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556 no further force and effect following the termination of the Tax. Increment District, on any date 557 upon which the City shall have terminated the Development Agreement ent under Section. 4.2(2) 558 thereof or on the date that all principal and interest payable hereunder shall have been paid in 559 full, whichever occurs earliest. 560 The City makes no representation or covenant, expressed or implied, that the Tax 561 Increments will be sufficient to pay, in whole or in part, the amounts which are or may become 562 due and payable hereunder. 563 The City's payment obligations hereunder shall be further conditioned on the fact that no 564 Event of Default under the Development Agree ment shall have occurred and be continuing at the 565 time payment is otherwise due hereunder, but such unpaid amounts shall become payable, 566 without interest accruing thereon in the meantime, if said Event of Default shall thereafter have 567 been cured; and further, if pursuant to the occurrence of an Event of Default under the 568 Development Agree ment the City elects to cancel and rescind the Development Agree ment, the 569 City shall have no further debt or obligation under this Note whatsoever. Reference is hereby 570 made to all of the provisions of the Development Agree ment, including without limitation 571 Section 3.2 thereof, for a fuller state ment of the rights and obligations of the City to pay the 57 principal of this Note, and said provisions are hereby incorporated into this Note as though set 573 out in full herein. 5 74 This Note is a special, limited revenue obligation and not a general obligation of the City 575 and is payable by the City only from the sources and subject to the qualifications stated or 57 referenced herein. This Note is not a general obligation of the City of Roseville, Minnesota, and 577 neither the full faith and credit nor the taxing powers of the City are pledged to the payment of 578 the principal of this Note and no property or other asset of the City, save and except the above- 579 referenced Tax. Incre ments, is or shall be a source of payment of the City's obligations hereunder. 580 This Note is issued by the City in aid of financing a project pursuant to and in full 581 conformity with the Constitution and laws of the State of Minnesota, including the Tax. 582 Increment Act. 583 This Note may be assigned only with the consent of the City. In order to assign the Note, 5 84 the assignee shall surrender the same to the City either in exchange for a new fully registered 585 note or for transfer of this Note on the registration records for the Note maintained by the City. 586 Each permitted assignee shall tale this Note subject to the foregoing conditions and subject to all 587 provisions stated or referenced herein. 588 IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things 589 required by the Constitution and laws of the State of Minnesota to be done, to have happened, 590 and to be performed precedent to and in the issuance of this Note have been done, have 591 happened, and have been performed in regular and due form, time, and manner as required by 592 law and that this Note, together with all other indebtedness of the City outstanding on the date 593 hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the 594 City to exceed any constitutional, statutory or charter limitation thereon.