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Attachment A 3. The Note will be secured by, among other things, a Mortgage, Security Agreement and Fixture Financing Statement (the "Mortgage") and a separate Assignment of Leases and Rents (the "Assignment of Leases"), each anticipated to be dated as of June 1, 2020 and executed by the Borrower in favor of the Governmental Lender, and both to be assigned by the Governmental Lender to the Fiscal Agent pursuant to an Assignment of Mortgage, Security Agreement and Fixture Financing Statement and Assignment of Leases and Rents dated as of June 1, 2020 (the "Assignment of Mortgage"). The Borrower and certain other parties will also provide additional collateral and guaranties to secure the Note as required by the Initial Funding Lender. As additional security the Borrower will grant a Collateral Assignment of Tax Increment Financing and Tax Increments anticipated to be dated as of June 1, 2020 in favor of the Fiscal Agent, assigning the Borrower's interest in, to and under that certain TIF Note issued by the Governmental Lender, as referenced therein (the "Assignment of TIF Note"). 4. Forms of the following documents have been submitted to the City Council: (a) Funding Loan Agreement; (b) Project Loan Agreement; (c) Amended and Restated Regulatory Agreement; and (d) Assignment of Mortgage. The foregoing documents are hereafter referred to as the "Note Documents." 5. It is hereby found, determined, declared, and ratified that: (a) the issuance, sale and delivery of the Note to the Initial Funding Lender, the execution and delivery by the Governmental Lender of the Note Documents and the performance of all covenants and agreements of the Governmental Lender contained in the Note Documents and of all other acts and things required under the constitution and laws of the State of Minnesota to make the Note Documents and the Note valid and binding obligations of the Governmental Lender in accordance with their terms, are authorized by the Act; (b) it is desirable that the Note be issued by the Governmental Lender upon the terms set forth in the Funding Loan Agreement; (c) the basic payments under the Project Loan Agreement by the Borrower are designed to produce revenue sufficient to provide for the prompt and timely payment of principal of, premium, if any, and interest on the Note issued under the Funding Loan Agreement when due, and the Funding Loan Agreement, Mortgage, Assignment of Leases, and Project Loan Agreement also provide that the Borrower is required to pay all expenses of the operation and maintenance of the Project, including, but without limitation, adequate insurance thereon and insurance against all liability for injury to persons or property arising from the operation thereof, and all taxes and special assessments levied upon or with respect to the Project premises and payable during the term of the Funding Loan Agreement and Project Loan Agreement, including without limitation, amounts due in respect of the TIF Note; 3 12503154v5