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certificates, and documents prepared in conjunction with the issuance of the Bonds that require execution by the
<br />Trustee. The City hereby authorizes Kennedy Graven, Chartered, as bond counsel of the City, to prepare,
<br />execute, and deliver its approving legal opinion with respect to the Bonds.
<br />4.02. Except as otherwise provided in this resolution, all rights, powers and privileges conferred and
<br />duties and liabilities imposed upon the City or the Council by the provisions of this resolution or of the
<br />aforementioned documents shall be exercised or performed by the City or by such members of the Council, or
<br />such officers, board, body or agency thereof as may be required or authorized by law to exercise such powers and
<br />to perform such duties.
<br />No covenant, stipulation, obligation, or agreement herein contained or contained in the aforementioned
<br />documents shall be deemed to be a covenant, stipulation, obligation, or agreement of any member of the Council,
<br />or any officer, agent, or employee of the City in that person's individual capacity, and neither the Council nor any
<br />officer or employee executing the Bonds shall be liable personally on the Bonds or be subject to any personal
<br />liability or accountability by reason of the issuance thereof.
<br />No provision, covenant, or agreement contained in the aforementioned documents, the Bonds, or in any
<br />other document relating to the Bonds, and no obligation therein or herein imposed upon the City or the breach
<br />thereof, shall constitute or give rise to any pecuniary liability of the City or any charge upon its general credit or
<br />taxing powers. In making the agreements, provisions, covenants, and representations set forth in such documents,
<br />the City has not obligated itself to pay or remit any funds or revenues, other than funds and revenues derived from
<br />the Loan Agreement which are to be applied to the payment of the Bonds, as provided therein and in the
<br />Indenture.
<br />Section 5. Miscellaneous Provisions.
<br />5.01. Except as herein otherwise expressly provided, nothing in this resolution or in the aforementioned
<br />documents, expressed or implied, is intended or shall be construed to confer upon any person, firm, or
<br />corporation, other than the City or any holder of the Bonds issued under the provisions of this resolution, any
<br />right, remedy, or claim, legal or equitable, under and by reason of this resolution or any provisions hereof, this
<br />resolution, the aforementioned documents and all of their provisions being intended to be and being for the sole
<br />and exclusive benefit of the City and any holder from time to time of the Bonds issued under the provisions of this
<br />resolution.
<br />5.02. In case any one or more of the provisions of this resolution, other than the provisions contained in
<br />the first sentence of Section 3.03 hereof, or of the aforementioned documents, or of the Bonds issued hereunder
<br />shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provision
<br />of this resolution, or of the aforementioned documents, or of the Bonds, but this resolution, the aforementioned
<br />documents, and the Bonds shall be construed and endorsed as if such illegal or invalid provisions had not been
<br />contained therein.
<br />5.03. The Bonds, when executed and delivered, shall contain a recital that they are issued pursuant to
<br />the Act, and such recital shall be conclusive evidence of the validity of the Bonds and the regularity of the
<br />issuance thereof, and that all acts, conditions, and things required by the laws of the State of Minnesota relating to
<br />the adoption of this resolution, to the issuance of the Bonds, and to the execution of the aforementioned
<br />documents to happen, exist, and be performed precedent to the execution of the aforementioned documents have
<br />happened, exist, and have been performed as so required by law.
<br />5.04. The officers of the City, bond counsel, other attorneys, engineers, and other agents or employees
<br />of the City are hereby authorized to do all acts and things required of them by or in connection with this
<br />resolution, the aforementioned documents, and the Bonds for the full, punctual, and complete performance of all
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