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(iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of <br />paragraph 10 (with respect to registration, transfer and exchange). <br />(d) Letter of Representations. The provisions in the Letter of Representations are <br />incorporated herein by reference and made a part of the resolution, and if and to the extent any such <br />provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter <br />of Representations shall control. <br />3. Pu ose. The Bonds shall provide funds to finance the Project. The total cost of <br />the Project, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is <br />estimated to be at least equal to the amount of the Bonds. Work on the Project shall proceed with <br />due diligence to completion. <br />4. Interest. The Bonds shall bear interest payable semiannually on February 1 and <br />August 1 of each year (each, an "Interest Payment Date"), commencing August 1, 2008, calculated <br />on the basis of a 360-day year of twelve 30-day months, at the respective rates per annum set forth <br />opposite the maturity years as follows: <br />Maturity <br />Year <br />2009 <br />2010 <br />2011 <br />2012 <br />Interest Rate <br /> <br />Maturity <br />Year <br />2013 <br />2014 <br />2015 <br />Interest Rate <br /> <br />5. Redemption. The Bonds are not subject to redemption and prepayment prior to <br />their stated maturity dates. <br />6. Bond Registrar. U.S. Bank National Association, in St. Paul, Minnesota, is appointed <br />to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar"), and <br />shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract <br />the Authority and Bond Registrar shall execute which is consistent herewith. The Bond Registrar <br />shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal <br />and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in <br />the manner set forth in the form of Bond and paragraph 13. <br />7. Form of Bond. The Bonds, together with the Bond Registrar s Certificate of <br />Authentication, the form of Assignment and the registration information thereon, shall be in <br />substantially the following form: <br />2114906v1 S <br />