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HomeMy WebLinkAbout09-27-1999 MINUTES MAPLEWOOD CITY COUNCIL 7:00 P.M., Monday, September 27, 1999 Council Chambers, Municipal Building Meeting No. 99-22 A. CALL TO ORDER: A regular meeting of the City Council of Maplewood, Minnesota was held in the Council Chambers, Municipal Building, and was called to order at 7:00 P.M. by Mayor Rossbach. B. PLEDGE OF ALLEGIANCE: C. ROLL CALL: George Rossbach, Mayor Present Sherry Allenspach, Councilmember Present Dale H. Carlson, Councilmember Present Kevin Kittridge, Councilmember Absent Marvin C. Koppen, Councilmember Present D. APPROVAL OF MINUTES: Councilmember Allenspach moved to approve the minutes of meeting 99-19 (Member 13.1999) as presented/corrected. Seconded by Councilmember Koppen Ayes -all E. APPROVAL OF AGENDA: Councilmember Carlson moved to approve the Agenda as amended. N-2. Partnerships N-3. Public Safety Seconded by Councilmember Koppen Ayes -all F. APPOINTMENTS/PRESENTATIONS: NONE G. CONSENT AGENDA: 9-27-99 1 Councilmember Carlson moved to approve the Consent Agenda as presented. Seconded by Allenspach Ayes -all 1. Approval of Claims ACCOUNTS PAYABLE $103,377.55 Checks #8055 thru #8070 dated 9-1 thru 9-8-99 $94,667.26 Checks #45688 thru #45800 dated 9-14-99 $10,521.41 Checks #8071 thru #8078 dated 9-9 thru 9-17-99 $409,900.83 Checks #45803 thru #45934 dated 9-21-99 $618,467.05 Total Accounts Payable PAYROLL $300,373.32 Payroll Checks and Direct Deposits dated 9-17-99 $23,620.21 Payroll Deduction check #74286 thru #74292 dated 9-17-99 $323,993.53 Total Payroll $942,460.58 GRAND TOTAL 2. Budget Transfers for 1999 Wage Increases Authorized a budget transfer from the General Fund contingency account totaling $59,560 to finance 1999 wage increases granted after the budget was prepared. 3. Transfer to Close Tax Increment Fund -Finance Department Authorized a transfer of $314.02 from the Tax Increment Economic Development District #1-3 Fund to the Debt Service Fund for the 1993 Tax Increment Bonds and to make the appropriate budget adjustments. 4. Accept Donation -Police Department Authorized the Maplewood Police Department be allowed to accept $2,750 from the Rotary for their participation in the D.A.R.E. Bike-a-thon fiundraiser. 5. Drug Forfeiture Funds Purchase -Police Department 2 Authorized the purchase of protective helmets and semi-automatic shotguns at a cost of $18,500 with drug forfeiture funds. 6. Loading Zone 1510-1512 & 1490-1492 East County Road B Authorized staff to contact Ramsey County and request a loading zone be established in front of 1510-1512 and 1490-1492 East County Road B. 7. Cash Connection Charge Authorized staff to refund a cash connection charge paid by the owner of 2325 Maryland Avenue in the amount of $3,080 plus interest. 8. Gasoline Filling Station -Transfer of Ownership -Keller Lake Convenience Approved a Gasoline Filling Station License for David and Joanne Knutson at Keller Lake Convenience, 2228 Highway 61. 9. Cigarette & Tobacco License -Keller Lake Convenience Approved a Cigarette and Tobacco Sales License for David and Joanne Knutson at Keller Lake Convenience, 2228 Highway 61. 10. Surplus Equipment -Fire Department Declared that 24 self-contained breathing apparatuses which are 15 years old be surplused at no value and donated to the Somerset Fire Department in return for a waiver prepared by the city attorney. 11. Change Order -Park Maintenance Building Approved a change order in the amount of $8,900 to replace the insulation in the park maintenance building and the Finance Director utilize the contingency monies. 12. Sunset Ridge Lot Sale Approved the final sale of Lot 1, Block 1 in the amount of $42,000 with the proceeds to be placed in the city's PAC. 13. Robinhood Park Master Plan Adopted the Robinhood Park Master Plan as developed by the neighborhood resident and approved by the Parks and Recreation Commission. 14. Fred Abbott -Soccer Field Dedication Adopted a resolution proclaiming Saturday October 9 as Fred Abbot Day and that a plaque be installed at Hazelwood Park commemorating his soccer accomplishments. H. PUBLIC HEARINGS: 1. 7:00 P.M. US West Monopole -Church of the Presentation of the Blessed Virgin Mary 3 9-27-99 (1725 Kennard St. ) 1. Conditional Use Permit 2. Design Approval a. Mayor Rossbach convened the meeting for a public hearing. b. Acting City Manager Ken Haider introduced the staff report. a Community Development Director Coleman presented the specifics of the report. d. Commissioner Milo Thompson presented the Planning Commission report. e Boardmember Matt Ledvina presented the Community Design Review Board report. f Mayor Rossbach opened the public hearing, calling for proponents of opponents. The following person was heard: Ken Neilson, representing US West g. Mayor Rossbach closed the public hearing. Councilmember Koppen moved/introduced the following Resolution and moved its adoption: 99-09-087 CONDITIONAL USE PERMIT RESOLUTION WHEREAS, Mr. Kenneth Nielsen, representing US West, applied for a conditional use permit to install a 73-foot-tall telecommunications monopole and related equipment. WHEREAS, this permit applies to the property at 1725 Kennard Street. The legal description is: Subject to County Road A (Larpenteur Avenue), the South 656 feet of part of the SE 1/4 between Prosperity Road and Kennard Street in Section 15, Township 29, Range 22 in Ramsey County, Minnesota. (PIN 15-29-22-43-0016) WHEREAS, the history of this conditional use permit is as follows: 1. On August 16, 1999, the planning commission recommended approval of this request. 2. The city council held a public hearing on September 27, 1999. City staff published a notice in the paper and sent notices to the surrounding property owners as required by law. The council gave everyone at the hearing a chance to speak and present written statements. The council also considered reports and recommendations of the city staff and planning commission. NOW, THEREFORE, BE IT RESOLVED that the city council approve the above-described conditional use permit, because: 1. The use would be located, designed, maintained, constructed and operated to be in conformity with the city's Comprehensive Plan and Code of Ordinances. 4 9-27-99 2. The use would not change the existing or planned character of the surrounding area 3. The use would not depreciate property values. 4. The use would not involve any activity, process, materials, equipment or methods of operation that would be dangerous, hazardous, detrimental, disturbing or cause a nuisance to any person or property, because of excessive noise, glare, smoke, dust, odor, fumes, water or air pollution, drainage, water run-off, vibration, general unsightliness, electrical interference or other nuisances. 5. The use would generate only minimal vehicular traffic on local streets and would not create traffic congestion or unsafe access on existing or proposed streets. 6. The use would be served by adequate public facilities and services, including streets, police and fire protection, drainage structures, water and sewer systems, schools and parks. 7. The use would not create excessive additional costs for public facilities or Seconded by Councilmember Carlson Ayes -Councilmembers Koppen, Allenspach & Carlson Nays -Mayor Rossbach Councilmember Koppen moved to approve the site and design plans date-stamped July 23. 1999, fora 73-foot- tall telecommunications monopole and equipment in the parking lot at 1725 Kennard Street. Approval is based on the findings required by code and subject to the applicant doing the following: 1. Repeat this review in two years if the city has not issued permits for this project. 2. If the landscaping is not installed by the completion of the tower, the city shall require the applicant to provide cash escrow or an irrevocable letter of credit for the required work. The amount shall be 150% of the cost of the unfinished work. 3. All work shall follow the approved plans. The director of community development may approve minor changes. Seconded by Councilmember Carlson Ayes -Councilmembers Koppen, Allenspach & Carlson Nays -Mayor Rossbach 2. 