BETWEEN CITY OF MAPLE GROVE, MINNESOTA AND. U.S. BANK NATIONAL ASSOCIATION, as Bond Trustee. Dated as of May 1, 2017

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1 DRAFT: 3/30/2017 BETWEEN CITY OF MAPLE GROVE, MINNESOTA AND U.S. BANK NATIONAL ASSOCIATION, as Bond Trustee Dated as of May 1, 2017 $ City of Maple Grove, Minnesota Health Care Facilities Revenue Refunding Bonds (Maple Grove Hospital Corporation) Series 2017

2 TABLE OF CONTENTS PARTIES... 1 RECITALS... 1 GRANTING CLAUSES... 3 ARTICLE I DEFINITIONS... 5 ARTICLE II THE SERIES 2017 BONDS Section 201. Authorized Amount of Series 2017 Bonds Section 202. Issuance of Series 2017 Bonds Section 203. Execution; Limited Obligation; No Liability of State Section 204. Authentication Section 205. Form of Series 2017 Bonds and Temporary Series 2017 Bonds Section 206. Delivery of Series 2017 Bonds Section 207. Mutilated, Lost, Stolen or Destroyed Series 2017 Bonds Section 208. Transfer and Exchange of Series 2017 Bonds; Persons Treated as Owners Section 209. Book-Entry Only System for the Series 2017 Bonds Section 210. Successor Securities Depository; Transfers Outside Book-Entry Only System Section 211. Payments and Notices to Cede & Co ARTICLE III APPLICATION OF BOND PROCEEDS AND REQUIRED FUND DEPOSITS Section 301. Deposit of Funds Section 302. Expense Fund ARTICLE IV REVENUE AND FUNDS Section 401. Source of Payment of Series 2017 Bonds Section 402. Revenue Fund Section 403. Interest Fund Section 404. Bond Sinking Fund Section 405. [Intentionally Omitted] Section 406. Redemption Fund Section 407. Investment of Funds Section 408. [Intentionally Omitted Section 409. Trust Funds Section 410. Excluded Funds ARTICLE V REDEMPTION OF SERIES 2017 BONDS Section 501. Redemption Dates and Prices Section 502. Bond Sinking Fund Deposits Mandatory Deposits Section 503. Notice of Redemption Section 504. Cancellation Page i

3 ARTICLE VI GENERAL COVENANTS Section 601. Payment of Principal, Premium, if any, and Interest Section 602. Performance of Covenants; Legal Authorization Section 603. Ownership; Instruments of Further Assurance Section 604. Recording and Filing Section 605. Books and Records Section 606. List of Bondholders Section 607. Rights Under the Loan Agreement; Bond Trustee as Holder of Series 2017A Note Section 608. Designation of Additional Paying Agents Section 609. Arbitrage; Compliance with Tax Exemption Agreement ARTICLE VII REMEDIES Section 701. Extension of Payment; Penalty Section 702. Events of Default Section 703. Acceleration Section 704. Remedies; Rights of Series 2017 Bondholders Section 705. Direction of Proceedings by Holders Section 706. Appointment of Receivers Section 707. Application of Money Section 708. Remedies Vested in Bond Trustee Section 709. Rights and Remedies of Bondholders Section 710. Termination of Proceedings Section 711. Waiver of Events of Default Section 712. Corporation s Rights of Possession and Use of Property Section 713. Waiver of Redemption; Effect of Sale of Trust Estate Section 714 Notice of Default; Endorsement of Series 2017A Note ARTICLE VIII THE BOND TRUSTEE Section 801. Acceptance of the Trusts Section 802. Fees, Charges and Expenses of Bond Trustee and any Additional Paying Agent Section 803. Notice to the Issuer and Bondholders if Default Occurs Section 804. Intervention by Bond Trustee Section 805. Successor Bond Trustee Section 806. Bond Trustee Required; Eligibility Section 807. Resignation by the Bond Trustee Section 808. Removal of the Bond Trustee Section 809. Appointment of Successor Bond Trustee by the Bondholders; Temporary Bond Trustee Section 810. Concerning Any Successor Bond Trustees Section 811. Bond Trustee Protected in Relying Upon Resolution, Etc Section 812. Successor Bond Trustee as Bond Trustee of Funds, Paying Agent and Bond Registrar Section 813. Paying Agents; Appointment and Acceptance of Duties; Removal ii

