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<br />records maintained by the City Clerk-Treasurer or at such other
<br />place as the Holder hereof may designate in writing,
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<br />This Note is issued pursuant to the Minnesota Municipal
<br />Industrial Development Act, Chapter 474, Minnesota Statutes, as
<br />amended (the "Act"), and in conformity with the provisions,
<br />restrictions and limitations thereof. This Note is not payable
<br />from nor charged upon any funds other than amounts payable by the
<br />Company, hereinafter mentioned, pursuant to the Loan Agreement,
<br />hereinafter mentioned, which are pledged to the payment hereof,
<br />and the Guaranty, hereinafter mentioned, and, in an event of
<br />default, moneys derived from foreclosure or other enforcement of
<br />the hereinafter-mentioned Mortgage; the City is not sUbject to
<br />any liability hereon; no Holder of this Note shall ever have the
<br />right to compel the exercise of the taxing power of the City to
<br />pay this Note or the interest hereon, nor to enforce payment
<br />hereof against any property of the City; and this Note shall not
<br />constitute a charge, lien or encumbrance, legal or equitable,
<br />upon any property of the City; and this Note does not constitute
<br />an indebtedness of the City within the meaning of any constitutional
<br />or statutory limitation.
<br />
<br />This Note is a special obligation in the principal
<br />amount of $1,400,000, which has been authorized by law to be
<br />issued and has been issued for the purpose of funding a loan from
<br />the City to Wolkerstorfer Company, Inc., a Minnesota corporation
<br />(the "Company"), to enable the Company to acquire land and an
<br />existing bUilding in the City, remodel the existing building, and
<br />construct a building addition adjacent to the existing building,
<br />and to make related site improvements, for use by the Company in
<br />its manufacturing business, as authorized by the Act (the "Project").
<br />This Note is issued pursuant to a Bond Resolution of the City
<br />duly adopted on February 12, 1980, and a Loan and Purchase Agreement
<br />(the "Loan Agreement") dated as of February 1, 1980, by and among
<br />the City, the Company and The Northwestern Mutual Life Insurance
<br />Company (the "Ltender"). This Note is secured by the Bond Resolution,
<br />the Loan Agreement, a Loan Agreement Assigrunent (the "Loan Agreement
<br />Assignment") dated as of February 1, 1980, from the City to the
<br />Lender, a Combination Mortgage and Security Agreement (the "Mortgage")
<br />dated as of February 1, 1980, from the Company to the Lender, and
<br />a Guaranty Agreement (the "Guaranty"), dated as of February 1,
<br />1980, from Edward H, Wolkerstorfer, Joseph S. Wolkerstorfer,
<br />William J, Wolkerstorfer and Kenton A. Wolkerstorfer, as personal
<br />guarantors, to the Lender, to which Bond Resolution, Loan Agreement,
<br />Loan Agreement Assignment, Mortgage and Guaranty and amendments
<br />thereof reference is hereby made for a description and limitation
<br />of the revenues and funds pledged and appropriated to the payment
<br />of this Note, the nature and extent of the security thereby
<br />created, the rights of the Holder of the Note, the rights, duties
<br />and immunities of the Lender, and the rights, immunities and
<br />obligations of the City thereunder. Certified copies of the Bond
<br />Resolution and executed counterparts of the Loan Agreement, the
<br />Loan Agreement Assignment, the Mortgage and the Guaranty are on
<br />file at the office of the City Clerk-Treasurer,
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