7:25 P.M. Changes to Tax-Increment Plan for Home Replacement Program a. Mayor Rossbach convened the meeting for a public hearing. b. Acting City Manager Ken Haider introduced the staff report. a Community Development Director Coleman presented the specifics of the report. d. Mayor Rossbach opened the public hearing, calling for proponents of opponents. The following person was heard: 5 9-27-99 Mary Derseth, Briggs & Morgan e. Mayor Rossbach closed the public hearing. Councilmember Koppen moved/introduced the following Resolution and moved its adoption: 99-09-088 RESOLUTION OF THE CITY OF MAPLEWOOD RATIFYING NOTICE OF PUBLICATION , APPROVING THE MODIFICATION OF THE DEVELOPMENT PROGRAM FOR DEVELOPMENT DISTRICT NO. 1, AND APPROVING THE MODIFICATION OF THE TAX INCREMENT FINANCING PLANS FOR HOUSING DISTRICTS NOS. 1-4, 1-5 AND 1-6 THEREIN WHEREAS, there is a proposal to modify the Development Program for Development District No. 1, and modify the Tax Increment Financing Plans for Housing Districts Nos. 1-4, 1-5 and 1-6 therein under the provision of Minnesota Statutes, Sections 469.174 to 469.179 (the "AcY~; and WHEREAS, the Modification of the Development Program for Development District No. 1 (the "Program Modification"), and the Modification of the Tax Increment Financing Plans for Housing Districts Nos. 1-4, 1-5 and 1-6 (the "Plan Modification") have been prepared (the Program Modification and the Plan Modification being collectively, the "Modification"); and WHEREAS, the City of Maplewood, Minnesota (the"City"), has performed all actions required by law to be performed prior to the approval of the Modifications, including but not limited to, notification of Ramsey County, Independent School Districts No. 611 and Intermediate School District No. 916, and the holding of a public hearing upon published and mailed notice as required by law for the City; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Maplewood: 1) The City finds, determines and declares that with respect to the Modification: A. The City is not modifying the boundaries of Development District No. 1. B. The City is not modifying the boundaries or term of Housing Districts Nos. 1-4, 1-5 and 1-6, but is, however, allowing for the use of tax increments therefrom within the boundaries of Development District No. 1 for the acquisition of housing facilities, demolition or rehabilitation of housing facilities and the installation of public improvements related to housing facilities and modifying the budget in the Tax Increment Financing Plans therefor. C. The City reaffirms the findings previously made with respect to Housing Districts Nos. 1-4, 1-5 and 1-6. 2) The Plan Modification conform to the general plan for the development of the City as a whole. 3) The Plan Modification conform in all respects to the requirements of the Act and will help fulfill a need to develop an area of the State which is already built up to provide employment opportunities to improve the tax base and to improve the general economy of the State and thereby serves a public purpose and will afford maximum opportunity, consistent with the sound needs for the City as a whole, for the development or redevelopment of the project only that public assistance necessary to make the private developments financially feasible. 6 9-27-99 4) The Modification are hereby approved. 5) The City Clerk is authorized and directed to file a copy of the Plan Modification with the Commissioner of Revenue. 6) All prior actions taken by the staff of the City in causing the notice of public hearing which is attached to this resolution as Exhibit A to be published as required by the Act is hereby ratified, affirmed and approved. EXHIBIT A CITY OF MAPLEWOOD COUNTY OF RAMSEY STATE OF MINNESOTA NOTICE OF PUBLIC HEARING NOTICE IS HEREBY GIVEN that the City Council (the "Council") of the City of Maplewood (the"City"), County of Ramsey, State of Minnesota, will hold a public hearing on Monday September 27, 1999 at 7:00 p.m., at the City Hall, 1830 East County Road B, in Maplewood, Minnesota, relating to the modification of the Development Program for Development District No. 1, and the modification of the Tax Increment Financing Plans for Housing Districts Nos 1-4, 1-5, and 1-6 within Development Districts No. 1 of the City , pursuant to Minnesota Statutes, Sections 469.174 through 469.179, inclusive as amended. Copies of the Modification of the Development Program for Development District No. 1 and the Modification of the Tax Increment Financing Plans for Housing Districts Nos. 1-4, 1-5 and 1-6 as proposed to be adopted will be on file and available for public inspection at the office of the City Clerk at City Hall. Development District No. 1 encompasses the entire corporate boundaries of the City of Maplewood. A map of the Housing Districts Nos. 1-4, 1-5 and 1-6 is set forth below: (Insert Map of Housing Districts) All interested persons may appear at the hearing and present their view orally or in writing. Publish September 15th Seconded by Councilmember Carlson Ayes -all I. AWARD OF BIDS 1. Harvester Avenue /Sterling Street Improvements -Project 97-16, Professional Landscape Services a. Acting City Manager Ken Haider introduced the staff report and presented the specifics of the report. Councilmember Carlson moved to authorize this expenditure for professional landscaping services on the Harvester Avenue and Sterling Street Improvement, City Project 97-16. Seconded by Councilmember Koppen Ayes -all 7 9-27-99 2. Bid Award on 1999 Bonds a. Acting City Manager Ken Haider introduced the staff report. b. Finance Director Faust presented the specifics of the report. c. Mayor Rossbach opened the public hearing, calling for proponents or opponents. The following person was heard: Dan Hartman, Springsted Inc. Councilmember Carlson moved to adopt the following resolutions awarding the bid for the 1999 first issue Bonds to Porey Summit and the second issue bonds to Piper Jaffery. 99-09-89 RESOLUTION ACCEPTING BID ON THE COMPETATIVE NEGOTIATED SALE OF $940,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1999A, PROVIDING FOR THEIR ISSUANCE AND LEVYING A TAX FOR THE PAYMENT THEREOF WHEREAS, the City Council of the City of Maplewood, Minnesota (the "City"), has heretofore determined and declared that it is necessary and expedient to issue $940,000 General Obligation Improvement Bonds, Series 1999A (the "Bonds") of the City, pursuant to Minnesota Statutes, Chapters 429 and 475, to finance the construction of various improvement projects within the City (the "Improvements"); and WHEREAS, the Improvements and all their components have been ordered prior to the date hereof, after a hearing thereon for which notice was given describing the Improvements or all their components by general nature, estimated cost, and area to be assessed; and WHEREAS, it is in the best interests of the City that the Bonds be issued in book-entry form as hereinafter provided; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Maplewood, Minnesota, as follows: 1. Acceptance of Bid. The bid of Dougherty Summitt Securities LLC (the "Purchaser"), to purchase the Bonds of the City (or individually, a "Bond"), in accordance with the Terms of Proposal, at the rates of interest hereinafter set forth, and to pay therefor the sum of $ 928,814.00, plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable bid received and is hereby accepted, and the Bonds are hereby awarded to said bidder. The City Clerk is directed to retain the deposit of said bidder and to forthwith return to the unsuccessful bidders their good faith checks and drafts. 2. Bond Terms. (A) Title: Original Issue Date: Denominations: Maturities. The Bonds shall be titled "General Obligation Improvement Bonds, Series 1999A", shall be dated October 1, 1999, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds shall be numbered from R-1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the "Authorized Denominations"). The Bonds shall mature on February 1 in the years and amounts as follows: io~asoa.i 9-27-99 Year Amount Year Amount 2002-2006 $65,000 2010-2011 $65,000 2007-2008 70,000 2012-2014 70,000 2009 60,000 2015 75,000 All dates are inclusive. (B) Book Entry Only System. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the "Depository") will act as securities depository for the Bonds, and to this end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period"), shall at all times be in the form of a separate single fully registered Bond for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Bond Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee"). (iii) With respect to the Bonds neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant") or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner"). Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Bonds (the "Holder"). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to the Holder or the Holders of the Bonds as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to io~asoa.i 9 9-27-99 the transfer provisions in paragraph 10 hereof, references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or City, as the case maybe, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting asbook-entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role asbook-entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations"). (vii) All transfers of beneficial ownership interests in each Bond issued in book-entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Bond Registrar with respect to any consent or other action to betaken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Bond Registrar may establish a special record date for such consent or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible. (ix) Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency/bond registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5 hereof, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (C) Termination of Book-Entry Only System. Discontinuance of a particular Depository's services and termination of the book-entry only system may be effected as follows: (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bond if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book-entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but maybe registered in whatever name or names the Holder of the Bonds shall designate at io~asoa.i l 0 9-27-99 that time, in accordance with paragraph 11 hereof. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10 hereof, the Bonds will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10 hereof. (D) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by reference and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. 3. Purpose. The Bonds shall provide funds to finance the Improvements. The total cost of the Improvements, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Work on the Improvements shall proceed with due diligence to completion. The City covenants that it shall do all things and perform all acts required of it to assure that work on the Improvements proceeds with due diligence to completion and that any and all permits and studies required under law for the Improvements are obtained. 4. Interest. The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date"), commencing August 1, 2000, calculated on the basis of a 360-day year of twelve 30-day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Interest Maturity Interest Year Rate Year Rate 2002 4.20 2009 4.90 2003 4.30 2010 5.00 2004 4.40 2011 5.10 2005 4.50 2012 5.20 2006 4.60 2013 5.30 2007 4.70 2014 5.35 2008 4.80 2015 5.40 5. Redemption. All Bonds maturing in the years 2009 to 2015 both inclusive, shall be subject to redemption and prepayment at the option of the City on February 1, 2008, and on any date thereafter at a price of par plus accrued interest. Redemption maybe in whole or in part of the Bonds subject to prepayment. If redemption is in part, the maturities and the principal amounts within each maturity to be redeemed shall be determined by the City; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond Registrar so io~asoa.i 11 9-27-99 requires, a written instrument of transfer inform satisfactory to the City and Bond Registrar duly executed by the holder thereof or his, her or its attorney duly authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 6. Bond Registrar. First Star Bank, N.A. , in St. Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12 of this resolution. 7. Form of Bond. The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: io~asoa.i 12 9-27-99 UNITED STATES OF AMERICA STATE OF MINNESOTA RAMSEY COUNTY CITY OF MAPLEWOOD R- $ GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 1999A INTEREST MATURITY DATE OF RATE DATE ORIGINAL ISSUE CUSIP OCTOBER 1, 1999 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS KNOW ALL PERSONS BY THESE PRESENTS that the City of Maplewood, Ramsey County, Minnesota (the "Issuer"), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, unless called for earlier redemption, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date"), commencing August 1, 2000, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of , in (the "Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month neat preceding such Interest Payment Date (the "Regular Record Date"). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. [So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are deFmed therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution, and surrender of this Bond shall not be required for payment of the redemption price upon a partial redemption of this Bond. Until termination of the book-entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its io~asoa.i 13 9-27-99 Nominee.] REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. IN WITNESS WHEREOF, the City of Maplewood, Ramsey County, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. Include only until termination of the book-entry only system under paragraph 2 hereof. io~asoa.i 14 9-27-99 Date of Registration: Registrable by: Payable at: BOND REGISTRAR'S CITY OF MAPLEWOOD, CERTIFICATE OF RAMSEY COUNTY, AUTHENTICATION MINNESOTA This Bond is one of the Bonds described in the /s/ Facsimile Resolution mentioned Mayor within. /s/Facsimile Clerk Bond Registrar By Authorized Signature io~asoa.i 15 9-27-99 ON REVERSE OF BOND Redemption. All Bonds of this issue (the "Bonds") maturing in the years 2009 to 2015, both inclusive, are subject to redemption and prepayment at the option of the Issuer on February 1, 2008, and on any date thereafter at a price of par plus accrued interest. Redemption maybe in whole or in part of the Bonds subject to prepayment. If redemption is in part, the maturities and the principal amounts within each maturity to be redeemed shall be determined by the Issuer; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds. Selection of Bonds for Redemption; Partial Redemption. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer inform satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance; Purpose; General Obligation. This Bond is one of an issue in the total principal amount of $940,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council of the Issuer on September 27, 1999 (the "Resolution"), for the purpose of providing money to finance various improvement projects within the jurisdiction of the Issuer. This Bond is payable out of the General Obligation Improvement Bonds, Series 1999A Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Bonds are issuable solely as fully registered bonds in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond io~asoa.i 16 9-27-99 Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided on the reverse side hereof with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Qualified Tax-Exempt Obligation. This Bond has been designated by the Issuer as a "qualified tax- exemptobligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Gust) (Minor) under the Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. io~asoa.i 17 9-27-99 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad-15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: (Include information for all joint owners if the Bond is held by joint account.) io~asoa.i 18 9-27-99 [Use only for Bonds when they are Registered in Book Entry Only System] PREPAYMENT SCHEDULE This Bond has been prepaid in part on the date(s) and in the amount(s) as follows: AUTHORIZED SIGNATURE DATE AMOUNT OF HOLDER io~asoa.i 1 9 9-27-99 8. Execution; Temporary Bonds. The Bonds shall be printed (or, at the request of the Purchaser, typewritten) and shall be executed on behalf of the City by the signatures of its Mayor and Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed (or, at the request of the Purchaser, photocopied) facsimile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied) facsimiles and the corporate seal maybe omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds maybe signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds maybe executed with photocopied facsimile signatures of the Mayor and Clerk. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and canceled. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is October 1, 1999. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration: Transfer: Exchange. The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond maybe registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly canceled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. io~asoa.i 2 0 9-27-99 Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. The Clerk is hereby authorized to negotiate and execute the terms of said agreement. 11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12. Interest Payment; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder") on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth (15th) day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date"). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten (10) days prior to the Special Record Date. 13. