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<br />EXHIBIT A <br /> <br />FORM OF CITY NOTE <br /> <br />No. R~l <br /> <br />$ <br /> <br />UNITED STATES OF AMERICA <br />STATE OF MINNESOTA <br />COUNTY OF RAMSEY <br />CITY OF NEW BRIGHTON <br /> <br />TAX INCREMENT REVENUE <br />NOTE OF 198 <br /> <br />The City of New Brighton, Minnesota (the "City"), hereby <br />acknowledges itself to be indebted and, for value received, <br />hereby promises to pay to Golden Pond Limited Partnership, a <br />Minnesota limited partnership, or its registered assigns (the <br />"Registered Owner"), but only in the manner, at the times, from <br />the sources of revenue, and to the extent hereinafter provided, <br />the principal sum of $ (the "Principal Sum"), together <br />with the interest thereon as hereinafter provided. <br /> <br />The Principal Sum, together with the interest thereon under <br />this Note, shall be payable on the dates (the "Scheduled Payment <br />Dates") and in the amounts (the "Scheduled Payment Amounts"), <br />respectively, set forth in Exhibit 1, which is attached to and <br />made a part of this Note. <br /> <br />The Principal Sum shall bear interest from the date hereof <br />at that annual rate of interest such that, when the Scheduled <br />Payment Amounts listed in the attached Exhibit I are present <br />valued to the date of this Note at said rate, the sum of said <br />present values equals the Principal Sum. <br /> <br />The Scheduled Payment Amounts due hereon in any given year <br />shall be payable, following satisfaction of the City's rights <br />provided in the next paragraph of this Note and as listed in the <br />attached Exhibit 2, solely from, to the extent, and at the times <br />that the City shall have received those tax increments (the "Tax <br />Increments") from its Tax Increment Financing District No. 14 <br />(the "Tax Increment District") within its Development District <br />No. 1 which derive from the real estate taxes payable in that <br />year and which are paid to the City pursuant to the provisions of <br />Minnesota Statutes, Sections 469.174 through 469.179, as the same <br />may be amended from time to time (the "Tax Increment Act"), and <br />if the amount of such Tax Increments so received is less than the <br />Scheduled Payment Amounts for that year, only such lesser portion <br />shall be payable, and any remaining unpaid portion of that year's <br />Scheduled Payment Amounts shall no longer be a debt or obligation <br /> <br />A-I <br />