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<br />2.04. Appointment of Initial Registrar, Paying Agent, and Authenticating Agent. The City appoints
<br />Bond Trust Services Corporation, Roseville, Minnesota, as the initial Registrar, Paying Agent, and
<br />Authenticating Agent with respect to the Bonds. The Mayor and the City Administrator are authorized to
<br />execute and deliver, on behalf of the City, a contract with Bond Trust Services Corporation, as the initial
<br />Registrar, Paying Agent, and Authenticating Agent with respect to the Bonds. Upon merger or consolidation
<br />of the Registrar, Paying Agent, and Authenticating Agent with another corporation, if the resulting corporation
<br />is a bank or trust company authorized by law to conduct such business, the resulting corporation is authorized
<br />to act as successor Registrar, Paying Agent, and Authenticating Agent. The City agrees to pay the reasonable
<br />and customary charges of the Registrar, Paying Agent, and Authenticating Agent for the services performed.
<br />The City reserves the right to remove the Registrar, Paying Agent, or Authenticating Agent upon thirty (30)
<br />days’ notice and upon the appointment of a successor Registrar, Paying Agent, or Authenticating Agent, in
<br />which event the predecessor Registrar, Paying Agent, or Authenticating Agent must deliver all cash and Bonds
<br />in its possession to the successor Registrar, Paying Agent, or Authenticating Agent and the Registrar must
<br />deliver the Bond Register to the successor Registrar. On or before three (3) business days prior to each principal
<br />or interest due date, without further order of the Council, the Finance Director must transmit to the Paying
<br />Agent money sufficient for the payment of all principal and interest then due.
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<br />2.05. Execution, Authentication, and Delivery. The Bonds shall be prepared under the direction of
<br />the City Administrator and executed on behalf of the City by the signatures of the Mayor and the City
<br />Administrator, provided that those signatures may be printed, engraved, or lithographed facsimiles of the
<br />originals. If an officer whose signature or a facsimile of whose signature appears on the Bonds ceases to be
<br />such officer before the delivery of a Bond, that signature or facsimile shall nevertheless be valid and sufficient
<br />for all purposes, the same as if the officer had remained in office until delivery. Notwithstanding such
<br />execution, a Bond shall not be valid or obligatory for any purpose or entitled to any security or benefit under
<br />this Resolution unless and until a certificate of authentication on the Bond has been duly executed by the manual
<br />signature of an authorized representative of the Authenticating Agent. Certificates of authentication on different
<br />Bonds need not be signed by the same representative of the Authenticating Agent. The executed certificate of
<br />authentication on a Bond is conclusive evidence that it has been authenticated and delivered under this
<br />Resolution. When the Bonds have been so prepared, executed, and authenticated the City Administrator shall
<br />deliver the same to the Purchaser upon payment of the purchase price in accordance with the contract of sale
<br />heretofore made and executed, and the Purchaser is not obligated to see to the application of the purchase price.
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<br />Section 3. Form of Bond.
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<br />3.01. Execution of the Bonds. The Bonds shall be printed or typewritten in substantially the form
<br />attached hereto as EXHIBIT B.
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<br />3.02. Approving Legal Opinion. The City Administrator is authorized and directed to obtain a
<br />copy of the proposed approving legal opinion of Kennedy & Graven, Chartered, Minneapolis, Minnesota,
<br />and cause the opinion to accompany each Bond.
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<br />Section 4. Payment; Security; Funds; Pledges and Covenants.
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<br />4.01. Debt Service Fund. The Bonds shall be payable from the General Obligation Capital
<br />Improvement Plan Bonds, Series 2025A Debt Service Fund (the “Debt Service Fund”) hereby created, and
<br />(i) the proceeds of ad valorem taxes hereinafter levied to pay the debt service on the Bonds; and (ii) capitalized
<br />interest financed from the proceeds of the Bonds, if any, are hereby pledged to the Debt Service Fund. The
<br />amounts to be applied to pay the principal of and interest on the Bonds shall be deposited in the Debt Service
<br />Fund at least three (3) days prior to each respective interest payment date and principal payment date. There is
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