4 ARTICLE IX SUPPLEMENTAL INDENTURES Section 901. Supplemental Indentures Not Requiring Consent of Bondholders Section 902. Supplemental Indentures Requiring Consent of Bondholders ARTICLE X AMENDMENTS TO THE LOAN AGREEMENT AND GUARANTIES Section Amendments to the Loan Agreement, Series 2017A Note, Guaranties and Guarantor Notes Not Requiring Consent Section Amendments to the Loan Agreement, Series 2017A Note, Guaranties and Guarantor Notes Requiring Consent of Bondholders Section No Amendment May Alter Series 2017A Note ARTICLE XI SATISFACTION OF THE BOND INDENTURE Section Defeasance Section Liability of Issuer Discharged Section Provision for Payment of a Portion of the Series 2017 Bonds Section When Refunding is Not Permitted Section Redemption After Satisfaction of Bond Indenture ARTICLE XII INTENTIONALLY OMITTED ARTICLE XIII MANNER OF EVIDENCING OWNERSHIP OF SERIES 2017 BONDS Section Proof of Ownership ARTICLE XIV MISCELLANEOUS Section Limitation of Rights Section Unclaimed Moneys Section Severability Section Notices Section Additional Notices to Rating Agency Section Counterparts Section Applicable Law Section Immunity of Officers, Employees and Members of Authority TESTIMONIUM SIGNATURES EXHIBITS Exhibit A Form of Bonds iii

5 This Bond Trust Indenture (the Bond Indenture ), dated as of May 1, 2017, between the City of Maple Grove, Minnesota, a municipal corporation and political subdivision organized and existing under the Constitution and laws of the State of Minnesota (the Issuer ), and U.S. Bank National Association, a national banking institution, as trustee (the Bond Trustee ) duly established, existing and authorized to accept and execute trusts of the character herein set out under and by virtue of the laws of the United States of America, with its principal corporate trust office located in St. Paul, Minnesota; WITNESSETH: WHEREAS, the Issuer is a municipal corporation and political subdivision of the State of Minnesota (the State ) organized and existing under the Constitution and laws of the State; and WHEREAS, the Issuer is authorized and empowered by the provisions of the Minnesota Statutes, Sections , as amended (the Act ), to issue revenue bonds to finance, in whole or in part, the cost of acquisition, construction, reconstruction, improvement, betterment, or extension of any properties, real or personal, used or useful in connection with a revenue producing enterprise, whether or not operated for profit, engaged in providing health care services, including, without limitation, hospitals and related medical facilities; and WHEREAS, the Issuer is authorized and empowered to enter into a revenue agreement (as defined in the Act) with any private corporation in such manner that payments required thereby to be made by such corporation shall be determined so as to produce income and revenue sufficient to provide for the prompt payment of the principal of, premium, if any, and interest on such revenue bonds when due; and WHEREAS, Maple Grove Hospital Corporation, a Minnesota nonprofit corporation (the Corporation ), has requested that the Issuer issue its Health Care Facilities Revenue Refunding Bonds (Maple Grove Hospital Corporation), Series 2017 (the Series 2017 Bonds ), in the original aggregate principal amount of $, and loan the proceeds derived from the sale of the Series 2017 Bonds to the Corporation pursuant to the terms a Loan Agreement, dated as of May 1, 2017 (the Loan Agreement ) between the Corporation and the Issuer, the proceeds of such loan to be applied to refund in advance of maturity the Issuer s outstanding Health Care Facilities Revenue Bonds (Maple Grove Hospital Corporation), Series 2007 (the Refunded Bonds ), originally issued to finance a portion of the cost of construction and equipping of a 90-bed hospital (the Project ) located on property legally described as Unit 3, Common Interest Community No. 1687, The Grove Medical Center Condominium, Hennepin, County, Minnesota, in the City of Maple Grove (the Land ); and WHEREAS, the obligation of the Corporation to repay the loan made pursuant to the Loan Agreement is evidenced and secured by the Series 2017A Note, dated as of May 1, 2017 (the Series 2017A Note ), issued pursuant to the Master Trust Indenture, dated as of May 1, 2017 (the Master Indenture ), between the Corporation and U.S. Bank National Association, as master trustee (the Master Trustee ), as the same may be supplemented and amended from time to time; and 1

