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[Form of Certificate] <br /> <br />No. R-1 <br /> <br />$267,5OO <br /> <br />UNITED STATES OF AMERICA <br />STATE OF MINNESOTA <br />COUNTY OF SHERBURNE <br />CITY OF ELK RIVER <br /> <br /> GENERAL OBLIGATION <br />TAXABLE EQUIPMENT CERTIFICATE OF 2002 <br /> <br /> KNOW ALL BY THESE PRESENTS that the City of Elk River, Sherburne County, <br />Minnesota, acknowledges itself to be indebted and, for value received, hereby promises to pay to <br />The Bank of Elk River, or its registered assigns (the "Registered Owner"), the Principal Sum of <br />TWO HUNDRED SIXTY-SEVEN THOUSAND FIVE HUNDRED DOLLARS ($267,500) on <br />December 1, 2003, or on any earlier date on which the principal amounts of this Certificate may <br />be and shall have been duly called for prepayment, and to pay interest to the Registered Owner <br />from the date hereof on the principal amounts hereof until the same are paid at the rate of two <br />and seventy-five hundredths percent (2.75%) per annum, interest to maturity payable on <br />December 1, 2003 (the "Interest Payment Date"). Interest shall be calculated on the basis of a <br />360-day year consisting of 12 months of 30 days each. The City Finance Director will pay the <br />interest due on this Certificate on the Interest Payment Date by mailing or delivering a check or <br />draft made payable to the person that was the Registered Owner at the end of the day preceding <br />the Interest Payment Date. Both principal of and interest on this Certificate are payable in any <br />coin or currency of the United States of America which on the date of payment is legal tender for <br />public and private debts. At the time of final payment of all principal of and interest on this <br />Certificate, the Registered Owner shall surrender this Certificate to the City Finance Director. <br /> <br /> This Certificate is subject to prepayment at the option of the City at any time, in inverse <br />order of the principal maturities hereof, in whole or in part, at par plus accrued interest to the <br />date of prepayment, upon prior written notice to the Registered Owner. <br /> <br /> This Certificate is issued by the City pursuant to and in full conformity with the <br />Constitution and laws of the State of Minnesota for the purpose of providing funds to finance <br />costs of acquiring certain capital equipment of the City. This Certificate constitutes a general <br />obligation of the City, and to provide moneys for the prompt and full payment of the principal <br />hereof and the interest thereon, as the same become due, the full faith and credit and taxing <br />powers of the City have been and are hereby irrevocably pledged. <br /> <br /> This Certificate may be assigned but upon such assignment the assignor shall promptly <br />give written notice thereof to the City at the office of the City Finance Director, and the assignee <br />shall surrender this Certificate to the City Finance Director either in exchange for a new fully <br />registered Certificate or for transfer of this Certificate on the registration records. Each such <br />assignee shall take this Certificate subject to this condition. The City shall treat the Registered <br />Owner as the absolute owner of this Certificate for purposes of paying the principal of and <br />interest on this Certificate and for all other purposes whatsoever. <br /> <br />1464957v I 3 <br /> <br /> <br />