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EXHIBIT -2 FORM of SECOND TAX INCI NOTE Noe R_#. 5 UNITED STAPES of AMERICA STATE of MINNESOTA COUNTY of RAMSEY IN AND FOR THE CITY of RO EVILLE TAX INCREMENT REVENUE NOTE OF t9l'tr93` 19 (COLLEGE PROPERTIES, INC, PROJECT) The City of Roseville, Minnesota (the "City") , hereby acknowledges itself to be indebted and, for value received, hereby promises to pay the amounts hereinafter described (the "Payment Amounts") to College Properties, Inc. . a Minnesota non p rof it corporation, or its registered assigns (the "Registered owner") , but only in the manner, at the times, from the sources of revenue, and to the extent hereinafter provided. The principal amount of this Note shall equal from time to time the principal amount stated above, as reduced to the extent that such principal installments shall have been paid in whole or in part pursuant to the terms hereof; provided that the Burn of the principal amount listed above shall in no event exceed A532,320 as provided in that certain Development Agreement, dated as of October 1, 1993, as the same may be amended from time to time (the "Development Agreement") f by and between the City of Roseville, Minnesota (the "City") , and College Properties, Inc. , a Minnesota non —prof it corporation - r- 1601 car- man 4429% ninn ml- M:33 (the "Company") . The unpaid f principal amount hereof shall bear interest from the date of this Note at the -simple, non amle mcompounded rate of eight percent (8 ,00%) per annum. Interest shall be computed on the basis of a 360 day year conBiSting of twelve (1 ) 30 day months. The amounts due under this Note shall be parable on July- 1, ±99& ,2000, and on each January 1 and July 1 thereafter to and including January 1, 2011, or, if the first should not be a Business Day (as defined in the Development Agreement) the next 2416 85,Red V5 to V4; 05/20/98 C2-1