6 WHEREAS, pursuant to the Master Trust Indenture and the Series 2017A Note, the Obligated Group (as defined in the Master Trust Indenture) will covenant to make payments on the Series 2017A Note at such times and in such amounts (including principal, interest and premium, if any), so as to provide for payment of the principal of, premium, if any, and interest on the Series 2017 Bonds outstanding under this Bond Indenture; and WHEREAS, the execution and delivery of this Bond Indenture and the issuance of the Series 2017 Bonds under the Act have been in all respects duly and validly authorized by resolutions duly adopted by the City Council of the Issuer; and WHEREAS, the Series 2017 Bonds and the Bond Trustee s certificate of authentication to be endorsed thereon are to be in substantially the form set forth as EXHIBIT A hereto, with necessary and appropriate variations, omissions and insertions as permitted or required by this Bond Indenture; and WHEREAS, all things necessary to make the Series 2017 Bonds, when authenticated by the Bond Trustee and issued as in this Bond Indenture provided, the valid, binding and legal obligations of the Issuer according to the import thereof, and to constitute this Bond Indenture a valid assignment and pledge of the payments and prepayments upon the Series 2017A Note to be applied to the payment of the principal of, premium, if any, and interest on the Series 2017 Bonds and a valid assignment of the right, title and interest of the Issuer under the Loan Agreement and amounts payable to the Issuer under the Loan Agreement (except Unassigned Rights, as hereinafter defined), have been done and performed, and the creation, execution and delivery of this Bond Indenture, and the creation, execution and issuance of the Series 2017 Bonds, subject to the terms hereof, have in all respects been duly authorized; Now, therefore, this Bond Indenture witnesseth: That the Issuer, in consideration of the premises and of the purchase of the Series 2017 Bonds and of other good and lawful consideration, the receipt of which is hereby acknowledged, and to secure the payment of the principal of, premium, if any, and interest on the Series 2017 Bonds and the performance and observance of all of the covenants and conditions herein or therein contained, has executed and delivered this Bond Indenture and has conveyed, granted, assigned, transferred, pledged, set over and confirmed and granted a security interest in and by these presents does hereby convey, grant, assign, transfer, pledge, set over and confirm and grant a security interest in, unto the Bond Trustee, its successor or successors and its or their assigns forever, with power of sale, all and singular the property, real and personal, hereinafter described (said property being herein sometimes referred to as the trust estate ), to wit: GRANTING CLAUSES Division I All right, title and interest of the Issuer in and to the Funds created hereunder and all amounts held therein, including investment earnings; 2

