5.1 Plow Truck Equipment Certificate

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NONARB1 l RAGE CERTIFICATE The undersigned are the duly qualified and acting Mayor and City Administrator of the City of Pequot Lakes, Crow Wing County, Minnesota(the "City"), charged, either alone or with others,with the responsibility of issuing a$176,000 General Obligation Equipment Certificate of Indebtedness, Series 2022A, dated February 15, 2022, as the date of original issue (the "Certificate"). The Certificate is being executed in accordance with the income tax regulations relating to arbitrage bonds (the "Regulations") and may be relied upon as a certification under Section 1.148-2(b)(2) of the Regulations and under Section 148 of the Internal Revenue Code of 1986, as amended (the "Code"). The undersigned, having made an investigation of the facts, circumstances and estimates pertaining to and in connection with the Certificate,hereby certify in good faith and reasonably expect as follows with respect to the Certificate: 1. Purpose; Statement. The proceeds of the Certificate will be used to finance the purchase of a plow truck for the City (the "Equipment"). As of the date hereof, all of the representations and statements of fact contained in the resolution adopted by the City Council on February 8,2022(the"Resolution"),relating to the Certificate is true and correct, and nothing has occurred between the date of adoption of the Resolution and the date hereof to cause any expectation or covenant stated in the Resolution to become unlikely or impossible of occurrence or performance,unreasonable or otherwise invalid. 2. Only Issue. No bonds (in addition to the Certificate) (i) are sold or are to be sold at substantially the time as the Certificate, (ii)are sold pursuant to the same plan of financing with the Certificate, and (iii) are reasonably expected to be paid from substantially the same source of funds as the Certificate will be paid. 3. Proceeds and Uses. The Certificate was delivered and paid for on the date of this Certificate. The total sale proceeds of the Certificate (i.e. the issue price of the Certificate or the offering price of the Certificate to public) is $176,000, which together with accrued interest ($0) and earnings thereon(estimated to be$0), do not exceed the total of: (i) $170,859, estimated total financeable costs of the acquisition of the Equipment; (ii) $5,050, expenses anticipated to be incurred in connection with the issuance of the Certificate; and (iii) $91,rounding amount. 4. Governmental Purposes; No Over-burdening of Tax-Exempt Market. The stated purposes of the Certificate are governmental purposes within the meaning of applicable law and regulations. The "Sale Proceeds" of the Certificate (i.e., the issue price of the Certificate less accrued interest),less any amounts used to pay issuance expenses,together with estimated earnings thereon, will not exceed the estimated dollar cost of acquiring the Equipment less all other funds to be expended for paying such costs. 5. Fund and Accounts. The Certificate is payable from the City's General Obligation Equipment Certificate of Indebtedness, Series 2022A Fund (the "Fund"), which Fund contains a 72511770v1