Morrison County, Minnesota - 4 › vertical › sites › {C8FCCAFF... · 2019-06-26 · 7TH ANNUAL PIERZ FREEDOM FEST Genola Ball Fields 2:00 p.m. -12:00 p..m. fA·Yf\· MORRISON

$Page 1: Morrison County, Minnesota - 4 › vertical › sites › {C8FCCAFF... · 2019-06-26 · 7TH ANNUAL PIERZ FREEDOM FEST Genola Ball Fields 2:00 p.m. -12:00 p..m. fA·Yf\· MORRISON$












APPLICATION FOR "ASSEMBLAGE OF LARGE NUMBERS OF PEOPLE" LICENSE

The license shall permit the assembly of only the maximum number of persons stated in the license. The County Board may impose restrictions on the maximum number of persons which will be assembled if such restrictions are deemed necessary to protect the health, safety and welfare of those persons who will be in attendance, the residents of the community in which the assembly will be held, and other residents of Morrison County. The licensee shall not sell tickets to nor permit to assemble at the licensed location more than the maximum permissible number of persons stated in the license.

No performance or other activity in connection with the licensed show or exhibition shall occur between the hours of I a.m. to 9 a.m. Jj ?{ '. ()() llw.. ~ Ct\.Lti.-,-1/.

THIS APPLICATION MUST BE ACCOMPANIED WITH A NONREFUNDABLE FEE OF:

One event Annual

s I o'o.oo $ 20~ 00

The application must be completed as follows and must include additional items as described in the ordinance /copy has been provided.) Return completed application to: Property~dgress of.~vent: /J .......- Morrison County Auditor's Office

/d:a1j lli1J:12:f:> 213 JstAveSE ~ A A i Little Falls, MN 56345 //llr 0 , L!{J "" Set 3tt 4- .

L~ Description of Property: _.iYtflrlt<... lbw .Jul tW- ,1JtlA J 2-/ DI 12 00 7

\l:tl± ;; Jwp (~ rz ~ .Y uluiY ~

Total Number of Days for Event: __l_ Exact Date and Hours of Event . );LI · lli. LL.h._

, /t 3 - 2 [2h\ -/%tl~ll,

Maximum Number of Tickets to be Sold: _ __,5=...:0::::....::0:....0==------------------

I attest that the information included in the application is accurate and true to the best of my knowledge: /?~

~ -./ --~ :et;;~

•

Applicant Signature

Notary Public .

NICOLE SMUOE Notary Publlc

State of Minnesota My Commission Expires

January 31, 2023

/If applicable): I am the land . owner, and I approve of the use of the premises for the stated Ev>lflt O ~ 11 ()

C ~ U,.a.11~ /5~ LandawnerSgnat

Subscribed and sworn to before me

his ·yJ+h ay of AP(\'! 1JJ\ 9 uJV I

Notary Public

NICOLE SMUDE Notary Public

State of Minneaota My Commission Expires

January31 , 2023

7TH ANNUAL PIERZ FREEDOM FEST

Genola Ball Fields

2:00 p.m. -12:00 p..m. fA·Yf\·

MORRISON COUNTY PERMIT REPORT:

The proposed "ih Annual Pierz Freedom Fest" event will take place on Saturday, July 13th at the

Genola Ball Fields just south of Pierz. The event will be a concert series, with live music from

2:00 p.m. until 12:00 a.m. The event is proposing opening the gates at 2:00 p.m. for concert

goers and will also have food sales available at this time. There will be pre-sales of tickets for

the event and also ticket sales at the gate. The event will also involve the sale of alcohol, which

will be contained to a specific area. Concert-goers ID's will be checked and wristbands will be

given to those who are over the age of 21 so bartenders will be aware of who is of legal age.

Below is a more specific depiction of different aspects of the event:

1. Maximum Number of People -The maximum number of people that will be allowed

will be set at 5,500. The Genola Ball Fields does not currently have a set maximum

capacity, but for safety purposes and the availability of parking, the event will have a

maximum attendance of 5,500.

2. Fences or Barriers - The attached layout description shows fences and barriers for

the concert area itself, food and beverage area, entertainment buses, and

staff /volunteer parking.

3. Sufficient Water Sources - The Genola Ball Fields does have on site, a well,

bathrooms, sinks, showers, and access to water. The water is drinkable and tested

by the State of Minnesota annually.

4. Toilets - The Genola Ball Fields does have toilets, however, the Pierz Commercial

Club will also rent 56 Port-A-Petty's and 3 wash stations from Ken's Kens from Pierz.

There will also be an air conditioned handicapped accessible portable toilet located

in the VIP area.

5. Food Licenses - The Pierz Commercial Club will not be selling any food at this event.

However, should there be vendors that do sell food at the event, the Pierz

Commercial Club will make certain that all food vendors obtain food licenses and

display them of the event.

6. Camping License - The Pierz Commercial Club will be providing the camping

bookings and spots. A special event camping license is attached with this permit.

7. Solid Waste Disposal - The Pierz Commercial Club will provide dumpsters in various

locations for the event. The dumpsters will be provided by Pierz Sanitation.

8. Illumination - The Genola Ball Fields do have lighting around the south field and

main building areas. The concert stage itself will also be illuminated by the

production company that will be hired for the concert.

9. Security- The Pierz Commercial Club has made contact with the Morrison County

Sheriff's Department to coordinate security coverage. The Pierz Commercial Club is

aware that the County may be unable to provide security. The Pierz Commercial

Club has hired a private security firm for the length of the event and this firm will

provide 30 security officers from Security Specialists from Stillwater, MN.

10. Fire Protection - The Pierz Fire Department has agreed to provide fire protection for

the event and will have firefighters on scene as well as any necessary vehicles and

equipment. The Pierz Fire Department will have access to the "Horseshoe Arena"

and south ball field to set up their services.

11. Telephone Contact - The Genola Ball Field does not have a main telephone line,

however, please call (320) 468-6925 for any event questions.

12. First Responders -The Pierz First Response Team has agreed to provide first

response aid for the event. The Pierz First Response will have access to the

"Horseshoe Arena" and south ball field to set up a first aid area and to provide their

services. They will also provide a defibrillator.

13. Parking- Parking will be onsite and will be controlled by the Pierz Fire Department.

They will be taking all proceeds from parking as a donation to the Pierz Fire

Department.

14. Sound Barriers -The Genola Ball Field does not allow loud music beyond 12:00 a.m.

15. Bond -The Pierz Commercial Club will send a $10,000 check to Morrison County in

lieu of a bond and therefore a bond will not be issued.

16. Insurance - The Pierz Commercial Club will obtain general liability and liquor liability

insurance prior to the date of the event.

17. Event Contacts:

a. Lloyd Boeder (320)630-2977

b. Eric Hanneken (320) 630-1510

c. Jenni Smude (320) 360-2855

For any further questions or information in regards to this event, please contact us at the

phone numbers listed above.

Respectfully,

Pierz Area Commercial Club

MORRISON COUNTY Morrison County will provide cost effective, high quality

services to county residents in a.friendly and respec(ful manner.

2019

Public Health BRAD VOLD

Director

200 Broadway A venue East Little Falls, Minnesota 56345-3196

www.co.morrison.mn.us

General Information: 320-632-6664 Toll Free: 1-866-401-1111

Fax: 320-632-0372

SPECIAL EVENT CAMPING AREA APPLICATION Applications must be submitted fourteen (14) days in advance of the event

Special Event Camping Area License - $47 base fee plus category fee for# of sites A $22 late fee will be assessed if application is not received by Public Health 14 days prior to event.

(Y,() ) L/& g -- (j;; q d')

'!)LU f} (City)

(Daytime Phone)

,_/LA 11 (State) (Zip)

INiL (Daytime Phone)

(Address) (_,,j/l r\

(State) (Zip)\

1 '', 1 U1

(Location) ,)12~1/1+ho

Day(s) of Week, Date(s) (Time)

Number of Camping Sites:

Number of Square Feet per Camping Site:

If 50 or more camping sites, provide the name of the responsible attendant or caretaker:

Type of toilet facility provided:

Number of toilet facilities provided:

Distance from toilet to farthest site:

SPECIAL EVENT CAMPING AREA APPLICATION Page2

Will there be a central shower building? /\lo If so, how many showers will be provided:

How is water going to be provided? _ ___.N._.,_\ A-,__ ___________________ _

Dump station provided? N 0 ---'----'-=--------------------------Water source:

Municipal () -r- Other, Please explain ~U), £ t-pti:kd: 1\) t}l\u1f D . ~cribe methods of liquid and solid waste disposal.

iJ ,'u,_,. JV,::'.J V\f ' . v_, .

&V\ WiLrit& d.iApo:,r,2 -::fuJil.b /J\& Lt.®cUL

> This application is approved only for operation as specified above; Additional approval is required for any changes.

\b., 0

.VJ .,&~ /La_~y

> This license fee is good for two (2) special event camping area licenses annually not to exceed fourteen ( 14) consecutive days of operation.

> 5 - 25 sites: $ 44 76-100 sites: $178

Late Fee

26 - 50 sites: $ 89 101 + sites: $276

51 - 75 sites: $136 . Category Fee:

$ X4 + $ 47 Base Fee

= TOTAL FEES $ / 3lo # of campsites used at last year's event, if applicable ___ _

> Make checks payable to: . I\ I

Date: lf \ 2ll I I {,I

Morrison County Public ~5,~· / / / 1

Signature: .· /' il.(.,Eu / (Person in arge of Spfuj Event Camping Area)

Printed Name: ---'~.,:,..iJC1,><lL"-"1v"-'/-"I £;.._· ~-s'""".· 1_,_iVl"-. kt0-=-';.._L ___ _ (of above signature)

****************************************************************

For Office Use Only:

Date Received: Check # Amount:$ ---------- -------- ----

Approved?

Date:

Yes No

Signature: -----------------

OBeaconTM Morrison County, MN

,.

210172002

Parcel ID 210172007

Sec/Twp/Rng 19/040/030

Property Address 12879 HIGHWAY 25

PIERZ MN 56364

Alternate ID n/a

Class

Acreage

SE-Exempt Properties

11.3

District PIERZ TWP-School District 484

N

A

0 PoliticalTownship

D Parcels

Road Centerlines

Streams

- <all other values>

- Protected Stream

Protected

Stream/County

Ditch

Original Path

- County Ditch

Owner Address CITY OF GENOLA

13759 HIGHWAY 25

PIERZ MN 56364

BriefTax Description (BALL PARK) PT. OF NE1/4 BEG. 2310 FT. S. OF NE COR., W. 630 FT., S. 342.5 FT., E. 630 FT. N. TO BEG. (TRACT G) & BEG.

