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517 EXHIBIT B, 518 519 FORM OF TIF NOTE 011�053M 521 UNITED STATES OF AMERICA 522 STATE OF MINNESOTA 523 COUNTY OF RAMSEY 524 CITY OF ROSE ILLS 525 TAX INCREMENT REVENUE NOTE 526 (AEON HOUSING PROJECT) 1 01 527 The City of Roseville, Minnesota the "City"),, hereby acknowledges itself to be indebted 528 and,, for value received,, hereby promises to pay the amounts hereinafter described the "Payment 529 Amounts"), to Aeon, or its registered assigns the "Registered Owner"),, but only in the manner, at 530 the times,, from the sources of revenue,, and to the extent hereinafter provided. 531 The principal amount of this Note shall equal from time to time the principal amount 532 stated above,, as reduced to the extent that such principal installments shall have been paid in 533 whole or in part pursuant to the terms hereof-, provided that the sum of the principal amount 534 listed above shall in no event exceed $,935,,005 as provided in that certain Development 535 Agreement, dated as of June , 2011,, as the same may be amended from time to time the 536 "Development Agreement")I,, by and between the City and Aeon. The unpaid principal amount 537 hereof shall bear interest from the date of this Note at the simple, non-compounding interest at a 538 rate of four and twenty-five hundredths percent (4.25%) per annum. Interest shall be computed 539 on the basis of a 3 60 day year consisting of twelve (12), 30 -day months. 54O The amounts due under this Note shall be payable on August 1, 2013, and on each 541 August I and February I thereafter to and including February 1, 2039, or, if the first should not 542 be a Business Day as defined in the Development Agreement), the next succeeding Business 543 Day (the "Payment Dates"). On each Payment Date the City shall pay by check or draft mailed 544 to the person that was the Registered Owner of this Note at the close of the last business day of 545 the City preceding such Payment Date an amount equal to the Tax Increments (hereinafter 546 defined), received by the City during the six month period preceding such Payment Date. All 547 payments made by the City under this Note shall first be applied to accrued interest and then to 548 principal. This Note is prepayable by the City, in whole or in part, on any date. 549 The Payment Amounts due hereon shall be payable solely from 95% of the tax 550 increments (the "Tax Increments"), from the Development Property as defined in the 551 Development Agreement), within the City's Tax Increment Financing District Tax Increment 552 Financing District No. 18 (the "Tax Increment District"), within its Development District No. 1 553 which are paid to the City and which the City is entitled to retain pursuant to the provisions of 554 Minnesota Statutes,, Sections 469.174 through 469.17 99, as the same may be amended or 555 supplemented from time to time (the "Tax Increment Act"). This Note shall terminate and be of room] 3873204v2