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2. The Series 2015 Note shall be a special limited obligation of the City payable solely from revenues of the Project, in the manner provided in this resolution and the Loan Agreement. The Series 2015 Note does not constitute a general or moral obligation of the City, or a pledge of the faith and credit or any taxing powers of the City, the State of Minnesota, or any political subdivision thereof. The City hereby authorizes and directs the Mayor of the City (the "Mayor") and the Administrator of the City(the "City Administrator")to execute the Series 2015 Note, and to deliver the Series 2015 Note to the Lender, and hereby authorizes and directs the execution of the Series 2015 Note in accordance with its respective terms and the terms of this resolution. The Mayor and the City Administrator are hereby authorized to approve the interest rate on the Series 2015 Note, approve changes to the maturity schedule, optional and mandatory redemption terms, and other terms and provisions of the Series 2015 Note; provided that the maturity date for the Note shall not be later than the date set forth in the form of the Series 2015 Note on file with the City on the date hereof. 3. The Note shall contain a recital that it is issued pursuant to the Act, and such recital shall be conclusive evidence of the validity of the Note and the regularity of the issuance thereof, and that all acts, conditions, and things required by the laws of the State of Minnesota relating to the adoption of this resolution, to the issuance of the Note, and to the execution of the aforementioned documents have happened, exist, and have been performed as so required by law. 4. The proceeds derived from the sale of the Series 2015 Note shall be loaned by the City to the Borrower pursuant to the terms and conditions of the Loan Agreement. The loan repayments to be made by the Borrower under the Loan Agreement are to be determined so as to produce revenues sufficient to pay the principal of, premium, if any, and interest on the Series 2015 Note when due. The Loan made pursuant to the Loan Agreement and the City's rights to the loan repayments and certain other rights under the Loan Agreement shall be assigned to the Lender as security for payment of the Series 2015 Note pursuant to the terms of the Assignment of Loan Agreement. The Series 2015 Note, the Loan Agreement, and the Assignment of Loan Agreement shall be substantially in the forms on file with the City on the date hereof, and are hereby approved, with such necessary and appropriate variations, omissions, and insertions as do not materially change the substance thereof, or as the Mayor and City Administrator, in their discretion, shall determine, and the execution and delivery thereof by the Mayor and City Administrator shall be conclusive evidence of such determination. The Series 2015 Note, the Loan Agreement, and the Assignment are directed to be executed in the name and on behalf of the City by the Mayor and the City Administrator. All of the provisions of the Loan Agreement and the Assignment of Loan Agreement,when executed as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. 5. The Assignment of Second Mortgage and the TIF Assignment shall be substantially in the forms on file with the City on the date hereof, and are hereby approved, with such necessary and appropriate variations, omissions, and insertions as do not materially change the substance thereof, or as the Mayor and City Administrator, in their discretion, shall determine, and the execution and delivery thereof by the Mayor and City Administrator shall be conclusive evidence of such determination. The Assignment of Second Mortgage and the TIF Assignment are directed to be executed in the name and on behalf of the City by the Mayor and the City Administrator. 6. The offer of the Lender to purchase the Series 2015 Note at a price of par is hereby accepted. The Mayor and the City Administrator are hereby authorized and directed to execute and deliver the Note Purchase Agreement. All of the provisions of the Note Purchase Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of -5-