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authorizes and directs the execution of the Notes in accordance with their respective ternns and the te�aas
<br />of this resolution. The Mayor and the City Administrator are hereby authorized to approve the respeciive
<br />znterest rates on the Notes, approve changes to the mai�arity schedules, optional and mandatory
<br />redemption terms, and other #erms and provisians of tl�e Notes; provided that the rt�aturity dates for the
<br />Notes shall not be iater than �he dates set forth in the forms of the Notes on file with the City on t.�e date
<br />hereof.
<br />A. The Nates shall contain a recital that each is issued pursuant to the Act, and such recital
<br />shaII be canclusive evidence of the validity of each Note and the regularrity of fhe issuance thereof, and
<br />that all acts, c�ndi�ions, and things required by the laws of the State of Minnesota relating to the adoption
<br />of this resolution, to the issuance of each of t�e Notes, and to the execution of the aforernentioned
<br />docutnents have happened, exist, and have been performed as so required by law.
<br />5. The proceeds der�ved fram �e saIe of the Series 2011A Note shall be loaned by the City
<br />to the Borrower pursuant to the terms and canditions of the Series 2011A Loan Agreement. The loan
<br />repayments to be made by the Borrower under the Series 2Q11A Loan Agreement are to be fixed so as to
<br />produce re�enues sufficient tq pay the principal o�, premium, if any, arzd interest on the Series 2011A
<br />Note when due. The Loan made pursuant to the Series 201 iA Loan Agreement and the City's rights to
<br />fhe loan repayments and certain ot�er rights under the Series 20llA Loan Ageement shall be assigned to
<br />the Lender as security for payment of the Series 2011A Nflte pursuant to the terms of the Series 2011A
<br />Assignment. The Series 2011A Note, the Series 2011A Loan Agreement, and the Series 2011A
<br />Assignnnent shalt be substantially in the forn�s on file with the City on the date hereof, and are hereby
<br />approved, with such necessazy and appropriate variations, omissions, and insertions as do not materially
<br />change the substance thereof, or as the Mayor and City Administratar, in their discretion, shall determine,
<br />and the execution and delivery thereof by the Mayor and City Aciminis�rator shall be conclusive eWidence
<br />of such determination. TI�e Series 2011A Note, the Series 2011A Loan Agreement, and the Series 2011A
<br />Assign naent are directed to be executed in the name and on behal� oi the City by the Mayor and the City
<br />Administrator.
<br />6. The proceeds derived from the sale of the Series 2412A Note shaIl be loaned by the City
<br />to the Sorrower pursuant to the terrns and conditions of the 5eries 2012A Loan Agreament. The Ioan
<br />repayments to be tzaade by the Borrower under the Series 2012A Loan Agreement are to be fxed so as to
<br />produce revenues sufficient to pay the principal of, premium, if any, and interest on the Series 2012A
<br />Note when due. The Loan zxaade pursuant to ihe Series 2012A Loan Agreement and �he City's rights to
<br />the loan repayments and certain other rights under the Series 2� 12A Loan Agreement shall be assignec� to
<br />the I,e�der as security for payrnent of the Series 2012A Note pursuant to the terrns of the Series 2012A
<br />Assigt�ment. The Series 2012A Note, the Series 2Q12A Loan Agreement, and the Series 2012A
<br />Assignrr�en# shall be substantially in the forms on �le with tk�e City on the date hereof, a�d are hereby
<br />approved, with such necessary and appropriate variations, omissions, and insertions as do not materially
<br />change the substance thereof, or as the Mayor and City Administrator, in their discretian, shall determine,
<br />and the execution and delivery thereof by the Mayor and City Administra#or shall be conclusive evidence
<br />of such deter�nination. The Series 2012A Note, the Series 2012A Loan Agreement, and the Series 2012A
<br />Assignment are directed to be executed in the name and on behalf of the City by the Mayar and the City
<br />Administrator.
<br />7. The Assign�nent of Mortgage and the TIF Assignment snalI be substantialiy in the forms
<br />on �le with t�e City on the date hereof, and are hereby appraved, with such necessary and appropriate
<br />variations, omissions, and insertions as da not materially change the substance thereof, ar as the Mayor
<br />azad City Adminis�eator, in their discretion, shall determine, and the execution and delivery thereof by the
<br />Mayor and City Administrator shall be conciusive evidence of such determination. The Assignment of
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