7 Division II All right, title and interest of the Issuer in and to the Series 2017A Note pledged and assigned hereunder for the payment of the Series 2017 Bonds and all sums payable in respect of the indebtedness evidenced thereby; Division III All right, title and interest of the Issuer in and to the Loan Agreement and the amounts payable to the Issuer under the Loan Agreement (excluding Unassigned Rights); Division IV All right, title and interest of the Issuer in and to the Guaranties and the related Guarantor Notes, and the amounts payable to the Issuer thereunder; Division V Any and all other property of every kind and nature from time to time hereafter, by delivery or by writing of any kind, conveyed, pledged, assigned or transferred as and for additional security hereunder by the Issuer, the Corporation or any other Member of the Obligated Group or by anyone on their behalf to the Bond Trustee, including without limitation any funds held by the Bond Trustee in any of the funds established hereunder as security for the Series 2017 Bonds; Excepted Property There is, however, expressly excepted and excluded from the trust estate money held by the Bond Trustee in the Rebate Fund established pursuant to the Tax Exemption Agreement or held in accounts to pay for Bonds called for redemption or with respect to which irrevocable instructions to redeem have been given to the Bond Trustee; TO HAVE AND TO HOLD, all and singular, the properties and the rights and privileges hereby conveyed, assigned and pledged by the Issuer or intended so to be, unto the Bond Trustee and its successors and assigns forever, in trust, nevertheless, with power of sale for the equal and pro rata benefit and security of each and every owner of the Series 2017 Bonds issued and to be issued hereunder, without preference, priority or distinction as to participation in the lien, benefit and protection hereof of one Bond over or from the others, by reason of priority in the issue or negotiation or maturity thereof, or for any other reason whatsoever, except as herein otherwise expressly provided, so that each and all of such Bonds shall have the same right, lien and privilege under this Bond Indenture and shall be equally secured hereby with the same effect as if the same had all been made, issued and negotiated simultaneously with the delivery hereof and were expressed to mature on one and the same date; PROVIDED, NEVERTHELESS, and these presents are upon the express condition that if the Issuer or its successors or assigns shall well and truly pay or cause to be paid the principal of the Series 2017 Bonds with interest according to the provisions set forth in such Bonds and each of them or shall provide for the payment or redemption of such Bonds by depositing or causing to 3

8 be deposited with the Bond Trustee the entire amount of funds or securities required for payment or redemption thereof when and as authorized by the provisions hereof, and shall also pay or cause to be paid all other sums payable hereunder by the Issuer, then these presents and the estate and rights hereby granted shall cease, determine and become void, and thereupon the Bond Trustee, on payment of its lawful charges and disbursements then unpaid, on demand of the Issuer and upon the payment of the costs and expenses thereof, shall duly execute, acknowledge and deliver to the Issuer such instruments of satisfaction or release as may be necessary or proper to discharge this Bond Indenture, including if appropriate any required discharge of record, and if necessary shall grant, reassign and deliver to the Issuer, its successors or assigns, all and singular the property, rights, privileges and interests by it hereby granted, conveyed and assigned, and all substitutes therefor, or any part thereof, not previously disposed of or released as herein provided; otherwise this Bond Indenture shall be and remain in full force. AND IT IS HEREBY COVENANTED, DECLARED AND AGREED by and between the parties hereto that all Series 2017 Bonds are to be issued, authenticated and delivered, and that all the trust estate is to be held and applied, subject to the further covenants, conditions, releases, uses and trusts hereinafter set forth, and the Issuer, for itself and its successors, does hereby covenant and agree to and with the Bond Trustee and its respective successors in said trust, for the benefit of those who shall own the Series 2017 Bonds, or any of them, as follows: 4