2310 FT. S. OF NE CO R., N. 66 FT., W. 630 FT., N. 491.57 FT., W. 485.66 FT., S. 7*23' 36" E. 545.02 FT., W. 110.87 FT., S.

14*36'03" W. 379.93 FT., E. 621.73 FT., N. 342.5 FT. E. 630 FT. TO PT. OF BEG.(TRACT H) 11.3 ACRES DOC.#279273

(Note : Not to be used on legal documents)

Disclaimer:The maps and data available for access at this website are provided "as is" without warranty or any representation of accuracy, timeliness, or completeness. There are no warranties, expressed or implied, as to the appropriate use of the maps and data or the fitness for a particular purpose. The maps and associated data at this website do not represent a survey. No liability is assumed for the accuracy of the data delineated on any map, either expressed or implied.

This imagery is displayed at a scale of 1 inch=9 inch pixel resolution, (9 inches on the ground is 1 pixel on your screen). In the areas of Pierz and the NW/NE lakes, the image is 1 inch=3 inch pixel resolution and is the highest quality imagery on this site. Ttiese images were flown by Pictometry in the spring of 2017 for the 9", and fall of 2017 for the 3".

Date created: 4/22/2019 Last Data Uploaded: 4/20/2019 6:48:07 AM

Developed by.( ... Schneider ~JI" GEOSPATIAL

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Campsites w/o hookups

Campsites with hookups

• Trees

Pierz Freedom Fest Camping Map

Genola Ballfields Campground

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Notes:

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VIP Tent- 30x50 ' ' ' ' ' ' ' ' ' ' ' ' '

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EMERGENCY, SECURITY, & CATERING DRIVEWAY

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Business Filing Details

Business Record Details »

Minnesota Business Name

Pierz Area Commercial Club, Inc.

Business Type

Nonprofit Corporation (Domestic)

File Number

1G-304

Filing Date

07/03/1991

Renewal Due Date

12/31/2019

Number of Shares

1,000

President

Bridget Britz

PO Box3

Pierz, MN 56364

USA

Filing History

Filing History

MN Statute

317A

Home Jurisdiction

Minnesota

Status

Active/ In Good Standing

Registered Office Address

125 Main Str PO Bx 3

Pierz, MN 56364

USA

Registered Agent(s)

(Optional) Currently No Agent

Select the item(s) you would like to order: Order Selected Copies

D

D

Filing Date

07/03/1991

Filing

Original Filing - Nonprofit Corporation

(Domestic)

Effective Date

Page 1 of 2

https ://mblsportal. sos. state .mn. us/B usiness/SearchDetails?filingGuid=cde 7 d43b-a2d4-e01... 4/30/2019
























JUNE 21ST, 2019 TAX FORFEITED LAND SALE LIST

STARTING DESCRIPTION PID BID CITY OF MOTLEY - DAKEN LOT 3 (41.0376.000) $5,000.00 LOT 4 (41.0377.000) $5,000.00 LOT 5 (41.0378.000) $5,000.00 LOT 6 (41.0379.000) $5,000.00 CITY OF RANDALL LOT 5, BLOCK 2 (43.0222.004) $ 25.00 LOT 6, BLOCK 2 (43.0222.005) $ 25.00 LOT 8, BLOCK 2 (43.0222.007) $ 25.00 CITY OF ROYALTON PT OF E1/4 OF SE1/4 OF SW1/4 DESC AS: BEG 16.63 RDS W & 18 RDS N OF 1/4 POST BET SECS 26 & 35, W 10 RDS, N 16 RDS, E 10 RDS, S 16 RDS TO BEG. (APPROX 1 ACRE) SECTION 26, TOWNSHIP 39, RANGE 32 (44.0004.000) $29,900.00 CITY OF LITTLE FALLS - ORIGINAL PLAT THAT PT OF LOT 1 BLK 34 DESC AS: COM AT NE COR, WLY ALG N LN 75 FT TO PT OF BEG, SLY PARL WITH ELY LN 40 FT, WLY PARL WITH NLY LN TO WLY LN OF LOT 1, NLY ALG WLY LN TO NWLY COR, ELY ALG NLY LN TO BEG, BEING W1/2 OF N1/2 OF LOT 1 BLK 34 (48.0294.000) $2,000.00 W1/2 OF LOT 1 BLK 59 (48.0570.000) $2,000.00

LOT 1, BLOCK 85 (48.0697.000) $ 500.00 CITY OF LITTLE FALLS -HIGHLAND OUTLOTS THAT PT OF LOT 7 BLK 4 OF HIGHLAND OUTLOTS DESC AS: COM AT SE COR OF LOT 7, WLY 1 FT TO A PT WHICH IS SW COR OF BK 140 DEEDS, P 506, SAID PT IS PT OF BEG, NLY ALG WLY LN OF SAID TRACT 150 FT TO NW COR OF SAID TRACT, ELY 1 FT TO E LN OF LOT 7, NLY ALG E LN 65 FT, WLY TO E LN OF BK 169 DEEDS, P 52, SWLY ALG E LN TO SE COR OF SAID TRACT, WHICH PT IS NE COR OF DOC 267524, SWLY ALG ELY LN OF SAID TRACT TO SLY LN OF LOT 7, ELY TO BEG, SUBJ TO EASEMENT (48.1954.001) $4,000.00 CITY OF LITTLE FALLS - HOHN'S ADDN LOTS 5 & 6, BLOCK 1 & N1/2 OF VAC ALLEY ADJ SAID LOTS (48.2161.002) $4,990.00 CITY OF LITTLE FALLS – THAYER’S ADDN LOT 7, BLOCK 8 (49.0011.001) $ 25.00 LOT 1, BLOCK 39 (49.0126.002) $ 200.00 LOT 1, BLOCK 92 (49.0525.002) $ 200.00 CITY OF LITTLE FALLS - ROTHWELL ADDN LOT 6, BLOCK 15 (49.0777.001) $ 500.00

CITY OF LITTLE FALLS - SEARLE'S ADDN LOT 6, BLOCK 1 & N1/2 OF VAC ALLEY ADJ SAID LOT (49.0786.000) $ 500.00 LOT 13, BLOCK 11 (49.0851.000) $1,000.00 LOT 14 & N1/2 OF LOT 15 BLOCK 11 (49.0852.000) $2,500.00 LOT 16 & S1/2 OF LOT 15 BLOCK 11 (49.0853.000) $2,500.00 LOTS 7 & 8, BLOCK 20 (49.0893.000) $ 750.00 CITY OF LITTLE FALLS - SUBD OF SEARLE'S ADD LOTS 9 & 10, BLOCK 32 (49.0920.001) $2,500.00 LOTS 11 & 12, BLOCK 33 (49.0922.002) $2,500.00 LOTS 3 & 4, BLOCK 35 (49.0928.001) $2,500.00 LOTS 7 & 8, BLOCK 35 (49.0928.003) $2,500.00 LOTS 1 & 2, BLOCK 40 (49.0932.000) $2,500.00 LOTS 5 & 6, BLOCK 40 (49.0932.002) $2,500.00 LOTS 3 & 4, BLOCK 44 (49.0938.000) $2,500.00 LOTS 5 & 6, BLOCK 44 (49.0938.001) $2,500.00



MnDOT Agreement No. 1032054

SAP 049-593-001

1

LOCAL ROAD IMPROVEMENT PROGRAM (LRIP)

GRANT AGREEMENT

This Agreement between the Minnesota Department of Transportation (“MnDOT”) and the

Grantee named below is made pursuant to Minnesota Statutes Section 174.52 and pursuant to

Minn. Laws 2017, 1 st Special Session, Chapter 8- H.F. 5. The provisions in that section and the

Exhibits attached hereto and incorporated by reference constitute this Agreement and the persons

signing below agree to fully comply with all of the requirements of this Agreement. This

Agreement will be effective on the date State obtains all required signatures under Minnesota

Statutes §16C.05, subdivision 2.

1. Public Entity (Grantee) name, address and contact person:

Morrison County

213 SE 1st Ave

Little Falls, Minnesota 56345

_____________________________________

Contact: Steven C. Backowski, P.E.

2. Project(s):

Name of Project &

Project Number

(See Exhibit C for

location)

Amount of

LRIP Funds

Amount of Required

Matching Funds

Completion Date

SAP 049-593-001 $ 771,966.90 None 12/31/2020

3. Total Amount of LRIP Grant for all projects under this Agreement: $ 771,966.90

4. The following Exhibits for each project are attached and incorporated by reference as part of

this Agreement:

Exhibit A Completed Sources and Uses of Funds Schedule

Exhibit B Project Completion Schedule

Exhibit C Bond Financed Property Certification

Exhibit D Grant Application

Exhibit E Grantee Resolution Approving Grant Agreement

Exhibit F General Terms and Conditions


SAP 049-593-001

2

5. Additional requirements, if any: None

6. Any modification of this Agreement must be in writing and signed by both parties.

(The remaining portion of this page was intentionally left blank.)



SAP 049-593-001

4

EXHIBIT A

SOURCES AND USES OF FUNDS SCHEDULE

SOURCES OF FUNDS USES OF FUNDS

Entity Supplying Funds Amount Expenses Amount

State Funds: Items Paid for with

LRIP

LRIP Grant $ 771,966.90 Grant Funds:

Reconstruction Items $771,966.90

Other: ________________ $___________

________________ $___________ ________________ $___________

________________ $___________ ________________ $___________

________________ $___________ ________________ $___________

Subtotal $ 771,966.90 Subtotal $ 771,966.90

Public Entity Funds: Items paid for with Non-

Matching Funds $___________ LRIP Grant Funds:

________________ $___________

Other: ________________ $___________

________________ $___________ ________________ $___________

________________ $___________ ________________ $___________

________________ $___________

Subtotal $___________

Subtotal $___________

TOTAL FUNDS $ 771,966.90 = TOTAL PROJECT

COSTS

$ 771,966.90


SAP 049-593-001

5

EXHIBIT B

PROJECT COMPLETION SCHEDULE

(Provide for enough time to final the project through the MnDOT state aid pay request process.)

SAP 049-593-001

Contract Starting Date: July 8, 2019

Contract Time For Completion: 35 Working Days

Project Completion Date: December 31, 2020



SAP 049-593-001

7

Attachment 1 to Exhibit C

GENERAL DESCRIPTION OF RESTRICTED PROPERTY

(Insert a narrative or graphic description of the Restricted Property for the project. It need not be

a legal description if a legal description is unavailable.)

