|
<br />~
<br />
<br />When so prepared and executed, the Note shall be delivered to the
<br />Lender upon payment of the purchase-price therefor, and upon
<br />receipt of the signed legal opinion of Messrs, Faegre & Benson,
<br />of Minneapolis, Minnesota, bond counsel, pursuant to the Loan
<br />Agreement, The Note shall contain a recital that such Note is
<br />issued pursuant to the Act, and such recital shall be conclusive
<br />evidence of the validity and regularity of the issuance thereof.
<br />
<br />8, Registration Records, The city Clerk-Treasurer, as
<br />note registrar, shall keep a note register in which the City
<br />shall provide for the registration of the Note and for transfers
<br />of the Note. The city Clerk-Treasurer is authorized and directed
<br />to deliver a certified copy of this Note Resolution to the County
<br />Auditor of Ramsey County, together with such other information as
<br />the County Auditor may require, and obtain the certificate of the
<br />County Auditor as to entry of the Note on his bond register as
<br />required by the Act and Section 475.63, Minnesota Statutes,
<br />
<br />9, Mutilated, Lost, Stolen or Destroyed Note. If the
<br />Note is mutilated, lost, stolen or destroyed, the city may execute
<br />and deliver to the Holder a new Note of like amount, date, number
<br />and tenor as that mutilated, lost, stolen or destroyed; provided
<br />that, in the case of mutilation, the mutilated Note shall first
<br />be surrendered to the City, and in the case of a lost, stolen or
<br />destroyed Note, there shall be first furnished to the City and
<br />the Company evidence of such loss, theft or destruction satis-
<br />factory to the City and the Company, together with indemnity
<br />satisfactory to them. The City and Company may charge the Holder
<br />with their reasonable fees and expenses in replacing any muti-
<br />lated, lost, stolen or destroyed Note.
<br />
<br />10. Transfer of Note; Person Treated as Holder. The
<br />Note shall be transferable by the Holder on the note register of
<br />the city, upon presentation of the Note for notation of such
<br />transfer thereon at the office of the city Clerk-Treasurer, as
<br />note registrar, accompanied by a written instrument of transfer
<br />in form satisfactory to the City Clerk-Treasurer and the city
<br />Attorney duly executed by the Holder or its attorney duly autho-
<br />rized in writing. The Holder seeking to transfer ownership of
<br />such Note shall also give written notice thereof prior to the
<br />time that the next payment is due thereunder to the Company,
<br />Such Note shall continue to be subject to successive transfers at
<br />the option of the Holder of the Note, No service charge shall be
<br />made for any such transfer, but the City Clerk-Treasurer may
<br />require payment of a sum sufficient to cover any tax or other
<br />governmental charge payable in connection therewith, The person
<br />in whose name the Note shall be issued or, if transferred, shall
<br />be registered from time to time shall be deemed and regarded as
<br />the absolute Holder thereof for all purposes, and payment of or
<br />on account of the principal of and interest on such Note shall be
<br />made only to or upon the order of the Holder thereof, or its
<br />attorney duly authorized in writing, and neither the City, the
<br />City Clerk-Treasurer, the Company, nor the Lender shall be affected
<br />by any notice to the contrary. All such payments shall be valid
<br />
<br />-5-
<br />
|