9 ARTICLE I Definitions To the extent not defined herein, the terms used in this Bond Indenture have the same meanings as set forth in the Master Indenture. In addition to the words and terms elsewhere defined in this Bond Indenture (including in Exhibit B hereto), the following words and terms as used in this Bond Indenture shall have the following meanings unless the context or use indicates another or different meaning or intent: Act means Minnesota Statutes, Sections to , as amended. Authorized Denomination means $5,000 and integral multiples thereof. Bond Counsel means any nationally recognized municipal bond counsel approved by the Issuer and acceptable to the Corporation. Bond Financed Property means all real and personal property to be financed or refinanced or for the financing of which the Corporation was or is to be reimbursed, in whole or in part, directly or indirectly out of the proceeds of the Refunded Bonds. Bond Indenture means this Bond Trust Indenture dated as of May 1, 2017, including the Exhibits hereto, from the Issuer to the Bond Trustee, as it may from time to time be amended or supplemented. Bond Register means the registration books of the Issuer kept by the Bond Trustee to evidence the registration and transfer of Series 2017 Bonds. Bond Registrar means the Bond Trustee, as keeper of the Bond Register. Bond Trustee means U.S. Bank National Association, or any successor trustee under the Bond Indenture. Bondholder, Series 2017 Bondholder, holder and owner of the Bonds means any registered owner of any Series 2017 Bond. Bonds means the Series 2017 Bonds. Business Day means a day which is not (a) a Saturday, Sunday or legal holiday on which banking institutions in the State of Minnesota or the State of New York are authorized by law to close or (b) a day on which the New York Stock Exchange is closed. Closing Date means May, 2017, the date of the initial issuance and delivery of the Series 2017 Bonds. Code means the Internal Revenue Code of 1986, as amended. Each reference to a Section of the Code herein shall be deemed to include the United States Treasury Regulations, 5

10 including temporary and proposed regulations relating to such Section which are applicable to the Series 2017 Bonds or the use of the proceeds thereof. Continuing Disclosure Agreement means the Continuing Disclosure Undertaking of the Corporation dated as of May 1, Corporation means Maple Grove Hospital Corporation, a Minnesota nonprofit corporation, and its successors and assigns and any surviving, resulting or transferee corporation. Counsel means an attorney duly admitted to practice law before the highest court of any state and, without limitation, may include independent or in-house legal counsel for the Corporation, any other Obligated Group Member, the Issuer, the Master Trustee or the Bond Trustee. Defaulted Interest means interest on any Series 2017 Bond which is payable but not duly paid on the date due. DTC means The Depository Trust Company. DTC Participant means those broker dealers, banks and other financial institutions reflected on the books of DTC. Facilities shall have the meaning set forth in the Master Indenture. Fairview MTI means the Master Trust Indenture dated as of, 2015 among Fairview Health Services, the other members of the obligated group thereunder and U.S. Bank National Association, as supplemented and amended. Fitch means Fitch, Inc., its successors and assigns, and, if such corporation shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, Fitch shall be deemed to refer to any other nationally recognized securities rating agency which has been designated by the Issuer by notice to the Bond Trustee and the Corporation. Governing Body means the board of directors, the board of trustees or similar group in which the right to exercise the powers of corporate directors or trustees is vested. Government Obligations means (a) United States Government Obligations or (b) evidences of a direct ownership in future interest or principal payments on United States Government Obligations, which United States Government Obligations are held in book-entry form on the books of the Department of the Treasury. Guaranties means, collectively, the Guaranty dated as of May 1, 2017 from North Memorial Health Care to the Issuer and the Guaranty dated as of May 1, 2017 from Fairview Health Services to the Issuer. Guarantor Notes means, collectively, the Note dated as of May 1, 2017 from North Memorial Health Care to the Issuer and the Note dated as of May 1, 2017 from Fairview Health Services to the Issuer. 6

