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• <br />• <br />E. WHEREAS, it is in the best interests of the City that the Bonds be issued in book - <br />entry form as hereinafter provided; and <br />NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Ramsey, <br />Minnesota, as follows: <br />1 Acceptance of Offer. The offer of Juran and Moody, a division of Miller <br />Johnson Steichen Kinnard, Inc., (the "Purchaser "), to purchase the Bonds in accordance with the <br />terms and the rates of interest hereinafter set forth, and to pay therefor the sum of <br />$ , plus interest accrued to settlement, is hereby accepted. <br />2. Bond Terms. <br />(a) Title; Original Issue Date Denominations; Maturities; Term Bond Option. The <br />Bonds shall be dated November 1, 2001, as the date of original issue and shall be issued <br />forthwith on or after such date as fully registered bonds. The Bonds shall be numbered from R -1 <br />upward in the denomination of $5,000 each or in any integral multiple thereof of a single <br />maturity (the "Authorized Denominations "). The Bonds shall mature on December 15 in the <br />years and amounts as follows: <br />Year Amount <br />2002 $625,000 <br />2003 275,000 <br />2004 240,000 <br />2005 80,000 <br />As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory <br />sinking fund redemption and final maturity amounts conforming to the foregoing principal <br />repayment schedule, and corresponding additions may be made to the provisions of the <br />applicable Bond(s). <br />(b) Book Entry Only System. The Depository Trust Company, a limited purpose <br />trust company organized under the laws of the State of New York or any of its successors or its <br />successors to its functions hereunder (the "Depository ") will act as securities depository for the <br />Bonds, and to this end: <br />(i) The Bonds shall be initially issued and, so long as they remain in book <br />entry form only (the "Book Entry Only Period "), shall at all times be in the form of a <br />separate single fully registered Bond for each maturity of the Bonds; and for purposes of <br />complying with this requirement under paragraphs 5 and 10 Authorized Denominations <br />for any Bond shall be deemed to be limited during the Book Entry Only Period to the <br />outstanding principal amount of that Bond. <br />(ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond <br />register maintained by the Bond Registrar (as hereinafter defined) in the name of CEDE <br />& CO., as the nominee (it or any nominee of the existing or a successor Depository, the <br />"Nominee "). <br />1346081v1 2 <br />