank, a Minnesota banking <br />corporation,] without the execution of an investment letter. <br />IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things <br />required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen, <br />and to be performed in order to make this Note a valid and binding limited obligation of the EDA <br />according to its terms, have been done, do exist, have happened, and have been performed in due <br />form, time and manner as so required. <br />IN WITNESS WHEREOF, the board of commissioners of the Mounds View Economic <br />Development Authority, has caused this Note to be executed with the manual signatures of its <br />President and Executive Director, all as of the Date of Original Issue specified above. <br /> <br /> <br /> <br />MOUNDS VIEW ECONOMIC <br />DEVELOPMENT AUTHORITY <br /> <br /> <br /> <br />President Executive Director <br /> <br /> <br />