11 Guarantors means, collectively, North Memorial Health Care and Fairview Health Services. Immediate Notice means notice by telephone, telex or telecopier to such telephone number, telex number or telecopier number as the addressee shall have directed in writing, promptly followed by written notice by first class mail postage prepaid to such address as the addressee shall have directed in writing; provided, however, that if any Person required to give an Immediate Notice shall not have been provided with the necessary information as to telephone or telecopier number of an addressee, Immediate Notice shall mean written notice by first class mail, postage prepaid. Independent Counsel means an attorney duly admitted to practice law before the highest court of any state and, without limitation, may include independent legal counsel for the Corporation, any other Member, the Issuer, the Master Trustee or the Bond Trustee. Indirect Participant means a person on behalf of whom a DTC Participant directly or indirectly holds an interest in the Series 2017 Bonds Interest Payment Date means each May 1 and November 1, commencing November 1, Issuer means the City of Maple Grove, Minnesota, a municipal corporation and political subdivision created and existing under the Constitution and laws of the State, and its successors and assigns. Land means the real property legally described as Unit 3, Common Interest Community No. 1687, The Grove Medical Center Condominium, Hennepin County, Minnesota. Loan Agreement means the Loan Agreement, dated as of May 1, 2017, between the Corporation and the Issuer relating to the Series 2017 Bonds, as it may from time to time to time be amended or supplemented. Master Indenture means the Master Trust Indenture, dated as of May 1, 2017, between the Corporation and the Master Trustee, as the same may be supplemented and amended from time to time. Master Trustee means U.S. Bank National Association, as master trustee or any successor trustee under the Master Indenture. Maturity Date means, with respect to any Bond, the scheduled date for payment of principal thereof, without regard to any earlier date of redemption. Member or Obligated Group Member means the Corporation and any other person who has executed an Obligated Group Agreement (as defined in the Master Indenture) in accordance with the terms of Section 4.4 of the Master Indenture. Moody s means Moody s Investors Service, Inc., a corporation organized and existing under the laws of the State of Delaware, its successors and assigns, and, if such corporation shall 7

12 be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, Moody s shall be deemed to refer to any other nationally recognized securities rating agency which has been designated by the Issuer by notice to the Bond Trustee and the Corporation. North Memorial MTI means the Master Trust Indenture dated as of June 15, 1993, between North Memorial Health Care and U.S. Bank National Association, as supplemented and amended. Obligated Group Bond means any Bond which is registered in the name of an Obligated Group Member. Officer s Certificate means a certificate signed, in the case of a certificate delivered by a corporation, by the president, any vice president or any other officer authorized to sign by resolution of the Governing Body of such corporation or, in the case of a certificate delivered by any other Person, the chief executive or chief financial officer of such other Person, in either case whose authority to execute such Certificate shall be evidenced to the satisfaction of the Bond Trustee. Official Statement means the Official Statement, dated, 2017, prepared in connection with the issuance and sale of the Series 2017 Bonds. Opinion of Bond Counsel means a written opinion of Bond Counsel, which opinion may be based on a ruling or rulings of the Internal Revenue Service the substance of which is set forth in the Section of this Bond Indenture requiring the delivery of such opinion. Outstanding Series 2017 Bonds or Series 2017 Bonds outstanding means all Series 2017 Bonds which have been duly authenticated and delivered by the Bond Trustee under the Bond Indenture, except: (a) Series 2017 Bonds canceled after purchase in the open market or because of payment at or redemption prior to maturity; (b) Series 2017 Bonds for the payment or redemption of which cash or Government Obligations shall have been theretofore deposited with the Bond Trustee (whether upon or prior to the maturity or redemption date of any such Series 2017 Bonds) in accordance with Article XI of the Bond Indenture; provided that if such Series 2017 Bonds are to be redeemed prior to the maturity thereof, notice of such redemption shall have been given or arrangements satisfactory to the Bond Trustee shall have been made therefor, or waiver of such notice satisfactory in form to the Bond Trustee shall have been filed with the Bond Trustee; (c) Series 2017 Bonds in lieu of which others have been authenticated under Section 207 or 208 of the Bond Indenture; (d) for the purpose of all consents, approvals, waivers and notices required to be obtained or given hereunder, Series 2017 Bonds held or owned by the Corporation or any other Member or any person controlling, controlled by or under common control with the Corporation or any Member to the extent provided in Section 1303 hereof. 8