Morrison County Right of Way Plat Number 2

Morrison County Highway 257

SAP 049-593-001


SAP 049-593-001

8

EXHIBIT D

GRANT APPLICATION

Attach the grant application for the project



SAP 049-593-001

10

EXHIBIT F

GENERAL TERMS AND CONDITIONS FOR

LOCAL ROAD IMPROVEMENT PROGRAM (LRIP) GRANTS

Article I

DEFINITIONS

Section 1.01 Defined Terms. The following terms shall have the meanings set out respectively after

each such term (the meanings to be equally applicable to both the singular and plural forms of the terms

defined) unless the context specifically indicates otherwise:

“Advance(s)” - means an advance made or to be made by MnDOT to the Public Entity and disbursed

in accordance with the provisions contained in Article VI hereof.

“Agreement” - means the Local Road Improvement Program Grant Agreement between the Public

Entity and the Minnesota Department of Transportation to which this Exhibit is attached.

“Certification” - means the certification, in the form attached as Exhibit C, in which the Public Entity

acknowledges that its interest in the Real Property is bond financed property within the meaning of Minn.

Stat. Sec. 16A.695 and is subject to certain restrictions imposed thereby.

“Code” - means the Internal Revenue Code of 1986, as amended, and all treasury regulations, revenue

procedures and revenue rulings issued pursuant thereto.

“Commissioner” - means the Commissioner of Minnesota Management & Budget.

“Commissioner’s Order” - means the “Fourth Order Amending Order of the Commissioner of

Minnesota Management & Budget Relating to Use and Sale of State Bond Financed Property” dated July

30, 2012, as it may be amended or supplemented.

“Completion Date” - means the projected date for completion of the Project as indicated in the

Agreement.

“Construction Contract Documents” - means the document or documents, in form and substance

acceptable to MnDOT, including but not limited to any construction plans and specifications and any

exhibits, amendments, change orders, modifications thereof or supplements thereto, which collectively

form the contract between the Public Entity and the Contractor(s) for the completion of the Construction

Items on or before the Completion Date for either a fixed price or a guaranteed maximum price.

“Construction Items” - means the work to be performed under the Construction Contract Documents.

“Contractor” - means any person engaged to work on or to furnish materials and supplies for the

Construction Items including, if applicable, a general contractor.

“Draw Requisition” - means a draw requisition that the Public Entity, or its designee, submits to

MnDOT when an Advance is requested, as referred to in Section 4.02.


SAP 049-593-001

11

“G.O. Bonds” - means the state general obligation bonds issued under the authority granted in Article

XI, Sec. 5(a) of the Minnesota Constitution, the proceeds of which are used to fund the LRIP Grant, and

any bonds issued to refund or replace such bonds.

“Grant Application” - means the grant application that the Public Entity submitted to MnDOT which

is attached as Exhibit D.

“LRIP Grant” - means a grant from MnDOT to the Public Entity under the LRIP in the amount

specified in the Agreement, as such amount may be modified under the provisions hereof.

“LRIP” - means the Local Road Improvement Program pursuant to Minn. Stat. Sec. 174.52 and rules

relating thereto.

“MnDOT” - means the Minnesota Department of Transportation.

“Outstanding Balance of the LRIP Grant” - means the portion of the LRIP Grant that has been

disbursed to the Public Entity minus any amounts returned to the Commissioner.

“Project” - means the Project identified in the Agreement to be totally or partially funded with a LRIP

grant.

“Public Entity” - means the grantee of the LRIP Grant and identified as the Public Entity in the

Agreement.

“Real Property” - means the real property identified in the Agreement on which the Project is located.

Article II

GRANT

Section 2.01 Grant of Monies. MnDOT shall make the LRIP Grant to the Public Entity, and disburse

the proceeds in accordance with the terms and conditions herein.

Section 2.02 Public Ownership, The Public Entity acknowledges and agrees that the LRIP Grant is

being funded with the proceeds of G.O. Bonds, and as a result all of the Real Property must be owned by

one or more public entities. The Public Entity represents and warrants to MnDOT that it has one or more

of the following ownership interests in the Real Property: (i) fee simple ownership, (ii) an easement that is

for a term that extends beyond the date that is 37.5 years from the Agreement effective date, or such shorter

term as authorized by statute, and which cannot be modified or terminated early without the prior written

consent of MnDOT and the Commissioner; and/or (iii) a prescriptive easement for a term that extends

beyond the date that is 37.5 years from the Agreement effective date.

Section 2.03 Use of Grant Proceeds. The Public Entity shall use the LRIP Grant solely to reimburse

itself for expenditures it has already made, or will make, to pay the costs of one of the following applicable

activities: (i) preliminary, final construction and engineering and administration (ii) constructing or

reconstructing city streets, county highways, or town roads with statewide or regional significance that

have not been fully funded through other state, federal, or local funding sources; or (iii) capital

improvement projects on county state-aid highways that are intended primarily to reduce traffic crashes,

deaths, injuries, and property damage. The Public Entity shall not use the LRIP Grant for any other purpose,

including but not limited to, any work to be done on a state trunk highway or within a trunk highway

easement.


SAP 049-593-001

12

Section 2.04 Operation of the Real Property. The Real Property must be used by the Public Entity

in conjunction with or for the operation of a county highway, county state-aid highway, town road, or city

street and for other uses customarily associated therewith, such as trails and utility corridors, and for no

other purposes or uses. The Public Entity shall have no intention on the effective date of the Agreement to

use the Real Property as a trunk highway or any part of a trunk highway. The Public Entity must annually

determine that the Real Property is being used for the purposes specified in this Section and, upon written

request by either MnDOT or the Commissioner, shall supply a notarized statement to that effect.

Section 2.05 Sale or Lease of Real Property. The Public Entity shall not (i) sell or transfer any part

of its ownership interest in the Real Property, or (ii) lease out or enter into any contract that would allow

another entity to use or operate the Real Property without the written consent of both MnDOT and the

Commissioner. The sale or transfer of any part of the Public Entity’s ownership interest in the Real

Property, or any lease or contract that would allow another entity to use or operate the Real Property, must

comply with the requirements imposed by Minn. Stat. Sec. 16A.695 and the Commissioner’s Order

regarding such sale or lease.

Section 2.06 Public Entity’s Representations and Warranties. The Public Entity represents and

warrants to MnDOT that:

A. It has legal authority to execute, deliver and perform the Agreement and all documents referred

to therein, and it has taken all actions necessary to its execution and delivery of such documents.

B. It has the ability and a plan to fund the operation of the Real Property for the purposes specified

in Section 2.04, and will include in its annual budget all funds necessary for the operation of

the Real Property for such purposes.

C. The Agreement and all other documents referred to therein are the legal, valid and binding

obligations of the Public Entity enforceable against the Public Entity in accordance with their

respective terms.

D. It will comply with all of the provisions of Minn. Stat. Sec. 16A.695, the Commissioner’s Order

and the LRIP. It has legal authority to use the G.O. Grant for the purpose or purposes described

in this Agreement.

E. All of the information it has submitted or will submit to MnDOT or the Commissioner relating

to the LRIP Grant or the disbursement of the LRIP Grant is and will be true and correct.

F. It is not in violation of any provisions of its charter or of the laws of the State of Minnesota,

and there are no actions or proceedings pending, or to its knowledge threatened, before any

judicial body or governmental authority against or affecting it relating to the Real Property, or

its ownership interest therein, and it is not in default with respect to any order, writ, injunction,

decree, or demand of any court or any governmental authority which would impair its ability

to enter into the Agreement or any document referred to herein, or to perform any of the acts

required of it in such documents.

G. Neither the execution and delivery of the Agreement or any document referred to herein nor

compliance with any of the provisions or requirements of any of such documents is prevented

by, is a breach of, or will result in a breach of, any provision of any agreement or document to

which it is now a party or by which it is bound.


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H. The contemplated use of the Real Property will not violate any applicable zoning or use statute,

ordinance, building code, rule or regulation, or any covenant or agreement of record relating

thereto.

I. The Project will be completed and the Real Property will be operated in full compliance with

all applicable laws, rules, ordinances, and regulations of any federal, state, or local political

subdivision having jurisdiction over the Project and the Real Property.

J. All applicable licenses, permits and bonds required for the performance and completion of the

Project and for the operation of the Real Property as specified in Section 2.04 have been, or

will be, obtained.

K. It reasonably expects to possess its ownership interest in the Real Property described in Section

2.02 for at least 37.5 years, and it does not expect to sell such ownership interest.

L. It does not expect to lease out or enter into any contract that would allow another entity to use

or operate the Real Property.

M. It will supply whatever funds are needed in addition to the LRIP Grant to complete and fully

pay for the Project.

N. The Construction Items will be completed substantially in accordance with the Construction

Contract Documents by the Completion Date and all such items will be situated entirely on the

Real Property.

O. It will require the Contractor or Contractors to comply with all rules, regulations, ordinances,

and laws bearing on its performance under the Construction Contract Documents.

P. It shall furnish such satisfactory evidence regarding the representations and warranties

described herein as may be required and requested by either MnDOT or the Commissioner.

Q. It has made no material false statement or misstatement of fact in connection with its receipt of

the G.O. Grant, and all the information it has submitted or will submit to the State Entity or

Commissioner of MMB relating to the G.O. Grant or the disbursement of any of the G.O. Grant

is and will be true and correct.

Section 2.07 Event(s) of Default. The following events shall, unless waived in writing by MnDOT

and the Commissioner, constitute an Event of Default under the Agreement upon either MnDOT or the

Commissioner giving the Public Entity 30 days’ written notice of such event and the Public Entity’s failure

to cure such event during such 30-day time period for those Events of Default that can be cured within 30

days or within whatever time period is needed to cure those Events of Default that cannot be cured within

30 days as long as the Public Entity is using its best efforts to cure and is making reasonable progress in

curing such Events of Default; however, in no event shall the time period to cure any Event of Default

exceed six (6) months unless otherwise consented to, in writing, by MnDOT and the Commissioner.

A. If any representation, covenant, or warranty made by the Public Entity herein or in any other

document furnished pursuant to the Agreement, or to induce MnDOT to disburse the LRIP

Grant, shall prove to have been untrue or incorrect in any material respect or materially

misleading as of the time such representation, covenant, or warranty was made.


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B. If the Public Entity fails to fully comply with any provision, covenant, or warranty contained

herein.

C. If the Public Entity fails to fully comply with any provision, covenant or warranty contained

in Minn. Stat. Sec. 16A.695, the Commissioner’s Order, or Minn. Stat. Sec. 174.52 and all

rules related thereto.

D. If the Public Entity fails to use the proceeds of the LRIP Grant for the purposes set forth in

Section 2.03, the Grant Application, and in accordance with the LRIP.

E. If the Public Entity fails to operate the Real Property for the purposes specified in Section 2.04.

F. If the Public Entity fails to complete the Project by the Completion Date.

G. If the Public Entity sells or transfers any portion of its ownership interest in the Real Property

without first obtaining the written consent of both MnDOT and the Commissioner.

