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financial management of the municipal sewer system and the improvements thereto financed by the Bonds and the Refunded Bonds are restated and confirmed in all respects. The provisions of the Prior Resolution are hereby supplemented to the extent necessary to give full effect to the provisions of this resolution. Section 5. Refunding, Findings, Redemption of Refunded Bonds. 5.01. Deposit of Funds. As of the date of delivery of and payment for the Bonds proceeds of the Bonds, plus accrued interest on the Bonds, less necessary expenses of the issuance of the Bonds (the "Proceeds"), are hereby pledged and appropriated and will be deposited in the Escrow Account. Proceeds of the Bonds in excess of amount needed to fund the Escrow Account and pay costs of issuance are appropriated to the Debt Service Account in accordance with Section 4.01(b). 5.02. Payment of Bonds and Refunded Bonds. It is hereby found and determined that money available and appropriated to the Escrow Account will be sufficient, together with the permitted earnings on the investment of the Escrow Account, to pay principal of and interest on the Bonds through the Redemption Date, and to pay at maturity or redemption all of the principal of and redemption premium (if any) on the Refunded Bonds maturing after the Redemption Date. 5.03. Permitted Investments. Securities purchased from the monies in the Escrow Account will be limited to securities specified in Section 475.67, Subdivision 8 of the Act. The Escrow Agent, as agent for the City is hereby authorized and directed to purchase for and on behalf of the City and in its name, appropriate securities to fund the Escrow Account. Upon the issuance and delivery of the Bonds, the securities so purchased will be deposited with the Escrow Agent and held pursuant to the terms of the Escrow Agreement and the Resolution. 5.04. Notice of Redemption. The Refunded Bonds maturing on February 1, 2023 and thereafter will be redeemed and prepaid on the Redemption Date. The Refunded Bonds will be redeemed and prepaid in accordance with their terms and in accordance with the terms and conditions set forth in the form of Notice of Call for Redemption attached to the Escrow Agreement as EXHIBIT C which terms and conditions are hereby approved and incorporated herein by reference. The Registrar for the Refunded Bonds is authorized and directed to send a copy of the Notice of Redemption to the registered holder of the Refunded Bonds. 5.05. Escrow Agreement. _ On or prior to the delivery of the Refunding Bonds, the Mayor and City Clerk are hereby authorized and directed to execute the Escrow Agreement on behalf of the City in substantially the form now on file with the City Clerk. All essential terms and conditions of the Escrow Agreement including payment by the City of reasonable charges for the services of the Escrow Agent, are hereby approved and adopted and made a part of this resolution, and the City covenants that it will promptly enforce all provisions thereof in the event of default thereunder by the Escrow Agent. Section 6. Authentication of Transcript. 6.01. City Proceedings and Records. The officers of the City are authorized and hereby directed to prepare and furnish to the Purchaser and to the attorneys approving the Bonds, certified EL185-67-688304.v2 9