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No. R-1 <br /> <br /> EXHIBIT B <br /> <br />FORM OF TIF BOND <br /> <br /> UNITED STATES OF AMERICA <br /> STATE OF MINNESOTA <br /> COUNTY OF SHERBURNE <br />CITY OF ELK RIVER, MINNESOTA <br /> <br />TAXABLE TAX INCREMENT REVENUE <br />BOND OF 2000 <br />(SOFTPAC PROJECT) <br /> <br /> [1] The City of Elk River, Minnesota (the "City"), hereby <br />acknowledges itself to be indebted and, for value received, hereby <br />promises to pay to SoftPac, Inc., a Minnesota corporation, or its <br />registered assigns (the "Registered Owner"), but only in the <br />manner, at the times, from the sources of revenue, and to the <br />extent hereinafter provided, the Principal Amount of this Bond (as <br />defined in paragraph [2] hereof) and to pay interest on the unpaid <br />portions of the Principal Amount of this Bond at the rate of <br />interest of eight and no hundredths percent (8.00%) per annum. <br />Interest shall accrue from the date of the Certificate of <br />Completion (as defined in the Development Agreement hereinafter <br />described) and shall be computed on the basis of a 360-day year <br />consisting of 12 30-day months. This Bond is the "TIF Bond" <br />described and defined in that certain Development Assistance <br />Agreement, dated as of August 28, 2000 (as the same may be amended <br />from time to time, the "Development Agreement"), between the City <br />and Opus Northwest, L.L.C., a Delaware limited liability company, <br />as the initial Company under the Development Agreement, and also <br />subscribed in part by SoftPac Industries, Inc., a Delaware limited <br />liability company. Each capitalized term which is used but not <br />otherwise defined in this Bond shall have the meaning given to that <br />term in the Development Agreement. <br /> <br /> [2] The Principal Amount of this Bond shall be the lesser of <br />$700,000 and the sum of the amounts certified to the City by the <br />Company and acceptable to the City pursuant to Section 3.2(b) of <br />the Development Agreement. <br /> <br /> [3] Subject to the terms hereof, amounts due on this Bond <br />shall be payable on each July 15 and December 15 (or at least 15 <br />days after receipt from Sherburne County of the respective <br />settlements of Tax Increments), commencing July 15, 2002, and <br />continuing through December 15 of the year which is eight years <br /> <br />~8072.2 B-1 <br /> <br /> <br />