H. If the Public Entity fails to provide any additional funds needed to fully pay for the Project.

I. If the Public Entity fails to supply the funds needed to operate the Real Property in the manner

specified in Section 2.04.

Notwithstanding the foregoing, any of the above events that cannot be cured shall, unless waived in writing

by MnDOT and the Commissioner, constitute an Event of Default under the Agreement immediately upon

either MnDOT or the Commissioner giving the Public Entity written notice of such event.

Section 2.08 Remedies. Upon the occurrence of an Event of Default and at any time thereafter until

such Event of Default is cured to the satisfaction of MnDOT, MnDOT or the Commissioner may enforce

any or all of the following remedies.

A. MnDOT may refrain from disbursing the LRIP Grant; provided, however, MnDOT may make

such disbursements after the occurrence of an Event of Default without waiving its rights and

remedies hereunder.

B. If the Event of Default involves a sale of the Public Entity’s interest in the Real Property in

violation of Minn. Stat. Sec. 16A.695 or the Commissioner’s Order, the Commissioner, as a

third party beneficiary of the Agreement, may require that the Public Entity pay the amounts

that would have been paid if there had been compliance with such provisions. For other Events

of Default, the Commissioner may require that the Outstanding Balance of the LRIP Grant be

returned to it.

C. Either MnDOT or the Commissioner, as a third party beneficiary of the Agreement, may

enforce any additional remedies it may have in law or equity.

The rights and remedies specified herein are cumulative and not exclusive of any rights or remedies that

MnDOT or the Commissioner would otherwise possess.

If the Public Entity does not repay the amounts required to be paid under this Section or under any other

provision contained herein within 30 days of demand by the Commissioner, or any amount ordered by a

court of competent jurisdiction within 30 days of entry of judgment against the Public Entity and in favor


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of MnDOT and/or the Commissioner, then such amount may, unless precluded by law, be offset against

any aids or other monies that the Public Entity is entitled to receive from the State of Minnesota.

Section 2.09 Notification of Event of Default. The Public Entity shall furnish to MnDOT and the

Commissioner, as soon as possible and in any event within seven (7) days after it has obtained knowledge

of the occurrence of each Event of Default, a statement setting forth details of each Event of Default and

the action which the Public Entity proposes to take with respect thereto.

Section 2.10 Effect of Event of Default. The Agreement shall survive Events of Default and remain

in full force and effect, even upon full disbursement of the LRIP Grant, and shall only be terminated under

the circumstances set forth in Section 2.11.

Section 2.11 Termination of Agreement and Modification of LRIP Grant.

A. If the Project is not started within five (5) years after the effective date of the Agreement or the

LRIP Grant has not been disbursed within four (4) years after the date the Project was started, MnDOT’ s

obligation to fund the LRIP Grant shall terminate. In such event, (i) if none of the LRIP Grant has been

disbursed by such date, MnDOT shall have no obligation to fund the LRIP Grant and the Agreement will

terminate, and (ii) if some but not all of the LRIP Grant has been disbursed by such date, MnDOT shall

have no further obligation to provide any additional funding for the LRIP Grant and the Agreement shall

remain in force but shall be modified to reflect the amount of the LRIP Grant that was actually disbursed

and the Public Entity is still obligated to complete the Project by the Completion Date.

B. The Agreement shall terminate upon the Public Entity’s sale of its interest in the Real Property

and transmittal of the required portion of the proceeds of the sale to the Commissioner in compliance with

Minn. Stat. Sec. 16A.695 and the Commissioner’s Order, or upon the termination of the Public Entity’s

ownership interest in the Real Property if such ownership interest is an easement.

Section 2.12 Excess Funds. If the full amount of the G.O. Grant and any matching funds referred to

in Section 5.13 are not needed to complete the Project, then, unless language in the G.O. Bonding

Legislation indicates otherwise, the G.O. Grant shall be reduced by the amount not needed.

Article III

COMPLIANCE WITH MINNESOTA STATUTE, SEC. 16A.695

AND THE COMMISSIONER’S ORDER

Section 3.01 State Bond Financed Property. The Public Entity acknowledges that its interest in

the Real Property is, or when acquired by it will be, “state bond financed property”, as such term is used in

Minn. Stat. Sec. 16A.695 and the Commissioner’s Order and, therefore, the provisions contained in such

statute and order apply, or will apply, to its interest in the Real Property, even if the LRIP Grant will only

pay for a portion of the Project.

Section 3.02 Preservation of Tax Exempt Status. In order to preserve the tax-exempt status of the

G.O. Bonds, the Public Entity agrees as follows:

A. It will not use the Real Property or use or invest the LRIP Grant or any other sums treated as

“bond proceeds” under Section 148 of the Code (including “investment proceeds,” “invested

sinking funds” and “replacement proceeds”) in such a manner as to cause the G.O. Bonds to be

classified as “arbitrage bonds” under Code Section 148.


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B. It will deposit and hold the LRIP Grant in a segregated non-interest-bearing account until such

funds are used for payments for the Project.

C. It will, upon written request, provide the Commissioner all information required to satisfy the

informational requirements set forth in the Code, including Sections 103 and 148, with respect

to the G.O. Bonds.

D. It will, upon the occurrence of any act or omission by the Public Entity that could cause the

interest on the G.O. Bonds to no longer be tax exempt and upon direction from the

Commissioner, take such actions and furnish such documents as the Commissioner determines

to be necessary to ensure that the interest to be paid on the G.O. Bonds is exempt from federal

taxation, which such action may include: (i) compliance with proceedings intended to classify

the G.O. Bonds as a “qualified bond” within the meaning of Code Section 141(e), or (ii)

changing the nature of the use of the Real Property so that none of the net proceeds of the G.O.

Bonds will be deemed to be used, directly or indirectly, in an “unrelated trade or business” or

for any “private business use” within the meaning of Code Sections 141(b) and 145(a).

E. It will not otherwise use any of the LRIP Grant or take, permit or cause to be taken, or omit to

take, any action that would adversely affect the exemption from federal income taxation of the

interest on the G.O. Bonds, and if it should take, permit or cause to be taken, or omit to take,

as appropriate, any such action, it shall take all lawful actions necessary to correct such actions

or omissions promptly upon obtaining knowledge thereof.

Section 3.03 Changes to G.O. Compliance Legislation or the Commissioner’s Order. If Minn.

Stat. Sec. 16A.695 or the Commissioner’s Order is amended in a manner that reduces any requirement

imposed against the Public Entity, or if the Public Entity’s interest in the Real Property becomes exempted

from Minn. Stat. Sec. 16A.695 and the Commissioner’s Order, then upon written request by the Public

Entity, MnDOT shall execute an amendment to the Agreement to implement such amendment or exempt

the Public Entity’s interest in the Real Property from Minn. Stat. Sec. 16A.695 and the Commissioner’s

Order.

Article IV

DISBURSEMENT OF GRANT PROCEEDS

Section 4.01 The Advances. MnDOT agrees, on the terms and subject to the conditions set forth

herein, to make Advances of the LRIP Grant to the Public Entity from time to time in an aggregate total

amount not to exceed the amount of the LRIP Grant. If the amount of LRIP Grant that MnDOT

cumulatively disburses hereunder to the Public Entity is less than the amount of the LRIP Grant delineated

in Section 1.01, then MnDOT and the Public Entity shall enter into and execute whatever documents

MnDOT may request in order to amend or modify this Agreement to reduce the amount of the LRIP Grant

to the amount actually disbursed. Provided, however, in accordance with the provisions contained in

Section 2.11, MnDOT’s obligation to make Advances shall terminate as of the dates specified in Section

2.11 even if the entire LRIP Grant has not been disbursed by such dates.

Advances shall only be for expenses that (i) are for those items of a capital nature delineated in Source

and Use of Funds that is attached as Exhibit A, (ii) accrued no earlier than the effective date of the

legislation that appropriated the funds that are used to fund the LRIP Grant, or (iii) have otherwise been

consented to, in writing, by the Commissioner.

It is the intent of the parties hereto that the rate of disbursement of the Advances shall not exceed the rate

of completion of the Project or the rate of disbursement of the matching funds required, if any, under Section


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5.13. Therefore, the cumulative amount of all Advances disbursed by the State Entity at any point in time

shall not exceed the portion of the Project that has been completed and the percentage of the matching funds

required, if any, under Section 5.13 that have been disbursed as of such point in time. This requirement is

expressed by way of the following two formulas:

Formula #1:

Cumulative Advances < (Program Grant) × (percentage of matching funds, if any, required under

Section 5.13 that have been disbursed)

Formula #2:

Cumulative Advances < (Program Grant) × (percentage of Project completed)

Section 4.02 Draw Requisitions. Whenever the Public Entity desires a disbursement of a portion

of the LRIP Grant the Public Entity shall submit to MnDOT a Draw Requisition duly executed on behalf

of the Public Entity or its designee. Each Draw Requisition with respect to construction items shall be

limited to amounts equal to: (i) the total value of the classes of the work by percentage of completion as

approved by the Public Entity and MnDOT, plus (ii) the value of materials and equipment not incorporated

in the Project but delivered and suitably stored on or off the Real Property in a manner acceptable to

MnDOT, less (iii) any applicable retainage, and less (iv) all prior Advances.

Notwithstanding anything herein to the contrary, no Advances for materials stored on or off the Real

Property will be made by MnDOT unless the Public Entity shall advise MnDOT, in writing, of its intention

to so store materials prior to their delivery and MnDOT has not objected thereto.

At the time of submission of each Draw Requisition, other than the final Draw Requisition, the Public

Entity shall submit to MnDOT such supporting evidence as may be requested by MnDOT to substantiate

all payments which are to be made out of the relevant Draw Requisition or to substantiate all payments

then made with respect to the Project.

The final Draw Requisition shall not be submitted before completion of the Project, including any

correction of material defects in workmanship or materials (other than the completion of punch list items).

At the time of submission of the final Draw Requisition the Public Entity shall submit to MnDOT: (I) such

supporting evidence as may be requested by MnDOT to substantiate all payments which are to be made

out of the final Draw Requisition or to substantiate all payments then made with respect to the Project, and

(ii) satisfactory evidence that all work requiring inspection by municipal or other governmental authorities

having jurisdiction has been duly inspected and approved by such authorities and that all requisite

certificates and other approvals have been issued.

If on the date an Advance is desired the Public Entity has complied with all requirements of this

Agreement and MnDOT approves the relevant Draw Requisition, then MnDOT shall disburse the amount

of the requested Advance to the Public Entity.

