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Edward Burrell City Finance Director Roseville City Hall 2660 Civic Center Drive Roseville, MN 55113 QUALIFIED TAX-EXEMPT OBLIGATIONS The City will designate the Bonds as qualified tax-exempt obligations for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. AWARD The Bonds will be awarded to the Bidder offering the lowest true interest cost. True interest cost shall be determined for each bid by doubling the semi- annual interest rate compounded semi-annually necessary to discount the debt service payments from the payment dates to May 15, 1996 and to the price bid. The City's computation of the true interest cost of each bid, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any bid or of matters relating to the receipt of bids and award of the Bonds, (ü) reject all bids without cause and (ill) reject any bid which the City determines to have failed to comply with the terms hereof. SETTLEMENT AND DELIVERY Delivery, Payment and Ownership of the Bonds. Within 40 days following the date of award of the Bonds, the Global Certificates will be delivered without cost to the Purchaser at a price mutually satisfactory to the City and the Purchaser. On the date of settlement payment for the Bonds will be made in federal, or equivalent funds which must be received at the offices of the City or its designee not later than 1 :00 p.m., Central Time of the day of settlement. Except as compliance with the terms of payment for the Bonds may have been made impossible by action of the City, or its agents, the Purchaser will be liable to the City for any loss suffered by the City by reason of the Purchaser's non-compliance with said terms for payment. The successful bidder, as a condition of delivery of the Bonds, will be required to deposit the Global Certificates with the Depository, which will deposit the Global Certificates at the main office of the Fourth U . S. Federal Reserve District Bank for safekeeping. Information from Purchaser. The Purchaser will be required to provide, in a timely manner, certain information relating to the initial offering price of the Bonds necessary to compute the yield on the Bonds pursuant to the provisions of the Internal Revenue Code of 1986, as amended. Legal Opinion and Transcript. Delivery of the Bonds will be subject to receipt by the Purchaser of an approving legal opinion of Kennedy & Graven, Chartered, of Minneapolis, Minnesota, which opinion will be attached to the Global Certificates and of customary closing papers, including a no-litigation certificate. At settlement DJK100852 RS200-16