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person executing or registering this Note shall be liable personally hereon by reason of the <br />issuance or registration thereof or otherwise. <br />This Note is issued by the City in aid of financing a project pursuant to and in full <br />conformity with the Constitution and laws of the State of Minnesota, including the TIF Act. <br />This Note may be assigned only as provided in Section 5.3 of the TIF Assistance <br />Agreement and subject to the assignee executing and delivering to the City the Acknowledgment <br />Regarding TIF Note in the form included in Exhibit 2 attached hereto. Additionally, in order to <br />assign the Note, the assignee shall surrender the same to the City either in exchange for a new <br />fully registered note or for transfer of this Note on the registration records maintained by the City <br />for the Note. Each permitted assignee shall take this Note subject to the foregoing conditions <br />and subject to all provisions stated or referenced herein. <br />IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things <br />required by the Constitution and laws of the State of Minnesota to be done, to have happened, <br />and to be performed precedent to and in the issuance of this Note have been done, have <br />happened, and have been performed in regular and due form, time, and manner as required by <br />law; and that this Note, together with all other indebtedness of the City outstanding on the date <br />hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the <br />City to exceed any constitutional or statutory limitation thereon. <br />D-3 <br />EL 185-50-718703.v2 <br />