Section 4.03 Additional Funds. If MnDOT shall at any time in good faith determine that the sum

of the undisbursed amount of the LRIP Grant plus the amount of all other funds committed to the Project

is less than the amount required to pay all costs and expenses of any kind which reasonably may be

anticipated in connection with the Project, then MnDOT may send written notice thereof to the Public

Entity specifying the amount which must be supplied in order to provide sufficient funds to complete the

Project. The Public Entity agrees that it will, within 10 calendar days of receipt of any such notice, supply

or have some other entity supply the amount of funds specified in MnDOT's notice.


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Section 4.04 Condition Precedent to Any Advance. The obligation of MnDOT to make any

Advance hereunder (including the initial Advance) shall be subject to the following conditions precedent:

A. MnDOT shall have received a Draw Requisition for such Advance specifying the amount of

funds being requested, which such amount when added to all prior requests for an Advance

shall not exceed the amount of the LRIP Grant set forth in Section 1.01.

B. No Event of Default under this Agreement or event which would constitute an Event of Default

but for the requirement that notice be given or that a period of grace or time elapse shall have

occurred and be continuing.

C. No determination shall have been made by MnDOT that the amount of funds committed to the

Project is less than the amount required to pay all costs and expenses of any kind that may

reasonably be anticipated in connection with the Project, or if such a determination has been

made and notice thereof sent to the Public Entity under Section 4.03, then the Public Entity has

supplied, or has caused some other entity to supply, the necessary funds in accordance with

such section or has provided evidence acceptable to MnDOT that sufficient funds are available.

D. The State Entity shall have received evidence, in form and substance acceptable to the State

Entity, that the Public Entity has sufficient funds to fully and completely pay for the Project

and all other expenses that may occur in conjunction therewith.

E. The Public Entity has supplied to the State Entity all other items that the State Entity may

reasonably require

Section 4.05 Processing and Disbursement of Advances. The Public Entity acknowledges and

agrees as follows:

A. Advances are not made prior to completion of work performed on the Project.

B. All Advances are processed on a reimbursement basis.

C. The Public Entity must first document expenditures to obtain an Advance.

D. Reimbursement requests are made on a partial payment basis or when the Project is completed.

E. All payments are made following the “Delegated Contract Process or State Aid Payment Request”

as requested and approved by the appropriate district state aid engineer.

Section 4.06 Construction Inspections. The Public Entity shall be responsible for making its own

inspections and observations regarding the completion of the Project, and shall determine to its own

satisfaction that all work done or materials supplied have been properly done or supplied in accordance

with all contracts that the Public Entity has entered into regarding the completion of the Project.

Article V

MISCELLANEOUS

Section 5.01 Insurance. If the Public Entity elects to maintain general comprehensive liability

insurance regarding the Real Property, then the Public Entity shall have MnDOT named as an additional

named insured therein.


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Section 5.02 Condemnation. If, after the Public Entity has acquired the ownership interest set forth

in Section 2.02, all or any portion of the Real Property is condemned to an extent that the Public Entity can

no longer comply with Section 2.04, then the Public Entity shall, at its sole option, either: (i) use the

condemnation proceeds to acquire an interest in additional real property needed for the Public Entity to

continue to comply with Section 2.04 and to provide whatever additional funds that may be needed for such

purposes, or (ii) submit a request to MnDOT and the Commissioner to allow it to sell the remaining portion

of its interest in the Real Property. Any condemnation proceeds which are not used to acquire an interest

in additional real property shall be applied in accordance with Minn. Stat. Sec. 16A.695 and the

Commissioner’s Order as if the Public Entity’s interest in the Real Property had been sold. If the Public

Entity elects to sell its interest in the portion of the Real Property that remains after the condemnation, such

sale must occur within a reasonable time period after the date the condemnation occurred and the cumulative

sum of the condemnation and sale proceeds applied in accordance with Minn. Stat. Sec. 16A.695 and the

Commissioner’s Order.

If MnDOT receives any condemnation proceeds referred to herein, MnDOT agrees to or pay over to the

Public Entity all of such condemnation proceeds so that the Public Entity can comply with the requirements

of this Section.

Section 5.03 Use, Maintenance, Repair and Alterations. The Public Entity shall not, without the

written consent of MnDOT and the Commissioner, (i) permit or allow the use of any of the Real Property

for any purpose other than the purposes specified in Section 2.04, (ii) substantially alter any of the Real

Property except such alterations as may be required by laws, ordinances or regulations, or such other

alterations as may improve the Real Property by increasing its value or which improve its ability to be used

for the purposes set forth in Section 2.04, (iii) take any action which would unduly impair or depreciate the

value of the Real Property, (iv) abandon the Real Property, or (v) commit or permit any act to be done in

or on the Real Property in violation of any law, ordinance or regulation.

If the Public Entity fails to maintain the Real Property in accordance with this Section, MnDOT may

perform whatever acts and expend whatever funds necessary to so maintain the Real Property, and the

Public Entity irrevocably authorizes MnDOT to enter upon the Real Property to perform such acts as may

be necessary to so maintain the Real Property. Any actions taken or funds expended by MnDOT shall be

at its sole discretion, and nothing contained herein shall require MnDOT to take any action or incur any

expense and MnDOT shall not be responsible, or liable to the Public Entity or any other entity, for any such

acts that are performed in good faith and not in a negligent manner. Any funds expended by MnDOT

pursuant to this Section shall be due and payable on demand by MnDOT and will bear interest from the

date of payment by MnDOT at a rate equal to the lesser of the maximum interest rate allowed by law or

18% per year based upon a 365-day year.

Section 5.04 Recordkeeping and Reporting. The Public Entity shall maintain books and records

pertaining to Project costs and expenses needed to comply with the requirements contained herein, Minn.

Stat. Sec. 16A.695, the Commissioner’s Order, and Minn. Stat. Sec. 174.52 and all rules related thereto,

and upon request shall allow MnDOT, its auditors, the Legislative Auditor for the State of Minnesota, or

the State Auditor for the State of Minnesota, to inspect, audit, copy, or abstract all of such items. The Public

Entity shall use generally accepted accounting principles in the maintenance of such items, and shall retain

all of such books and records for a period of six years after the date that the Project is fully completed and

placed into operation.

Section 5.05 Inspections by MnDOT. The Public Entity shall allow MnDOT to inspect the Real

Property upon reasonable request by MnDOT and without interfering with the normal use of the Real

Property.


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Section 5.06 Liability. The Public Entity and MnDOT agree that each will be responsible for its own

acts and the results thereof to the extent authorized by law, and neither shall be responsible for the acts of

the other party and the results thereof. The liability of MnDOT and the Commissioner is governed by the

provisions of Minn. Stat. Sec. 3.736. If the Public Entity is a “municipality” as that term is used in Minn.

Stat. Chapter 466, then the liability of the Public Entity is governed by the provisions of Chapter 466. The

Public Entity’s liability hereunder shall not be limited to the extent of insurance carried by or provided by

the Public Entity, or subject to any exclusion from coverage in any insurance policy.

Section 5.07 Relationship of the Parties. Nothing contained in the Agreement is to be construed as

establishing a relationship of co-partners or joint venture among the Public Entity, MnDOT, or the

Commissioner, nor shall the Public Entity be considered to be an agent, representative, or employee of

MnDOT, the Commissioner, or the State of Minnesota in the performance of the Agreement or the Project.

No employee of the Public Entity or other person engaging in the performance of the Agreement or the

Project shall be deemed have any contractual relationship with MnDOT, the Commissioner, or the State of

Minnesota and shall not be considered an employee of any of those entities. Any claims that may arise on

behalf of said employees or other persons out of employment or alleged employment, including claims

under the Workers’ Compensation Act of the State of Minnesota, claims of discrimination against the Public

Entity or its officers, agents, contractors, or employees shall in no way be the responsibility of MnDOT,

the Commissioner, or the State of Minnesota. Such employees or other persons shall not require nor be

entitled to any compensation, rights or benefits of any kind whatsoever from MnDOT, the Commissioner,

or the State of Minnesota, including tenure rights, medical and hospital care, sick and vacation leave,

disability benefits, severance pay and retirement benefits.

Section 5.08 Notices. In addition to any notice required under applicable law to be given in another

manner, any notices required hereunder must be in writing and personally served or sent by prepaid,

registered, or certified mail (return receipt requested), to the address of the party specified below or to such

different address as may in the future be specified by a party by written notice to the others:

To the Public Entity: At the address indicated on the first page of the Agreement.

To MnDOT at: Minnesota Department of Transportation

Office of State Aid

395 John Ireland Blvd., MS 500

Saint Paul, MN 55155

Attention: Patti Loken, State Aid Programs Engineer

To the Commissioner at: Minnesota Management & Budget

400 Centennial Office Bldg.

658 Cedar St.

St. Paul, MN 55155

Attention: Commissioner

Section 5.09 Assignment or Modification. Neither the Public Entity nor MnDOT may assign any

of its rights or obligations under the Agreement without the prior written consent of the other party.

Section 5.10 Waiver. Neither the failure by the Public Entity, MnDOT, or the Commissioner, as a

third party beneficiary of the Agreement, in one or more instances to insist upon the complete observance

or performance of any provision hereof, nor the failure of the Public Entity, MnDOT, or the Commissioner

to exercise any right or remedy conferred hereunder or afforded by law shall be construed as waiving any

breach of such provision or the right to exercise such right or remedy thereafter. In addition, no delay by


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any of the Public Entity, MnDOT, or the Commissioner in exercising any right or remedy hereunder shall

operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude other or

further exercise thereof or the exercise of any other right or remedy.

Section 5.11 Choice of Law and Venue. All matters relating to the validity, interpretation,

performance, or enforcement of the Agreement shall be determined in accordance with the laws of the State

of Minnesota. All legal actions arising from any provision of the Agreement shall be initiated and venued

in the State of Minnesota District Court located in St. Paul, Minnesota.

Section 5.12 Severability. If any provision of the Agreement is finally judged by any court to be

invalid, then the remaining provisions shall remain in full force and effect and they shall be interpreted,

performed, and enforced as if the invalid provision did not appear herein.

Section 5.13 Matching Funds. Any matching funds as shown on Page 1 of the Grant Agreement

that are required to be obtained and supplied by the Public Entity must either be in the form of (i) cash

monies, (ii) legally binding commitments for money, or (iii) equivalent funds or contributions, including

equity, which have been or will be used to pay for the Project. The Public Entity shall supply to MnDOT

whatever documentation MnDOT may request to substantiate the availability and source of any matching

funds.

Section 5.14 Sources and Uses of Funds. The Public Entity represents to MnDOT and the

Commissioner that the Sources and Uses of Funds Schedule attached as Exhibit A accurately shows the

total cost of the Project and all of the funds that are available for the completion of the Project. The Public

Entity will supply any other information and documentation that MnDOT or the Commissioner may request

to support or explain any of the information contained in the Sources and Uses of Funds Schedule. If any

of the funds shown in the Sources and Uses of Funds Schedule have conditions precedent to the release of

such funds, the Public Entity must provide to MnDOT a detailed description of such conditions and what

is being done to satisfy such conditions.

