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owner's attorney, and may also be surrendered in exchange for Bonds of other authorized denominations. <br />Upon such transfer or exchange the City will cause a new Bond or Bonds to be issued in the name of the <br />designated transferee or registered owner, of the same aggregate principal amount, bearing interest at the <br />same rate and maturing on the same date; subject to reimbursement for any tax, fee or governmental charge <br />required to be paid with respect to any such transfer or exchange. <br />The Bonds have been designated as "qualified tax-exempt obligations" pursuant to <br />Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. <br />The City and the Registrar may deem and treat the person in whose name this Bond is registered <br />as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving payment as <br />herein provided and for all other purposes, and neither the City nor the Registrar shall be affected by any <br />notice to the contrary. <br />Notwithstanding any other provisions of this Bond, so long as this Bond is registered in the name <br />of Cede & Co., as nominee of The Depository Trust Company, or in the name of any other nominee of The <br />Depository Trust Company or other securities depository, the Registrar shall pay all principal of and interest <br />on this Bond, and shall give all notices with respect to this Bond, only to Cede & Co. or other nominee in <br />accordance with the operational arrangements of The Depository Trust Company or other securities <br />depository as agreed to by the City. <br />IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts, conditions <br />and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen <br />and to be performed preliminary to and in the issuance of this Bond in order to make it a valid and binding <br />general obligation of the City in accordance with its terms, have been done, do exist, have happened and <br />have been performed as so required; that, prior to the issuance hereof, the City Council has by the Resolution <br />covenanted and agreed to collect and apply to payment of the bonds ad valorem taxes levied on all taxable <br />property in the City and special assessments upon property specially benefited by the local improvements <br />financed with the Bonds, which taxes and assessments are estimated to be collectible in years and amounts <br />sufficient to produce sums not less than 5% in excess of the principal of and interest on the Bonds when <br />due, and has appropriated such assessments, revenues and taxes to its General Obligation Improvement <br />Bonds, Series 2022A Bond Fund for the payment of such principal and interest; that if necessary for the <br />payment of such principal and interest, additional ad valorem taxes are required to be levied upon all taxable <br />property in the City, without limitation as to rate or amount; that all proceedings relative to the projects <br />financed by this Bond have been or will be taken according to law and that the issuance of this Bond, <br />together with all other indebtedness of the City outstanding on the date hereof and on the date of its actual <br />issuance and delivery, does not cause the indebtedness of the City to exceed any constitutional or statutory <br />limitation of indebtedness. <br />This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or <br />benefit under the Resolution until the Certificate of Authentication hereon shall have been executed by the <br />Registrar by manual signature of one of its authorized representatives. <br />4876-8449-2315\4 <br />