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This Note shall not be transferred to any person other than an affiliate, or <br /> other related entity, of the Owner unless the City has been provided with an opinion <br /> of counsel or a certificate of the transferor, in a form satisfactory to the City, that <br /> such transfer is exempt from registration and prospectus delivery requirements of <br /> federal and applicable state securities laws. <br /> IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things <br /> required by the Constitution and laws of the State of Minnesota to be done, to exist, <br /> to happen, and to be performed in order to make this Note a valid and binding limited <br /> obligation of the City according to its terms, have been done, do exist, have <br /> happened, and have been performed in due form, time and manner as so required. <br /> IN WITNESS WHEREOF, the City Council of the City of Centerville, Minnesota <br /> has caused this Note to be executed with the manual signatures of its Mayor and <br /> Assistant City Clerk, all as of the Date of Original Issue specified above. <br /> CITY OF CENTERVILLE, MINNESOTA <br /> Assistant City Clerk Mayor <br /> REGISTRATION PROVISIONS <br /> The ownership of the unpaid balance of the within Note is registered in the <br /> bond register of the Assistant City Clerk, in the name of the person last listed <br /> below. <br /> Signature of <br /> Date of Assistant <br /> Registration Registered Owner City Clerk <br /> Northern Forest Products, L.L.C. <br /> Federal Tax I.D. No. <br /> 5JB97740 <br /> CE155 -7 4 Rev:.oC <br />