PRILIMINARY OFFIC STATEMENT 11-15-2001 44.

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following words and terms as used herein will have the following meanings unless the context or use clearly indicates another or different meaning or intent. "Act" means the Minnesota Statutes, Chapter 462C, as in effect on the Date of Issuance or as otherwise applicable to any Series of Bonds. "Additional Bonds"means any bonds issued in compliance with the terms of Section 2.09 of the Indenture and secured by the Indenture. "Affiliate" means with respect to any person, any second person who controls, is controlled by or is under common control with the firs person, directly or indirectly (including through one or more intermediaries). "Assignment of TIF Note"means the assignment of the Tax Increment Note from the Borrower to the Trustee. "Authorized Borrower Representative" means any person at the time designated to act on behalf of the Borrower by written certificate furnished to the City and the Trustee, containing the specimen signature of such person and signed by the Chief Manager of the Borrower. Such Certificate may designate an alternate or alternates. "Authorized City Representative" means the person at the time designated to act on behalf of the City by written certificate furnished to the Borrower and Trustee containing the specimen signature of such person and signed on behalf of the City by its Mayor or its City Administrator. Such certificate may designate an alternate or alternates. "Authorized Denomination"means,(i)in the case of Series 2001 Bonds,any multiple of$5,000,and(ii)in the case of any Additional Bonds of any Series,the amounts designated as Authorized Denominations in any Supplemental Indenture for the Additional Bonds. "Average Annual Debt Service"means the average of the aggregate annual payments of principal of and interest on all outstanding Bonds of any or all Series(in all years in which principal on outstanding Bonds is due by maturity or sinking fund redemption)in the current and anv future calendar year, but excluding from such calculation for each year in which a Senior Bond finally matures, any amount of the Debt Service Reserve Fund anticipated on the Date of Issuance of the Series to be applied to the payment of principal of or interest on the Series at its maturity. "Balloon Indebtedness" shall have the meaning set forth in Section 6.18 of the Loan Agreement. "Beneficial Owner"means with respect to any Series of Bonds while in Book-Entry Form, each person who beneficially owns such Bond(s) and on whose behalf, directly or indirectly, such Bond is held by the Depository pursuant to a Book-Entry System.