13 Paying Agent means the bank or banks, if any, designated pursuant to the Bond Indenture to receive and disburse the principal of and interest on the Series 2017 Bonds. Person means any natural person, firm, joint venture, association, partnership, business trust, corporation, limited liability company, public body, agency or political subdivision thereof or any other similar entity. Project means all Bond Financed Property of the Corporation financed with the proceeds of the Refunded Bonds. Purchase Contract means the Bond Purchase Agreement, dated, 2017, between Piper Jaffray & Co., the Issuer, and the Corporation, providing for the sale of the Series 2017 Bonds. Prior Indenture means the Bond Trust Indenture dated as of May 1, 2007, between the Issuer and U.S. Bank National Association, as successor to Wells Fargo Bank, National Association. Qualified Investments means dollar denominated investments in any of the following: (a) Government Obligations; (b) Direct obligations of the following agencies or instrumentalities of the United States of America and obligations on which the timely payment of principal and interest is fully guaranteed by any such agency or instrumentality provided such obligations are backed by the full faith and credit of the United States of America: (1) direct obligations or fully guaranteed certificates of beneficial ownership of the United States Export-Import Bank, (2) certificates of beneficial ownership of the Farm Credit System Financial Assistance Corporation, (3) certificates of beneficial ownership of the Rural Economic Community Development Administration (formerly Farmers Home Administration), (4) participation certificates of the General Services Administration, (5) guaranteed Title XI financing obligations of the United States Maritime Administration, (6) obligations of the Small Business Administration (7) guaranteed mortgage-backed bonds or guaranteed pass-through obligations of the Government National Mortgage Association, (8) project notes or local authority bonds of the United States Department of Housing and Urban Development; (c) Senior debt obligations rated AAA by Standards & Poor s and Aaa by Moody s issued by the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation. (d) Certificates of deposit, time deposits or other direct, unsecured debt obligations of any bank (including without limitation the Master Trustee or the Bond Trustee), trust company or savings and loan association if all of its short term certificate of deposit on the date of purchase are rated A-1 or A-1+ by Standard & Poor s and P-1 by Moody s and mature no more than 360 days after the date of purchase, or which certificates of deposit, time deposits or obligations are fully secured by a security interest in obligations described in clauses (a) or (b) of this definition; provided, however, that if 9

14 such certificates of deposit, time deposits or obligations are so secured (1) the Bond Trustee for whose benefit such investments have been acquired or the Master Trustee, as the case may be, shall have a perfected first security interest in the obligations securing such certificates of deposit, time deposits or obligations, (2) the Bond Trustee or the Master Trustee shall hold or shall have the option to appoint an intermediary bank, trust company or savings and loan association as its agent to hold the obligations securing such certificates of deposit or time deposits, and (3) the Bond Trustee, the Master Trustee or its appointed agent shall hold such obligations free and clear of the liens or claims of third parties; (e) Securities of the type described in clauses (a) or (b) above purchased under agreements to resell such securities to any registered broker/dealer subject to the Securities Investors Protection Corporation jurisdiction or any commercial bank, if such broker-dealer s or bank s uninsured, unsecured and unguaranteed obligations which are rated by a Rating Agency and are rated by such Rating Agency in one of the two highest rating categories assigned by such Agency (without regard to any refinement or gradation of rating category by numerical modifier or otherwise), and provided: (i) a master repurchase agreement or specific written repurchase agreement governs the transaction; (ii) the repurchase agreement has a term of thirty (30) days or less, or the Bond Trustee or the Master Trustee is required thereunder to value the collateral securities no less frequently than monthly and to liquidate or cause the custodian to liquidate the collateral securities if any deficiency in the required collateral percentage is not restored within two Business Days of such valuation; (iii) the fair market value of the securities in relation to the amount of the repurchase obligation, including principal and interest, is equal to at least 100%; and either (iv)(a) the securities are held by the Bond Trustee or the Master Trustee free and clear of any lien or claims of a third party, or (iv)(b)(w) the securities are held by an independent third party acting solely as agent for the Bond Trustee or the Master Trustee free and clear of any lien or claims of a third party (other than as agent hereinafter described, (x) such agent is a Federal Reserve Bank, or a bank which is a member of the Federal Deposit Insurance Corporation and which bank has combined capital, surplus and undivided profits of not less than $50,000,000, (y) the Bond Trustee or the Master Trustee, as the case may be, shall have received written confirmation from such agent that it holds such securities, free and clear of any lien or claim, as agent for the Bond Trustee or the Master Trustee and (z) a perfected first security interest under the Uniform Commercial Code, or book entry procedures prescribed at 31 CFR et seq. or 31 CFR et. seq. in such securities is created for the benefit of the Bond Trustee or the Master Trustee, as the case may be; (f) Investment agreements with banks which meet the rating criteria set forth in (e) above or investment agreements with non-bank financial institutions (i) all of the unsecured, direct long-term debt of such non-bank financial institution which is rated by a Rating Agency is rated by such Rating Agency in one of the three highest rating categories (without regard to any refinement or gradation of rating category by numerical modifier or otherwise) assigned by such Agency for obligations of that nature; or (ii) if such non-bank financial institutions have no such outstanding long-term debt which is rated, all of the short-term debt of which is rated by a Rating Agency is rated by such Rating Agency in the highest rating category (without regard to any refinement or 10