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12 above) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Funds and Accounts. There has heretofore been created a capital projects fund designated the "Public Improvement Projects Fund" held and administered by the Finance Director separate and apart from all other funds of the City. The Public Improvement Projects Fund shall continue to be maintained in the manner heretofore specified. In the Public Improvement Projects Fund there shall be created and maintained separate construction accounts (the "Construction Accounts") for each improvement financed by this bond issue. To the Construo-tion Accounts there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon, and less any amount paid for the Bonds in excess of $928,500, plus any special assessments levied with respect to the Improvements and collected prior to completion of the Improvements and payment of the costs thereof. From the Construction Accounts there shall be paid all costs and expenses of making the Improvements listed in paragraph 16, including the cost of any construction contracts heretofore let and all other costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475.65; and the moneys in said account shall be used for no other purpose except as otherwise provided by law; provided that the proceeds of the Bonds may also be used to the extent necessary to pay interest on the Bonds due prior to the io~asoa.i 21 9-27-99 anticipated date of commencement of the collection of taxes or special assessments herein levied or covenanted to be levied; and provided further that if upon completion of the Improvements there shall remain any unexpended balance in the Construction Accounts, the balance (other than any special assessments) maybe transferred by the Council to the accounts of any other improvement instituted pursuant to Minnesota Statutes, Chapter 429, and provided further that any special assessments credited to the Construction Accounts shall only be applied towards payment of the costs of the Improvements upon adoption of a resolution by the City Council determining that the application of the special assessments for such purpose will not cause the City to no longer be in compliance with Minnesota Statutes, Section 475.61, Subdivision 1. There is hereby created a debt service fund to be designated the General Obligation Improvement Bonds, Series 1999A Fund (the "Debt Service Fund") to be administered and maintained by the Finance Director as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Debt Service Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Fund: (a) all collections of special assessments herein covenanted to be levied with respect to the Improvements and either initially credited to the Construction Accounts and not already spent as permitted above and required to pay any principal and interest due on the Bonds or collected subsequent to the completion of the Improvements and payment of the costs thereof; (b) all accrued interest received upon delivery of the Bonds; (c) all funds paid for the Bonds in excess of $928,500; (d) any collections of all taxes herein or hereafter levied for the payment of the principal and interest on the Bonds; (e) all funds remaining in the Construction Accounts after completion of the Improvements and payment of the costs thereof, not so transferred to the account of another improvement (f) all investment earnings on funds held in the Debt Service Fund; and (g) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Fund. The Debt Service Fund shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from said account as provided by law. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (2) in addition to the above in an amount not greater than the lesser of five percent (5%) of the proceeds of the Bonds or $100,000. To this effect any proceeds of the Bonds and any sums from time to time held in the Construction Accounts or Debt Service Fund (or any other City account which will be used to pay principal or interest to become due on the bonds payable therefrom) in excess of amounts which under then-applicable federal arbitrage regulations maybe invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations. Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the "Code"). 16. Assessments. It is hereby determined that no less than twenty percent (20%) of the cost to the City of each Improvement financed hereunder within the meaning of Minnesota Statutes, Section 475.58, Subdivision 1(3), shall be paid by special assessments to be levied against every assessable lot piece and parcel of land benefitted by any of the Improvements. The City hereby covenants and agrees that it will let all construction contracts not heretofore let within one (1) year after ordering each Improvement financed hereunder unless the resolution ordering the Improvement specifies a different time limit for the letting of construction contracts. The City hereby further covenants and agrees that it will do and perform as soon as they maybe done all acts and things necessary for the final and valid levy of such special assessments, and in the i o~asoa. i 2 2 9-27-99 event that any such assessment be at any time held invalid with respect to any lot, piece or parcel of land due to any error, defect, or irregularity in any action or proceedings taken or to betaken by the City or the City Council or any of the City officers or employees, either in the making of the assessments or in the performance of any condition precedent thereto, the City and the City Council will forthwith do all further acts and take all further proceedings as may be required by law to make the assessments a valid and binding lien upon such property. The special assessments have heretofore been authorized in accordance with Minnesota Statutes, Section 475.55, Subdivision 3. The assessments are payable in equal annual installments with interest on the declining balance at the rates specified below. Subject to such adjustments as are required by conditions in existence at the time the assessments are levied, the assessments are hereby authorized and it is hereby determined that the assessments shall be payable in equal, consecutive, annual installments, with general taxes for the years shown below and with interest on the declining balance of all such assessments at a rate per annum not greater than the maximum permitted by law and not less than the rates per annum specified below: Improvement Collection Designation Amount Levy Years Years Rates (i) Project 98-10 (Harvester Avenue Area Streets) $362,514 1999-2013 2000-2014 5.90% (ii) Project 98-12 (Pleasantview Neighborhood Streets) 70.796 1999-2006 2000-2007 5.70 TOTAL $433.310 At the time the assessments are in fact levied the City Council shall, based on the then-current estimated collections of the assessments, make any adjustments in any ad valorem taxes required to be levied in order to assure that the City continues to be in compliance with Minnesota Statutes, Section 475.61, Subdivision 1. 17. Tax Levy; Coverage Test. To provide moneys for payment of the principal and interest on the Bonds there is hereby levied upon all of the taxable property in the City a direct annual ad valorem tax which shall be spread upon the tax rolls and collected with and as part of other general property taxes in the City for the years and in the amounts as follows: Year of Tax Year of Tax Levj% Collection Amount 2000 2001 $ 49,090 2001 2002 58,683 2002 2003 57,678 2003 2004 56,605 2004 2005 55,465 2005 2006 59,505 2006 2007 57,986 2007 2008 54,734 2008 2009 58,323 2009 2010 56,336 2010 2011 59,532 2011 2012 57,136 2012 2013 54,666 io~asoa.i 2 3 9-27-99 2013 2014 57,415 The tax levies are such that if collected in full they, together with estimated collections of special assessments and other revenues herein pledged for the payment of the Bonds, will produce at least five percent (5%) in excess of the amount needed to meet when due the principal and interest payments on the Bonds. The tax levies shall be irrepealable so long as any of the Bonds are outstanding and unpaid, provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61, Subdivision 3. 18. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Bonds shall, to the extent permitted by law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date. 19. Compliance With Reimbursement Bond Regulations. The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasury Regulations Section 1.150-2 (the "Reimbursement Regulations") applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid prior to the Closing Date (a "Reimbursement Expenditure"). The City hereby certifies and/or covenants as follows: (A) Not later than 60 days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) has made or will have made a written declaration of the City's official intent (a "Declaration") which effectively (i) states the City's reasonable expectation to reimburse itself for the payment of the Reimbursement Expenditure out of the proceeds of a subsequent borrowing; (ii) gives a general and functional description of the property, project or program to which the Declaration relates and for which the Reimbursement Expenditure is paid, or identifies a specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project"); and (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; provided, however, that no such Declaration shall necessarily have been made with respect to: (i) "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expenses and similar prefatory costs, which in the aggregate do not exceed 20% of the "issue price" of the Bonds, and (ii) a de minimis amount of Reimbursement Expenditures