Section 5.15 Project Completion Schedule. The Public Entity represents to MnDOT and the

Commissioner that the Project Completion Schedule attached as Exhibit B correctly and accurately sets

forth the projected schedule for the completion of the Project.

Section 5.16 Third-Party Beneficiary. The Governmental Program will benefit the State of

Minnesota and the provisions and requirements contained herein are for the benefit of both the State Entity

and the State of Minnesota. Therefore, the State of Minnesota, by and through its Commissioner of MMB,

is and shall be a third-party beneficiary of this Agreement.

Section 5.16 Public Entity Tasks. Any tasks that the Agreement imposes upon the Public Entity

may be performed by such other entity as the Public Entity may select or designate, provided that the failure

of such other entity to perform said tasks shall be deemed to be a failure to perform by the Public Entity.

Section 5.17 Data Practices. The Public Entity agrees with respect to any data that it possesses

regarding the G.O. Grant or the Project to comply with all of the provisions and restrictions contained in

the Minnesota Government Data Practices Act contained in Minnesota Statutes Chapter 13, as such may

subsequently be amended or replaced from time to time.

Section 5.18 Non-Discrimination. The Public Entity agrees to not engage in discriminatory

employment practices regarding the Project and it shall fully comply with all of the provisions contained in

Minnesota Statutes Chapters 363A and 181, as such may subsequently be amended or replaced from time

to time.


SAP 049-593-001

22

Section 5.19 Worker’s Compensation. The Public Entity agrees to comply with all of the provisions

relating to worker’s compensation contained in Minn. Stat. Secs. 176.181 subd. 2 and 176.182, as they may

be amended or replaced from time to time with respect to the Project.

Section 5.20 Antitrust Claims. The Public Entity hereby assigns to MnDOT and the Commissioner

of MMB all claims it may have for over charges as to goods or services provided with respect to the Project

that arise under the antitrust laws of the State of Minnesota or of the United States of America.

Section 5.21 Prevailing Wages. The Public Entity agrees to comply with all of the applicable

provisions contained in Minnesota Statutes Chapter 177, and specifically those provisions contained in

Minn. Stat.§. 177.41 through 177.435 as they may be amended or replaced from time to time with respect

to the Project. By agreeing to this provision, the Public Entity is not acknowledging or agreeing that the

cited provisions apply to the Project.

Section 5.22 Entire Agreement. The Agreement and all of the exhibits attached thereto embody the

entire agreement between the Public Entity and MnDOT, and there are no other agreements, either oral or

written, between the Public Entity and MnDOT on the subject matter hereof.

Section 5.23 E-Verification. The Public Entity agrees and acknowledges that it is aware of

Minn.Stat. § 16C.075 regarding e-verification of employment of all newly hired employees to confirm that

such employees are legally entitled to work in the United States, and that it will, if and when applicable,

fully comply with such order.





EXTRACT OF MINUTES OF A MEETING OF THE COUNTY BOARD OF MORRISON COUNTY, MINNESOTA

HELD: May 21, 2019

Pursuant to due call and notice thereof, a regular or special meeting of the County Board of the Morrison County, Minnesota, was duly called and held at the Morrison County Courthouse in the City of Little Falls, Minnesota, on May 21, 2019, at 9:00 o'clock A.M., for the purpose, in part, of authorizing the issuance of, and awarding the sale of $3,285,000 General Obligation Utility Revenue Refunding Bonds, Series 2019A of the County.

The following members were present:

and the following were absent:

Member {:;ire_� �/12 .introduced the following resolution and moved its adoption.

RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $3,285,000 GENERAL OBLIGATION UTILITY REVENUE

REFUNDING BONDS, SERIES 2019A

#2019-043

A. WHEREAS, Minnesota Statutes, Chapter 116A, as amended, authorizes counties and sewer and water districts to acquire, construct and finance public water and sewer systems; and

B. WHEREAS, Rich Prairie Sewer and Water District (the "District") issued$5,957,000 original principal amount of General Obligation Sewer and Water Revenue Bonds of 1999, dated June 21, 1999 consisting of a $2,517,000 original principal amount of General Obligation Sewer and Water Revenue Bond of 1999 and a $3,163,000 original principal amount of General Obligation Sewer and Water Revenue Bond of 1999 and a $277,000 original principal amount of General Obligation Sewer and Water Revenue Bond of 1999 ( collectively, the "Prior 1999 Bonds") to finance the construction of improvements to the District's Sewer and Water System (the "Project"), the interest and principal of which are payable from the net revenues of the sewer and water system (the "System"); and

C. WHEREAS, the County Board of Morrison County (the "County") issued$4,930,000 originaLprincipal amount of General Obligation Utility Revenue Refunding Bonds, Series 2010A, dated February 1, 2010 (the "Prior 2010 Bonds", and together with the Prior 1999 Bonds, the "Prior Bonds"), to provide moneys to refund the Prior 1999 Bonds; and

D. WHEREAS, the outstanding Prior 2010 Bonds maturing on January 1, 2020 and thereafter (the "Outstanding Bonds") are callable on January 1, 2019, and on any date thereafter, at a price of par plus accrued interest, as provided in a resolution adopted by the County Board on January 19, 2010 (the "Prior 2010 Bonds Resolution''), authorizing the issuance of the Prior 2010 Bonds; and

E. WHEREAS, the District and the County Board deem desirable and in the best interests of the County and the District to call for redemption and prepayment all of the

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Outstanding Bonds on July 1, 2019 in accordance with the Prior 2010 Bonds Resolution in order to reduce the debt service costs; and

F. WHEREAS, the County Board has heretofore determined and declared that it is necessary and expedient to issue $3,285,000 General Obligation Utility Revenue Refunding Bonds, Series 2019A (the “Bonds”) of the County, pursuant to Minnesota Statutes, Chapters 116A and 475, to provide funds to current refund, on July 1, 2019, the Outstanding Bonds (the “Refunding”); and

G. WHEREAS, the County has retained David Drown Associates, in Minneapolis, Minnesota (“David Drown”), as its independent municipal advisor for the sale of the Bonds and was therefore authorized to sell the Bonds by private negotiation in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9) and proposals to purchase the Bonds have been solicited by David Drown; and

H. WHEREAS, it is in the best interests of the County that the Bonds be issued in book-entry form as hereinafter provided; and

NOW, THEREFORE, BE IT RESOLVED by the Board of the County of Morrison, Minnesota, as follows:

1. Acceptance of Offer. The offer of Northland Securities, Inc. (the “Purchaser”), to purchase the Bonds of the County (or individually, a “Bond”), in accordance with the terms and at the rates of interest hereinafter set forth, and to pay therefor the sum of $3,470,732.90, plus interest accrued to settlement, is hereby accepted.

2. Bond Terms. (a) Title; Original Issue Date; Denominations; Maturities. The Bonds shall be

titled “General Obligation Utility Revenue Refunding Bonds, Series 2019A”, shall be dated July 1, 2019, as the date of original issue and shall be issued forthwith on or after such date as fully registered bonds. The Bonds shall be numbered from R-1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the “Authorized Denominations”). The Bonds shall mature on January 1 in the years and amounts as follows:

Year Amount Year Amount

2020 $ 175,000 2027 $ 240,000 2021 190,000 2028 250,000 2022 200,000 2029 255,000 2023 200,000 2030 260,000 2024 215,000 2031 275,000 2025 225,000 2032 280,000 2026 230,000 2033 290,000

As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the foregoing

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principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s).

(b) Book Entry Only System. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the “Depository”) will act as securities depository for the Bonds, and to this end:

(i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the “Book Entry Only Period”), shall at all times be in the form of a separate single fully registered Bond for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond.

(ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Bond Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the “Nominee”).

(iii) With respect to the Bonds neither the County nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the “Participant”) or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the “Beneficial Owner”). Without limiting the immediately preceding sentence, neither the County, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Register Holder of any Bonds (the “Holder”). For purposes of securing the vote or consent of any Holder under this Resolution, the County may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy.

(iv) The County and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose

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whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to or upon the Holder of the Holders of the Bonds as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharge the County’s obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid.

(v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10 hereof, references to the Nominee hereunder shall refer to such new Nominee.

(vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or County, as the case may be, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book-entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository’s role as book-entry Depository for the Bonds, collectively hereinafter referred to as the “Letter of Representations”).

(vii) All transfers of beneficial ownership interests in each Bond issued in book-entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds.

(viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the County or Bond Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the County or the Bond Registrar may establish a special record date for such consent or other action. The County or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible.

(ix) Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency/bond registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations.

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(x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5 hereof, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed.

(c) Termination of Book-Entry Only System. Discontinuance of a particular Depository’s services and termination of the book-entry only system may be effected as follows:

(i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the County and discharging its responsibilities with respect thereto under applicable law. The County may terminate the services of the Depository with respect to the Bond if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book-entry transfers through the Depository is not in the best interests of the County or the Beneficial Owners.

(ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the County, is willing and able to assume such functions upon reasonable or customary terms, or if the County determines that it is in the best interests of the County or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10 hereof. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10 hereof, the Bonds will be delivered to the Beneficial Owners.

(iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10 hereof.

(d) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by reference and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control.

3. Purpose. The Bonds (together with other available funds, if any, appropriated in paragraph 15 hereof) shall provide funds to current refund the Outstanding Bonds. It is hereby found, determined and declared that the Refunding is pursuant to Minnesota Statutes, Section 475.67 and shall result in a reduction of debt service cost.

4. Interest. The Bonds shall bear interest payable semiannually on January 1 and July 1 of each year (each, an “Interest Payment Date”), commencing January 1, 2020, calculated

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on the basis of a 360-day year of twelve 30-day months, at the respective rates per annum set forth opposite the maturity years as follows:

Maturity Year

Interest Rate

Maturity Year

Interest Rate

2020 4.000% 2027 4.000% 2021 4.000 2028 3.000 2022 4.000 2029 3.000 2023 4.000 2030 3.000 2024 4.000 2031 3.000 2025 4.000 2032 3.000 2026 4.000 2033 3.000

5. Redemption. All Bonds maturing in the years 2028 through 2033, inclusive, shall

be subject to redemption and prepayment at the option of the County on January 1, 2027, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the maturities and the principal amounts within each maturity to be redeemed shall be determined by the County. If only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds prior to the date fixed for redemption.

To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the County or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the County and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in writing) and the County shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered.

6. Bond Registrar. Northland Trust Services, Inc., in Minneapolis, Minnesota is appointed to act as bond registrar and transfer agent with respect to the Bonds (the “Bond Registrar”), and shall do so unless and until a successor Bond Registrar is duly appointed, all

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pursuant to any contract the County and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and in paragraph 12 of this resolution.

