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`-- 2. Original Issue Date: Denominations, Maturities; Interest. The City shall forthwith <br />issue the Certificates, which shall be in fully registered form without interest coupons, shall be <br />dated, mature, bear interest and be payable as provided in the form of the Certificate. <br />3. Purpose. The Certificates shall provide funds to finance the Project, particularly <br />for the acquisition of capital equipment having a useful life at least as long as the Certificates. <br />The total cost of the Project, which shall include all costs enumerated in Minnesota Statutes, <br />Section 475.65, is estimated to be at least equal to the amount of the Certificates. <br />4. Registrar. The Clerk- Treasurer, City of Pequot Lakes, Minnesota, is appointed to <br />act as registrar and transfer agent with respect to the Certificates (the "Registrar "), and shall do <br />so unless and until a successor Registrar is duly appointed, all pursuant to any contract the City <br />and Registrar shall execute which is consistent herewith. The Registrar shall also serve as <br />paying agent unless and until a successor paying agent is duly appointed. Principal and interest <br />on the Certificates shall be paid to the registered holders (or record holders) of the Certificates in <br />the manner set forth in the form of Certificate. <br />5. Form of Certificate. The Certificates, together with the Registrar's Certificate of <br />Registration, shall be in substantially the following form: <br />2 <br />2504596v1 <br />