not in excess of the lesser of $100,000 or 5% of the proceeds of the Bonds. Notwithstanding the foregoing, with respect to any Declaration made by the City between January 27, 1992 and June 30, 1993, with respect to a Reimbursement Expenditure made prior to March 2, 1992, the City hereby represents that there exists objective evidence, that at the time the Expenditure was paid the City expected to i o~asoa. i 2 4 9-27-99 reimburse the cost thereof with the proceeds of a borrowing (taxable or tax-exempt) and that expectation was reasonable. (B) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Bonds or any of the other types of expenditures described in Section 1.150-2(d)(3) of the Reimbursement Regulations. (C) The "reimbursement allocation" described in the Reimbursement Regulations for each Reimbursement Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Bonds and in all events within the period ending on the date which is the later of three years after payment of the Reimbursement Expenditure or one year after the date on which the Project to which the Reimbursement Expenditure relates is first placed in service. (D) Each such reimbursement allocation will be made in a writing that evidences the City's use of Bond proceeds to reimburse the Reimbursement Expenditure and, if made within 30 days after the Bonds are issued, shall be treated as made on the day the Bonds are issued. Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph 19 upon receipt of an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax-exempt status of the Bonds. 20. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"), promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking") hereinafter described to: (A) Provide or cause to be provided to each nationally recognized municipal securities information repository ("NRMSIR") and to the appropriate state information depository ("SID"), if any, for the State of Minnesota, in each case as designated by the Commission in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (B) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of the occurrence of certain material events with respect to the Bonds in accordance with the Undertaking. (C) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the MSRB and (ii) the SID, notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking. (D) The City agrees that its covenants pursuant to the Rule set forth in this paragraph 20 and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and Clerk of the City, or any other officer of the City authorized to act in their place with "Officers" are hereby authorized and directed to execute on behalf of the City the Undertaking in io~asoa.i 2 5 9-27-99 substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 21. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 22. Certificate of Registration. The Clerk is hereby directed to file a certified copy of this resolution with the County Auditor of Ramsey County, Minnesota, together with such other information as he or she shall require, and to obtain the County Auditor's certificate that the Bonds have been entered in the County Auditor's Bond Register, and that the tax levy required by law has been made. 23. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 24. Negative Covenant as to Use of Proceeds and Improvements. The City hereby covenants not to use the proceeds of the Bonds or to use the Improvements, or to cause or permit them to be used, or to enter into any deferred payment arrangements for the cost of the Improvements, in such a manner as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 25. Tax-Exempt Status of the Bonds; Rebate. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small-issuer exception amount of $5,000,000. For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5,000,000 or less of bonds, the City hereby finds, determines and declares that (1) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bond is a private activity bond, (3) ninety-five percent (95%) or more of the net proceeds of the Bonds are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), and (4) the aggregate face amount of all tax-exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(C) of the Code. 26. Designation of Qualified Tax-Exempt Obligations. In order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City hereby makes the io~asoa.i 2 6 9-27-99 following factual statements and representations: (a) the Bonds are issued after August 7, 1986; (b) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (c) the City hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Code; (d) the reasonably anticipated amount oftax-exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the City (and all entities treated as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the City) during this calendar year 1999 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calendar year 1999 have been designated for purposes of Section 265(b)(3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 27. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 28. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. 99-09-90 RESOLUTION ACCEPTING BID ON THE COMPETATIVE NEGOTIATED SALE OF $692,296.80 GENERAL OBLIGATION TAX INCREMENT BONDS, SERIES 1999B (CAPITAL APPRECIATION BONDS), PROVIDING FOR THEIR ISSUANCE, AND PLEDGING FOR THE SECURITY THEREOF TAX INCREMENTS WHEREAS, the City Council of the City of Maplewood, Minnesota (the "City"), has heretofore created Development District No. 1 (the "Development District") pursuant to the provisions of Minnesota Statutes, Sections 469.124 through 469.134, and has approved a development program (the "Program") with respect to the Development District; and WHEREAS, the Council has also approved separate tax increment financing plans, as most recently amended on September 27, 1999 (collectively, the "Plan") and designated Housing Districts Nos. 1-4, 1-5 and 1-6 housing districts within the Development District (collectively, the "Tax Increment District") under the provisions of Minnesota Statutes, Sections 469.174 through 469.179; and WHEREAS, pursuant to the provisions of the Program and Plan, funds are to be expended within the Development District to provide money to finance certain capital and administration costs of the Development District, as set forth in the Plan (the "Project"), particularly to finance a scattered site housing project; and io~asoa.i 2 7 9-27-99 WHEREAS, the City Council has heretofore determined and declared that it is necessary and expedient to issue the Bonds of the City, pursuant to Minnesota Statutes, Chapters 469 and 475, to finance the Project; and WHEREAS, it is in the best interests of the City that the Bonds be issued in book-entry form as hereinafter provided; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Maplewood, Minnesota, as follows: 1. Acceptance of Bid. The bid of U. S. Bancorp Piper Jaffray Inc. (the "Purchaser"), to purchase the Bonds of the City (or individually, a "Bond"), in accordance with the Terms of Proposal established for the Bonds, at the rates of interest hereinafter set forth, and to pay therefor the sum of $ 680,527.75, is hereby found, determined and declared to be the most favorable bid received and is hereby accepted, and the Bonds are hereby awarded to said bidder. The Clerk is directed to retain the deposit of said bidder and to forthwith return to the unsuccessful bidders their good faith checks or drafts. 2. Bond Terms. (A) Title; Original Issue Date; Denominations; Maturities; Combining Maturities. The Bonds shall be titled "General Obligation Tax Increment Bonds, Series 1999B (Capital Appreciation Bonds)", shall be dated the date of settlement, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds shall be numbered from R-1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the "Authorized Denominations"). The Bonds shall be issued as capital appreciation obligations which shall mature, without option of prepayment, on February 1 in the years and in the accreted amounts (the "Accreted Amounts") set forth in the following table, which table also sets forth, for each maturity, the original principal amount thereof per $5,000 of Accreted Amount at maturity (which Accreted Amount at maturity is also referred to herein as "accreted maturity amount"), the aggregate original principal amount thereof, and the approximate yield to maturity applicable thereto, as follows: Original Total Principal Accreted Total Amount per Approximate Year Amount at Original $5,000 Yield to Maturi Principal Accreted Maturi Amount at Maturi 2013 $380,000.00 $187,457.80 (See Accreted 5.40% 2014 150,000.00 69,672.00 Value Table 5.45 2015 150,000.00 65,536.50 attached 5.50 2016 150,000.00 61,101.00 hereto) 5.60 io~asoa.i 2 8 9-27-99 2017 150,000.00 57,817.50 5.60 2018 150,000.00 54,226.50 5.65 2019 150,000.00 51,288.00 5.65 2020 150,000.00 48,033.00 5.70 2021 130,000.00 39,353.60 5.70 2022 105,000.00 29,724.45 5.75 2023 105,000.00 28,086.45 5.75 For the purpose of complying with Minnesota Statutes, Section 475.54, Subdivision 1, the maturity schedule for the Bonds has been combined with the maturity schedule for the City's $ 1,065,000 GO Improvement Bonds, 1999A, dated September 1, 1998, as permitted by Minnesota Statutes, Section 475.54, Subdivision 2. (B) Book Entry Only, sue. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the "Depository") will act as securities depository for the Bonds, and to this end: a. The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period"), shall at all times be in the form of a separate single fully registered Bond for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. b. Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Bond Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee"). c. With respect to the Bonds neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant") or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner"). Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the io~asoa.i 9-~99 payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Bonds (the "Holder"). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. d. The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to betaken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to the Holder or the Holders of the Bonds as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. e. Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10 hereof, references to the Nominee hereunder shall refer to such new Nominee. f So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or City, as the case maybe, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting asbook-entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role asbook-entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations"). g. All transfers of beneficial ownership interests in each Bond issued in book-entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording io~asoa.i 9-~99 and transferring the ownership of beneficial interests in such Bonds. h. In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Bond Registrar with respect to any consent or other action to betaken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Bond Registrar may establish a special record date for such consent or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible. i. Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency/bond registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (C) Termination of Book-Entr~~ sy tem. Discontinuance of a particular Depository's services and termination of the book-entry only system may be effected as follows: (1) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bond if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book-entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (2) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but maybe registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10 hereof. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10 hereof, the Bonds will be delivered to the Beneficial Owners. (3) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10 hereof. io~asoa.i 9-~A99 (D) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by referenced and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. 3. Purpose. The Bonds shall provide funds to finance the Project. Pursuant to the Plan, tax increments derived from the Tax Increment District (the "Tax Increments") established pursuant to the Plan, have been pledged to the payment of the Bonds and interest thereon. The estimated collection of Tax Increments exceeds twenty percent (20%) of the cost of the Project. The total cost of the Project, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Proceeds of the Bonds shall be expended on costs or uses permitted by Minnesota Statutes, Sections 469.174 through 469.179, including particularly Section 469.176, Subdivision 4, and shall not be expended on any costs or devoted to any other uses. 4. Interest. The Bonds shall bear interest from their date of settlement. Interest on the Bonds of each maturity shall be compounded at the yield to maturity applicable to that maturity, as set out in paragraph 2 of this Resolution, commencing August 1, 2000, and semiannually thereafter on each February 1 and August 1 (the "compounding date") and interest on the Bonds shall be payable, together with the principal thereof, only at maturity. For purposes of this Resolution and the Bonds, the Accreted Amount of each Bond as of a given compounding date shall be the original principal amount thereof plus interest compounded in accordance with the foregoing provisions and accrued to said compounding date; as of any other date, it shall be the Accreted Amount as of the most recent compounding date prior to said date (or the original principal amount if such date precedes August 1, 2000), plus simple interest thereon at a rate equal to the yield to maturity set forth in paragraph 2 above (calculated on the basis of a 360-day year of twelve 30-day months) accrued from and after said compounding date (or the issuance date if the other date precedes August 1, 2000) to said other date. 5. No Redemption. The Bonds shall not be subject to redemption and prepayment prior to their maturity. 6. Bond Re isg tray. Firstar Bank, N.A. , in St. Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12 of this resolution. 7. Form of Bond. The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: io~asoa.i 9-~R99 UNITED STATES OF AMERICA STATE OF MINNESOTA RAMSEY COUNTY CITY OF MAPLEWOOD R- $ GENERAL OBLIGATION TAX INCREMENT BOND, SERIES 1999B (CAPITAL APPRECIATION BOND) MATURITY DATE OF DATE ORIGINAL ISSUE CUSIP DATE HEREOF REGISTERED OWNER: ACCRETED AMOUNT AT MATURITY: DOLLARS KNOW ALL PERSONS BY THESE PRESENTS that the City of Maplewood, Ramsey County, Minnesota (the "Issuer"), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, without option of prepayment, in the manner hereinafter set forth, the Accreted Amount specified above, on the maturity date specified above, being the original principal amount hereof with interest from the date of original issue hereof stated above, accreted and payable with principal at maturity, at the yield to maturity which, compounded on each February 1 and August 1, commencing August 1, 2000, results in the Accreted Amount set forth for such date in the table printed on the reverse side hereof or the paragraph following the table for the specified amount per $5,000 Accreted Amount at maturity; subject to the provisions for redemption of this Bond before maturity referred to below. The "Accreted Amount" of this Bond, per $5,000 of Accreted Amount at maturity (also referred to as "accreted maturity amount"), as of any given August 1 is the original principal amount hereof plus interest accrued to such date, as set forth on the table on the reverse side hereof for each applicable August 1. The Accreted Amount of this Bond is payable upon presentation and surrender hereof at the principal office of in (the "Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will not be paid separately, but will only be paid with principal as Accreted Amount. The Accreted Amount of this Bond is io~asoa.i 9-~99 payable in lawful money of the United States of America. [So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution. Until termination of the book-entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its Nominee.] REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota. to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. 1N WITNESS WHEREOF, the City of Maplewood, Ramsey County, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. * Include only until termination of the book-entry only system under paragraph 2 hereof. Date of Registration: Registrable by: io~asoa.i 9-~R99 Payable at BOND REGISTRAR'S CITY OF MAPLEWOOD, CERTIFICATE OF RAMSEY COUNTY, MINNESOTA AUTHENTICATION This Bond is one of the Bonds described in the /s/ Facsimile Resolution mentioned Mayor within. /s/ Facsimile Clerk Bond Registrar By Authorized Signature io~asoa.i 9-~"h99 ON REVERSE OF BOND No Redemption. The Bonds of this issue (the "Bonds") are not subject to redemption and prepayment prior to their maturity. Issuance; Purpose; General Obli ag tion. This Bond is one of an issue in the total principal amount of $692,296.80 and total Accreted Amount at maturity of $1,770,000.00, all of like date of original issue and tenor, except as to number, maturity, interest rate and denomination, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council of the Issuer on September 27, 1999 (the "Resolution"), for the purpose of providing money to finance certain capital and administration costs of Development District No. 1 within the jurisdiction of the Issuer. This Bond is payable out of the General Obligation Tax Increment Bonds, Series 1999B (Capital Appreciation Bonds) Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its Accreted Amount when the same