7. Form of Bond. The Bonds, together with this Bond Registrar’s Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form:

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UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF MORRISON

R-__________ $____________

GENERAL OBLIGATION UTILITY REVENUE REFUNDING BOND, SERIES 2019A

INTEREST

RATE MATURITY

DATE DATE OF

ORIGINAL ISSUE CUSIP January 1, 20___ July 1, 2019

REGISTERED OWNER: CEDE & CO.

PRINCIPAL AMOUNT: ____________________________________ DOLLARS

KNOW ALL PERSONS BY THESE PRESENTS that the County of Morrison, Minnesota (the “Issuer”), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns in the manner hereinafter set forth, the principal amount specified above, unless called for earlier redemption, on the maturity date specified above, and to pay interest thereon semiannually on January 1 and July 1 of each year (each, an “Interest Payment Date”), commencing January 1, 2020, at the rate per annum specified above (calculated on the basis of a 360-day year of twelve 30-day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of Northland Trust Services, Inc., in Minneapolis, Minnesota (the “Bond Registrar”), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the “Holder” or “Bondholder”) on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the “Regular Record Date”). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the “Special Record Date”) fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any and interest on this Bond are payable in lawful money of the United States of America. So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution. Until

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termination of the book-entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its Nominee.

Optional Redemption. All Bonds of this issue (the “Bonds”) maturing in the years 2028 to 2033, inclusive, are subject to redemption and prepayment at the option of the Issuer on January 1, 2027, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the maturities and the principal amounts within each maturity to be redeemed shall be determined by the Issuer. If only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds prior to the date fixed for redemption.

Selection of Bonds for Redemption; Partial Redemption. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or his, her or its attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered.

Issuance; Purpose; General Obligation. This Bond is one of an issue in the total principal amount of $3,285,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, which Bond has been issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the Issuer on May 21, 2019 (the “Resolution”), for the purpose of providing funds to redeem on July 1, 2019, all of the outstanding maturities of $4,930,000 original principal amount of General Obligation Utility Revenue Refunding Bonds, Series 2010A, dated February 1, 2010, issued by the Issuer. This Bond is payable out of the General Obligation Utility Revenue Refunding Bonds, Series 2019A Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged.

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Denominations; Exchange; Resolution. The Bonds are issuable solely as fully registered bonds in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar.

Transfer. This Bond is transferable by the Holder in person or by his, her or its attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to “bearer” or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate.

Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds.

Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided herein with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary.

Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar.

Qualified Tax-Exempt Obligation. This Bond has been designated by the Issuer as a “qualified tax-exempt obligation” for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.

IT IS HEREBY CERTIFIED AND RECITED that this Bond is issued by authority of and in strict accordance with Minnesota Statutes, Sections 116A.01 to 116A.26, that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and on the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness.

IN WITNESS WHEREOF, the County of Morrison, Minnesota, by its County Board has caused this Bond to be executed on its behalf by the facsimile signatures of its Chair and its


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ABBREVIATIONS

The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations:

TEN COM - as tenants in common TEN ENT - as tenants by entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - _________________ as custodian for _________________

(Cust) (Minor) under the __________________________ Uniform Transfers to Minors Act

(State)

Additional abbreviations may also be used Though not in the above list.

______________________________________

ASSIGNMENT

For value received, the undersigned, hereby sells, assigns and transfers unto _______________________ the within Bond and does hereby irrevocably constitute and appoint _________________________ attorney to transfer the Bond on the books kept for registration thereof, with full power of substitution in the premises.

Date: _________________ __________________________________________ Notice: The assignor’s signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever.

Signature Guaranteed: ___________________________ NOTICE: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other “Eligible Guarantor Institution” as defined in 17 CFR 240.17 Ad-15(a)(2).

The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided.

Name and Address:

(Include information for all joint owners if the Bond is held by joint account.)

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PREPAYMENT SCHEDULE

This Bond has been prepaid in part on the date(s) and in the amount(s) as follows:

Date Amount Authorized Signature of Holder ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________ ___________ ____________ ______________________________________________

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8. Execution; Temporary Bonds. The Bonds shall be printed (or, at the request of the Purchaser, typewritten) and shall be executed on behalf of the County by the signatures of its Chair and County Administrator and be sealed with the seal of the County; provided, however, that the seal of the County may be a printed (or, at the request of the Purchaser, photocopied) facsimile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied) facsimiles and the seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The County may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds may be executed with photocopied facsimile signatures of the Chair and County Administrator. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and cancelled.

9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the County on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is July 1, 2019. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution.

10. Registration; Transfer; Exchange. The County will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided.

Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the County shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of “bearer” or similar designation.

At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon

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surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the County shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive.

All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the County.

All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the County evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer.

Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing.

The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds.

Transfers shall also be subject to reasonable regulations of the County contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. The Auditor is hereby authorized to negotiate and execute the terms of said agreement.

11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond.

12. Interest Payment; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the “Holder”) on the registration books of the County maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth (15th) day of the calendar month next preceding such Interest Payment Date (the “Regular Record Date”). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the “Special Record Date”) fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten (10) days prior to the Special Record Date.

13. Treatment of Registered Owner. The County and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12 above) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the County nor the Bond Registrar shall be affected by notice to the contrary.

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14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the Treasurer to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof.

15. Fund and Accounts.

(a) $3,435,000 of the proceeds of the Bonds shall be deposited in a Payment Account (the “Payment Account”), which amount, together with $0 of available funds of the District and deposited with the County on or before July 1, 2019, is sufficient to prepay the outstanding Prior Bonds on July 1, 2019.

(b) There is hereby created a special fund to be designated the “General Obligation Utility Revenue Refunding Bonds, Series 2019A Fund” (the “Fund”) to be administered and maintained by the County Administrator as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the County. The Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. There shall be maintained in the Fund two (2) separate accounts, to be designated the “Cost of Issuance Account” and “Debt Service Account”, respectively. In such records there shall be established and maintained accounts of the Fund for the purposes and in the amounts as follows:

(i) Cost of Issuance Account. There shall be deposited in the Cost of Issuance Account all of the remaining proceeds of the Bonds not otherwise deposited in the Payment Account as provided in paragraph 15(a) above, less accrued interest received thereon. Monies in the Cost of Issuance Account shall be used to pay the costs of issuing the Bonds. Any monies remaining in the Cost of Issuance Account after all costs of issuance have been paid or provided for shall be transferred to the Debt Service Account for the Bonds.

(ii) Debt Service Account. There is hereby pledged and there shall be credited to the Debt Service Account: (A) the net revenues received from the District in accordance with the Resolution of the District adopted May 21, 2019 in the amount required to pay the principal and interest on the Bonds when due; (B) all accrued interest received upon delivery of the Bonds; (C) all collections of taxes which may hereafter be levied in the event that net revenues and other funds herein pledged to the payment of the principal and interest of the Bonds of this issue are insufficient therefor; (D) all funds remaining in the Cost of Issuance Account after all costs of issuing the Bonds have been paid; (E) all funds remaining in the General Obligation Utility Revenue Refunding Bonds, Series 2010A Fund established for the Prior 2010 Bonds after the same has been paid and discharged; (F) all investment earnings on funds held in the Debt Service Account; and (G) any and all other moneys which are properly available and are appropriated by the governing body of the County to the Debt Service Account. The Debt Service Account shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the County hereafter issued by the County for the System and made payable from said account as provided by law.

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No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (1) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (2) in addition to the above in an amount not greater than the lesser of five percent (5%) of the proceeds of the Bonds or $100,000. To this effect, any proceeds of the Bonds and any sums from time to time held in the Fund (or any other County account which will be used to pay principal or interest to become due on the bonds payable therefrom) in excess of amounts which under then-applicable federal arbitrage regulations may be invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable “temporary periods” or “minor portion” made available under the federal arbitrage regulations. Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be “federally guaranteed” within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the “Code”).

16. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Bonds shall, to the extent permitted by law, cease. The County may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The County may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The County may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date.

17. Continuing Disclosure. The County is the sole obligated person with respect to the Bonds. The County hereby agrees, in accordance with the provisions of Rule 15c2-12 (the “Rule”), promulgated by the Securities and Exchange Commission (the “Commission”) pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the “Undertaking”) hereinafter described to:

(a) Provide or cause to be provided to the Municipal Securities Rulemaking Board (the “MSRB”) by filing at www.emma.msrb.org in accordance with the Rule, certain annual financial information and operating data in accordance with the

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Undertaking. The County reserves the right to modify from time to time the terms of the Undertaking as provided therein.

(b) Provide or cause to be provided, in a timely manner to the MSRB notice of the occurrence of certain material events with respect to the Bonds in accordance with the Undertaking.

(c) Provide or cause to be provided, in a timely manner to the MSRB notice of a failure by the County to provide the annual financial information with respect to the County described in the Undertaking.

(d) The County agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the County’s obligations under the covenants.

The Chair and County Administrator, or any other officer of the County authorized to act in their place (the “Officers”) are hereby authorized and directed to execute on behalf of the County the Undertaking in substantially the form presented to the County Board subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers.

18. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the County shall be and are hereby irrevocably pledged.

19. Prior Bonds; Security and Prepayment. Until retirement of the Prior 2010 Bonds, all provisions theretofore made for the security thereof shall be observed by the County and all of its officers and agents.

20. Redemption of Outstanding Bonds. The Secretary is hereby authorized and directed to give mailed notice of redemption prior to the Call Date to the paying agent for the Outstanding Bonds, in substantially the form attached hereto as Exhibit A and the Outstanding Bonds shall be redeemed and prepaid on the Call Date in accordance with the terms and conditions set forth in the Notice of Call for Redemption, which terms and conditions are hereby approved and incorporated herein by reference.

21. Supplemental Resolution. The Prior 2010 Bonds Resolution authorizing the issuance of the Prior 2010 Bonds is hereby supplemented to the extent necessary to give effect to the provisions hereof.

22. Records and Certificates. The officers of the County are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the County relating to the Bonds and to the financial condition and affairs of the County, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody

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and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the County as to the facts recited therein.

23. Negative Covenant as to Use of Proceeds and System. The County hereby covenants not to use the proceeds of the Bonds or to cause or permit the System to be used, or to enter into any deferred payment arrangements, in such a manner as to cause the Bonds to be “private activity bonds” within the meaning of Sections 103 and 141 through 150 of the Code.

24. Certificate of Registration. The Auditor is hereby directed to file a certified copy of this resolution in his or her Bond Register, together with such other information as he or she shall require, and to execute a certificate that the Bonds have been entered in his or her Bond Register.

