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Agreennant, dated on or after January 1, 2012 (t�e "S�ries 2012A Assignment"), between the City, the
<br />Bor:rower, and the Lender; and
<br />V�I�REAS, the abligations of the Borrower under the t�rms of the Series 2011A Loan
<br />Agreement, the Series 2011A Assignment, the �eries 2012A Loan Agreernent, and the Series 2012A
<br />Assignrr�ent will be secured by a Mortgage, Security Agreement, Fixture Financing Statement, and
<br />Assignment oi Leases and Rents, dated on or after September 1, 2011 (the "Mortgage"), from the
<br />Borrower in favor of the City and the Second Issuer, an Assignment of Mortgage, Security Agreement,
<br />Fixture Financing Staterr�ent, and Assignment of Leases and Rents, dated on or after Sepfiember i, 2011
<br />{the "Assignment of Martgage"), from the City and the Second Issuer in favor of the Lender, and by a
<br />Collateral Assignment oi Contract for Private Development, dated on or after Sep�ember 1, 2411 (the
<br />"TIF Assignment"), befween the City, the Borrawer, and tha Lender; and
<br />W�IEREAS, the Series 2011A Note and the Series 2Q12A Note, and the interest on the
<br />Series 20I IA Note and the Series 2012A Note: (i) shall not constitute general or moral obligations of the
<br />City and shall be payable solely from the revenues pledged therefor; (ii} shail not constitute a debt of the
<br />City within the meaning of aay constit�tional or statutory limitation; (iii) shall not constitute nor give rise
<br />to a pecuniary liability of the City or a charge against its general credit or taxing powers; and (iv) shall not
<br />constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the City otl�er t�an the
<br />City's interest in the Series 20I lA Loan Agreement and the Series 2012A Loan Agreement.
<br />NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
<br />ARDEN HILLS, MINNESOTA, AS FOLLOWS:
<br />l. For the purposes cfescribed in this resolution, there is hereby authorized the issuance of
<br />the Series 2011A Note in the original aggregata principal amount not to exceed $10,000,000. The
<br />Series 201 lA Note shall bear interest at such rates, shall be in such denomination, sha11 be numbered,
<br />shall be dated, shall mature, shall be subject ta redemption prior to maturity, shall be in such form, and
<br />shall have s�ch other details and provisions as are prescri6ed in the form of the Series 2011A Note on file
<br />with the City or� the date hereof. All of the pravisions of the Series 2011A Note, when executed as
<br />authorized herein, shall be deemed to be a part of this resolution as fully and to the satne extent as ii
<br />incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery
<br />thereof.
<br />2. For the purposes described in this resolution, there is hereby authorized ihe issuance of
<br />the Series 2012A Note in the original aggregate principal amount not to exceed $10,fl00,000. The
<br />Series 2012A Note shall bear interest at such rates, shall be in such denomination, shall be numbered,
<br />shall be dated, shall mature, shaIl be subject to redemptian prior to maturity, shall be in such farm, and
<br />shall have such other details and provisions as are prescribed in the form of tlie 5eries 2012A Note on file
<br />with ihe City on the date hereof Ali of the provisions of the Series 2012A No�e, when executed as
<br />autharized herein, sha1I be dee�ed to be a part of this resolution as fully and ta the same extent as if
<br />incarporated verbatim herein and shall be in full force and efFect from the date of execution and delivery
<br />thereaf.
<br />3. The Series 2011A Note and the Series 2012A Note (collectively, the "Notes") shaIt be
<br />special linn�ited obligations of the City payable solely fronn reven�es of the Pzoject, in the manner provided
<br />in this resolution and the 5eries 2011A Loan Agreement and the Series 2012A Laan Agreement,
<br />respectively. The Notes do not constitute gen�ral or moral obligations of the City, or a pledge of the Faith
<br />and credit or any taxing powers of the City, the State of Minnesota, or any palitical subdivision thereof.
<br />Th� City hereby auihorizes and directs the Mayor of ihe City {the "Mayar") and the Administraior of the
<br />Cify {the "City Administrator") to execute th� Notes, and to deliver the Notes to the Lender, and hereby
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