becomes due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Bonds are issuable solely as fully registered bonds in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Bonds of other Authorized Denominations in equal aggregate Accreted Amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate Accreted Amount equal to the Accreted Amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein io~asoa.i 9-~99 provided (except as otherwise provided on the reverse side hereof with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Qualified Tax-Exempt Obli ag tion. This Bond has been designated by the Issuer as a "qualified tax-exempt obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. Accreted Amounts. The Accreted Amounts of the Bonds of this issue, together with the original principal amount thereof, per $5,000 of Accreted Amount at maturity, are set forth in the table below and the following paragraph. TABLE OF ACCRETED AMOUNTS $5,000 ACCRETED AMOUNT AT MATURITY DATE (See Accreted Value Table attached hereto) ORIGINAL PRINCIPAL AMOUNT The Accreted Amount on any date other than the maturity date set forth on the table above is (i) if the date is a compounding date, the Accreted Amount as of the compounding date, or (ii) if the date is not a compounding date, the Accreted Amount as of the most recent compounding date prior to such date (or is the original principal amount if the date precedes August 1, 2000) plus simple interest at a rate equal to the yield to maturity of the Bond (calculated on the basis of a 360-day year of twelve 30- day months) accrued from and after said compounding date (or the issuance date if the other date precedes August 1, 2000) to such other date. ABBREVIATIONS io~asoa.i 9-~99 The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Gust) (Minor) under the Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. io~asoa.i 9-~99 ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad-15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: (Include information for all joint owners if the Bond is held by joint account.) io~asoa.i 9-~99 8. Execution; Temporary Bonds. The Bonds shall be printed (or, at the request of the Purchaser, typewritten) and shall be executed on behalf of the City by the signatures of its Mayor and Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed (or, at the request of the Purchaser, photocopied) facsimile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied) facsimiles and the corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds may be executed with photocopied facsimile signatures of the Mayor and Clerk. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and cancelled. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is the date of delivery. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration; Transfer; Exchange. The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 10) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. io~asoa.i 9-~99 At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. The Clerk is hereby authorized to negotiate and execute the terms of said agreement. 11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12. Interest Pam. Interest shall be paid with principal as Accreted Value. 13. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of the Accreted Amount of such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be io~asoa.i 9-~A99 delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Funds. There has heretofore been created a capital projects fund designated the Development District No. 1 Fund (the "Capital Projects Fund") held and administered by the Finance Director separate and apart from all other funds of the City. The Capital Projects Fund shall be used to (a) account for the receipt and disbursement of Tax Increments derived from the Tax Increment District that is not needed for the Debt Service Fund (as hereinafter defined) and (b) account for the expenditure of the bond proceeds on the Project. To the Capital Projects Fund there shall be credited the proceeds of the sale of the Bonds, less such amount as is necessary, together with other available funds, to pay interest due on the Bonds prior to the receipt of Tax Increments. From the Capital Projects Fund there shall be paid all costs and expenses of the Project, including all costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Sections 469.176 and 475.65; and the moneys in said account shall be used for no other purpose except as otherwise provided by law; provided that the proceeds of the Bonds may also be used to the extent necessary to pay interest on the Bonds due prior to the receipt of Tax Increments. There is hereby created a debt service fund to be designated the General Obligation Tax Increment Bonds, Series 1999B (Capital Appreciation Bonds) Fund (the "Debt Service Fund") to be administered and maintained by the Finance Director as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Debt Service Fund shall be maintained in the manner herein specified until all of the Bonds herein authorized and any other general obligation tax increment bonds hereafter made payable from the Debt Service Fund and issued for the Project, including any modifications or additions thereto, and the interest thereon have been fully paid. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Fund: (a) Tax Increments, in an amount sufficient, together with other sums herein pledged, to pay the annual principal and interest payments on the Bonds and interest on inter-fund loans; (b) all investment earnings on funds held in the Debt Service Fund; (c) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Fund; and (d) any collections of all taxes which may hereafter be levied in the event that the Tax Increment and other sums herein pledged to the payment of the Bonds are insufficient therefor. The Debt Service Fund shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation tax increment bonds of the City hereafter issued by the City and made payable from said account as provided by law. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (2) in addition to the above in an amount not greater than the lesser of five percent (5%) of the proceeds of the Bonds or $100,000. To this effect, any io~asoa.i 9-~R99 proceeds of the Bonds and any sums from time to time held in the Capital Projects Fund or Debt Service Fund (or any other City account which will be used to pay principal or interest to become due on the bonds payable therefrom) in excess of amounts which under then-applicable federal arbitrage regulations may be invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable °temporary periods" or "minor portion" made available under the federal arbitrage regulations. Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the "Code"). 16. Original Assessed Value/Net Tax Capacity; Tax Increments; Use of Tax Increments. The County Auditor of Ramsey County has certified the original assessed value or net tax capacity, as the case may be, of property in the Tax Increment District. The County Auditor shall determine in each year if the then-current net tax capacity of property in the Tax Increment District exceeds the original assessed value or net tax capacity, as the case may be, and shall calculate, in the manner provided in Minnesota Statutes, Section 469.177, Subdivision 3, the captured net tax capacity (as defined therein) attributable to the Tax Increment District. The City hereby determines to retain 100% of the captured tax capacity for purposes of tax increment financing. The County Auditor shall, in each such year, compute the local tax rate to be extended against the captured net tax capacity in the manner provided in Minnesota Statutes, Section 469.177, Subdivision 3, and the tax generated thereby shall constitute the Tax Increments for the year in which it is received. The County Treasurer will remit to the City the Tax Increments so received. The City hereby appropriates the Tax Increments to the Debt Service Fund, which appropriation shall continue until all of the Bonds and any additional bonds payable from the Debt Service Fund, are paid or discharged. The City hereby expressly reserves the right to use the Tax Increments to finance costs set forth in the Plan not financed hereby or to finance costs of other projects to be undertaken from time to time within the Development District in accordance with the Program and the Plan, as they may from time to time be amended. 