25. Tax-Exempt Status of the Bonds; Rebate. The County shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small issuer exception amount of $5,000,000.

For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5,000,000 or less of bonds, the County hereby finds, determines and declares that:

(a) the Bonds are issued by a governmental unit with general taxing powers;

(b) no Bond is a private activity bond;

(c) ninety-five percent or more of the net proceeds of the Bonds are to be used for local governmental activities of the County (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the County); and

(d) the aggregate face amount of all tax exempt bonds (other than private activity bonds) issued by the County (and all subordinate entities thereof, and all entities treated as one issuer with the County) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(D) of the Code.

Furthermore:

(e) there shall not be taken into account for purposes of said $5,000,000 limit any bond issued to refund (other than to advance refund) any bond to the extent the amount of the refunding bond does not exceed the outstanding amount of the refunded bond;

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(f) the aggregate face amount of the Bonds does not exceed $5,000,000;

(g) each of the Outstanding Bonds was issued as part of an issue which was treated as meeting the rebate requirements by reason of the exception for governmental units issuing $5,000,000 or less of bonds;

(h) the average maturity of the Bonds does not exceed the average maturity of the Outstanding Bonds; and

(i) no part of the Bonds has a maturity date which is later than the date which is thirty years after the dates the Outstanding Bonds were issued.

26. Designation of Qualified Tax-Exempt Obligations. In order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, the County hereby makes the following factual statements and representations:

(a) the Bonds are issued after August 7, 1986;

(b) the Bonds are not "private activity bonds" as defined in Section 141 of the Code;

(c) the City hereby designates the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Code;

(d) the reasonably anticipated amount of tax-exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the County (and all entities treated as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the County) during this calendar year 2019 will not exceed $10,000,000;

(e) not more than $10,000,000 of obligations issued by the City during this calendar year 2019 have been designated for purposes of Section 265(b)(3) of the Code; and

(f) the aggregate face amount of the Bonds does not exceed $10,000,000.

Furthermore:

(g) each of the Outstanding Bonds was designated as a "qualified tax exempt obligation" for purposes of Section 265(b)(3) of the Code;

(h) the aggregate face amount of the Bonds does not exceed $10,000,000;

(i) the average maturity of the Bonds does not exceed the remaining average maturity of the Outstanding Bonds;

(j) no part of the Bonds has a maturity date which is later than the date which is thirty years after the date the Outstanding Bonds were issued; and

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(k) the Bonds are issued to refund, and not to "advance refund" the Prior Bonds within the meaning of Section 149(d)(5) of the Code, and shall not be taken into account under the $10,000,000 issuance limit to the extent the Bonds do not exceed the outstanding amount of the Prior Bonds.

The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph.

27. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution.

28. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof.

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EXHIBIT A

NOTICE OF CALL FOR REDEMPTION GENERAL OBLIGATION UTILITY REVENUE REFUNDING BONDS, SERIES 2019A

MORRISON COUNTY, MINNESOTA

NOTICE IS HEREBY GIVEN that by order of the Board of Commissioners of Morrison County, Minnesota, there have been called for redemption and prepayment on

July 1, 2019

those outstanding bonds of the County designated as General Obligation Utility Revenue Refunding Bonds, Series 2010A, dated as of February 1, 2010, having stated maturity dates or subject to mandatory redemption in the years 2020 through 2033, inclusive, and totaling $3,435,000 in principal amount and having CUSIP numbers listed below:

Year Amount CUSIP*

2020 $ 190,000 618386 FQ4 2021 200,000 618386 FR2 2022 205,000 618386 FS0 2023 210,000 618386 FT8 2024 220,000 618386 FU5 2025 230,000 618386 FV3 2026 235,000 618386 FW1 2027 245,000 618386 FX9 2028 255,000 618386 FY7 2029 265,000 618386 FZ4 2030 275,000 618386 GA8 2031 290,000 618386 GB6 2032 300,000 618386 GC4 2033 315,000 618386 GD2

The bonds are being called at a price of par plus accrued interest to July 1, 2019, on which date all interest on the bonds will cease to accrue. Holders of the bonds hereby called for redemption are requested to present their bonds for payment at the office of Northland Trust Services, Inc., 150 South Fifth Street, Suite 3300, Minneapolis, Minnesota 55402.

Dated: May 17, 2019 BY ORDER OF THE COUNTY BOARD

/s/Deb Gruber, Administrator

*The County shall not be responsible for the selection of or use of the CUSIP numbers, nor is any representation made as to their correctness indicated in the notice. They are included solely for the convenience of the holders.




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EXTRACT OF MINUTES OF A MEETING OF THE RICH PRAIRIE SEWER AND WATER DISTRICT

HELD: June 12, 2019

Pursuant to due call and notice thereof, a special meeting of the Board of Commissioners of the Rich Prairie Sewer and Water District, Morrison County, Minnesota in accordance with Minnesota Statutes, Section 116A.24, Subdivision 1, was duly held at ________________________, in _______________, on the 12th day of June, 2019, at ___ o’clock __.M.

The following members were present:

and the following were absent:

The matter of current refunding the outstanding General Obligation Utility Revenue Bonds, Series 2010A (the “Prior Bonds”), which provided for a refunding of the Rich Prairie Sewer and Water District’s (the “District”) General Obligation Sewer and Water Revenue Bonds of 1999, which were originally issued to finance improvements to the Rich Prairie Sewer and Water District’s Sewer and Water System (the “System”), through the issuance of $3,285,000 General Obligation Utility Revenue Refunding Bonds, Series 2019A (the “Bonds”) by Morrison County (the “County”), was discussed, and after discussion, member __________________________ introduced the following resolution and moved its adoption:

RESOLUTION CONCURRING IN THE ACTIONS OF

THE COUNTY BOARD OF THE COUNTY OF MORRISON IN PROVIDING FOR THE ISSUANCE OF

$3,285,000 GENERAL OBLIGATION UTILITY REVENUE REFUNDING BONDS, SERIES 2019A AND PLEDGING NET

REVENUES FOR THE PAYMENT THEREOF

WHEREAS, the County Board has adopted a resolution providing for the issuance of the Bonds to accomplish the refunding of the Prior Bonds (the “Resolution”), which Resolution is by reference incorporated in and made a part of this resolution to the same extent and with the same force and effect as if set out fully herein; and

WHEREAS, all of the Prior Bonds, maturing on January 1, 2020 and thereafter (the “Outstanding Bonds”), are subject to redemption and prepayment at the option of the County on January 1, 2019 and any date thereafter, at a price of par plus accrued interest as provided in the resolution of the County, dated January 26, 2010 (the “Prior Resolution”) authorizing the issuance of the Prior Bonds; and

WHEREAS, the County and the District deem it desirable and in their best interests to call for redemption and prepayment all of the Outstanding Bonds on July 1, 2019; and

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WHEREAS, until retirement of the Prior Bonds, all provisions theretofore made for the security thereof shall be observed by the District and all of its officers and agents; and

NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners of the Rich Prairie Sewer and Water District, Morrison County, Minnesota, that the District hereby concurs in the Resolution, and hereby covenants and agrees with the County that it will keep and enforce the following covenants and agreements:

(a) The District will continue to maintain and efficiently operate the System as a public utility and convenience and will cause all revenues therefrom to be deposited in a bank account and credited to an Operations Account hereinafter described and will make no expenditures from said account except for a duly authorized purpose and in accordance with this resolution.

(b) The District shall pay all sewer and water service and use charges imposed and collected by the District in an Operations Account. There will always be maintained in this account an amount sufficient to pay anticipated expenses of current operations, including necessary repairs of the sewer and water system of the District during the ensuing quarterly period. The balance will be deemed net revenues and will be transferred ten days prior to the scheduled principal and interest payments to the County for deposit in the County’s Debt Service Account established for the Bonds until there is credited thereto an amount equal to the amount of interest due on the next succeeding interest payment date and the amount of principal due on the next succeeding principal payment date on the Bonds.

(c) The District will impose and collect charges of the nature authorized by the Minnesota Statutes, Chapter 116A at the terms and in the amounts required to produce net revenues adequate to pay all principal and interest when due on the Bonds and to create and maintain such reserves as the District shall determine is necessary.

(d) The District will keep and maintain proper and adequate books of record and accounts separate from all other records of the District, in which will be complete and correct entries as to all transactions relating to the System and which will be open to inspection and copying by any bondholder, the bondholder’s agent or attorney, at any reasonable time, and it will furnish certified transcripts thereof upon request and upon payment of a reasonable fee therefor, and said accounts will be audited at least annually by a qualified public accountant, and statements of such audit and report will be furnished to the County when such audit is complete and shall be furnished any bondholders who request such statements and report.

(e) The District will cause all persons handling revenues of the System to be bonded in reasonable amounts for the protection of the District and the bondholders, and will cause the funds collected on account of the operation of the System to be

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deposited in a bank or banks whose deposits are guaranteed under the Federal Deposit Insurance law.

(f) The District will keep the System insured at all times against loss from risks customarily insured against, with an insurer or insurers in good standing, in such amounts as are customary for like system, to protect the bondholders, and the District from any loss due to such casualty and will apply the proceeds of such insurance to make good any such loss.

(g) The District and each and all of its officers will punctually perform all duties with reference to the System and as required by the laws of the State of Minnesota.

(h) The District will not issue bonds payable from the net revenue of the System without obtaining the consent of the County prior to the issuance of such bonds, unless the pledge of net revenues is on a subordinate basis.

(i) The District hereby covenants not to cause or permit the System to be used, or to enter into any deferred payment arrangements, in such a manner as to cause the Bonds to be “private activity bonds” within the meaning of Section 103 and 141 through 150 of the Code.

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The motion for the adoption of the foregoing resolution was seconded by member _______________________________ and, after full discussion thereof and upon a vote being taken therein, the following voted in favor thereof:

and the following voted against the same:

Whereupon said resolution was declared duly passed and adopted.

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STATE OF MINNESOTA

COUNTY OF MORRISON

RICH PRAIRIE SEWER AND WATER DISTRICT

I, the undersigned, being the duly qualified and acting Secretary of the Rich Prairie Sewer

and Water District, Morrison County, Minnesota, DO HEREBY CERTIFY that I have carefully

compared the attached and foregoing extract of minutes of a meeting of the Board of

Commissioners, duly called and held on the date therein indicated, with the original thereof on

file and of record in my office and that the same is a full, true and complete transcript insofar as

the same relates to the issuance by the County of Morrison, Minnesota, of its $3,285,000 General

Obligation Utility Revenue Refunding Bonds, Series 2019A.

WITNESS my hand as such Secretary this 12th day of June, 2019.

_______________________________________ Secretary Rich Prairie Sewer and Water District