17. Reservation of Rights. Notwithstanding any provisions herein to the contrary, the City reserves the right to terminate, reduce, or apply to other lawful purposes the Tax Increments herein pledged to the payment of the Bonds and interest thereon to the extent and in the manner permitted by law. 18. Future Tax Levies. In the event that it is anticipated that the aggregate of Tax Increments and any other funds appropriated to and then held in the Debt Service Fund and the estimated collections of Tax Increments to be received in the next succeeding year will not be sufficient to pay the principal and interest on the Bonds to become due in the first calendar year after such determination and the first six (6) months of the succeeding calendar year, the City Council shall pass a resolution requesting the County Auditor of Ramsey County to levy an ad valorem tax in an amount as is io~asoa.i 9-~99 necessary, together with the aforementioned funds then held in the Debt Service Fund and said estimated collections of Tax Increments, to pay the principal and interest on the Bonds to become due during said period. 19. Covera eg Test. The estimated collections of Tax Increments are such that if collected in full they, together with estimated collections of other revenues herein pledged for the payment of the Bonds, will produce at least five percent (5%) in excess of the amount needed to meet when due the principal and interest payments on the Bonds. 20. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Bonds shall, to the extent permitted by law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and/or reinvestment, to pay all amounts to become due thereon to maturity. 21. Compliance With Reimbursement Bond Regulations. The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasury Regulations Section 1.150-2 (the "Reimbursement Regulations") applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid prior to the Closing Date (a "Reimbursement Expenditure"). The City hereby certifies and/or covenants as follows: (A) Not later than 60 days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) has made or will have made a written declaration of the City's official intent (a "Declaration") which effectively (i) states the City's reasonable expectation to reimburse itself for the payment of the Reimbursement Expenditure out of the proceeds of a subsequent borrowing, (ii) gives a general and functional description of the property, project or program to which the Declaration relates and for which the Reimbursement Expenditure is paid, or identifies a io~asoa.i 9-99 specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project"); and (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; provided, however, that no such Declaration shall necessarily have been made with respect to: (i) "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expenses and similar prefatory costs, which in the aggregate do not exceed 20% of the "issue price" of the Bonds, and (ii) a de minimis amount of Reimbursement Expenditures not in excess of the lesser of $100,000 or 5% of the proceeds of the Bonds. Notwithstanding the foregoing, with respect to any Declaration made by the City between January 27, 1992 and June 30, 1993, with respect to a Reimbursement Expenditure made prior to March 2, 1992, the City hereby represents that there exists objective evidence, that at the time the Expenditure was paid the City expected to reimburse the cost thereof with the proceeds of a borrowing (taxable or tax- exempt) and that expectation was reasonable. (B) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Bonds or any of the other types of expenditures described in Section 1.150-2(d)(3) of the Reimbursement Regulations. (C) The "reimbursement allocation" described in the Reimbursement Regulations for each Reimbursement Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Bonds and in all events within the period ending on the date which is the later of 18 months after payment of the Reimbursement Expenditure or one year after the date on which the Project to which the Reimbursement Expenditure relates is first placed in service, but not more than three years after the date of the Reimbursement Expenditure. (D) Each such reimbursement allocation will be made in a writing that evidences the City's use of Bond proceeds to reimburse the Reimbursement Expenditure and, if made within 30 days after the Bonds are issued, shall be treated as made on the day the Bonds are issued. Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph 21 upon receipt of an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax-exempt status of the Bonds. 22. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2-12 (the "Rule"), promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the Securities Exchange io~asoa.i 9-3#799 Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking") hereinafter described to: (A) Provide or cause to be provided to each nationally recognized municipal securities information repository ("NRMSIR") and to the appropriate state information depository ("SID"), if any, for the State of Minnesota, in each case as designated by the Commission in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (B) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the Municipal Securities Rulemaking Board ("MSRB") and (ii) the SID, notice of the occurrence of certain material events with respect to the Bonds in accordance with the Undertaking. (C) Provide or cause to be provided, in a timely manner, to (i) each NRMSIR or to the MSRB and (ii) the SID, notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking. (D) The City agrees that its covenants pursuant to the Rule set forth in this paragraph 22 and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and Clerk of the City, or any other officer of the City authorized to act in their place with "Officers" are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 23. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are irrevocably pledged. If the balance in the Debt Service Fund is ever insufficient to pay all principal and interest then due on the Bonds payable therefrom, the deficiency shall be promptly paid out of any other accounts of the City which are available for such purpose, and such other funds may be reimbursed without interest from the Debt Service Fund when a sufficient balance is available therein. 24. Certificate of Registration. The Clerk is hereby directed to file a certified copy of this io~asoa.i 9-~99 resolution with the County Auditor of Ramsey County, Minnesota, together with such other information as he or she shall require, and to obtain the County Auditor's certificate that the Bonds have been entered in the County Auditor's Bond Register. 25. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 26. Negative Covenant as to Use of Proceeds and Project. The City hereby covenants not to use the proceeds of the Bonds or to use the Project, or to cause or permit them to be used, or to enter into any deferred payment arrangements for the cost of the Project, in such a manner as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 27. Tax-Exempt Status of the Bonds; Rebate. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small-issuer exception amount of $5,000,000. For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5,000,000 or less of bonds, the City hereby finds, determines and declares that (1) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bond is a private activity bond, (3) ninety-five percent (95%) or more of the net proceeds of the Bonds are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), and (4) the aggregate face amount of all tax-exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(C) of the Code. 28. Designation of Qualified Tax-Exempt Obli atg ions. In order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City hereby makes the following factual statements and representations: io~asoa.i 9-~99 (A) the Bonds are issued after August 7, 1986; (B) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (C) the City hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Code; (D) the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the City (and all entities treated as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the City) during this calendar year 1999 will not exceed $10,000,000; and (E) not more than $10,000,000 of obligations issued by the City during this calendar year 1999 have been designated for purposes of Section 265(b)(3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 29. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 30. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. Seconded by Councilmember Koppen Ayes -all J. UNFINISHED BUSINESS NONE K. NEW BUSINESS NONE L. VISITOR PRESENTATIONS io~asoa.i 9-99 Margaret Roustain, 1463 Myrtle Court M. COUNCIL PRESENTATIONS 1. Mayor's Mailbox- Homicide Report N. ADMINISTRATIVE PRESENTATIONS 1. Referendums -updates of meetings were given where the referendums will be presented to the public. 2. Partnerships -Councilmember Allenspach reported on "Partnerships" and educating on drugs & alcohol, Red Ribbon Events in Schools, N. St. Paul is the host city. 3. Public Safety -Councilmember Carlson requested an update on the fire at the Rolling Hills Manufactured Home Park O. ADJOURNMENT Mayor Rossbach moved to adjourn the meeting at 8:00 P.M. Seconded by Councilmember Koppen Ayes -all Karen E. Guilfoile, City Clerk io~asoa.i 9-99