15 gradation of rating category by numerical modifier or otherwise) assigned to short-term indebtedness by such Agency, or (iii) the obligations of such non-bank financial institution are guaranteed by an entity whose claims paying ability is rated by a Rating Agency in one of the two highest rating categories, all of which agreements referred to this Subsection (f) provide that if such banks or non-bank financial institutions debt no longer satisfies such rating criteria such banks or institutions will secure such agreements as soon as reasonably practicable to the extent and in the manner provided in Subsection (e) above; (g) Shares of a fund registered under the Investment Company Act of 1940, as amended, which is rated, at the time of purchase, AAAm or AAAm-G or better by Standard & Poor s, whose shares are registered under the Securities Act of 1933, as amended, having assets of at least $100,000,000, whose investment assets are obligations which constitute Qualified Investments; (h) Commercial paper which, at the time of purchase, is rated in the single highest classification, A-1+ by Standard & Poor s and P-1 by Moody s and which matures not more than 270 days after the date of purchase; (i) Obligations of, or obligations fully guaranteed by, any state of the United States of America or any political subdivision thereof which obligations, at the time of purchase, are rated by a Rating Agency in one of the three highest rating categories (without regard to any refinement or gradation of rating category by numerical modifier or otherwise) assigned by such Agency to obligations of that nature; (j) Senior debt obligations of any corporation organized under the laws of any state of the United States of America which securities, at the time of purchase, are rated by a Rating Agency in one of the three highest rating categories (without regard to any refinements or gradation of rating category by numerical modifier or otherwise) assigned by such Agency for obligations of that nature; (k) Obligations which are rated, at the time of purchase, in the highest rating category by a Rating Agency and are issued or incurred by any state, commonwealth or territory of the United States of America or any political subdivision, public instrumentality or public authority of any state, commonwealth or territory of the United States of America, which obligations are fully secured by and payable solely from an escrow fund consisting of cash or direct obligations of, or obligations the time payment of principal and interest on which are fully guaranteed by, the United States of America, which fund is held by a corporate fiduciary pursuant to an escrow agreement; (l) Bankers acceptances of any bank, including the Bond Trustee and the Master Trustee, if all of the short term certificates of deposit of such bank, on the date of purchase, have a rating of A-1 or A-1+ by Standard & Poor s and P-1 by Moody s and mature no more than 360 days after the date of purchase. Rating Agency means Moody s, Standard & Poor s, or Fitch, and their respective successors and assigns. 11

16 Rebate Fund means the fund by that name created by the Tax Exemption Agreement. Record Date means with respect to a particular Series 2017 Bond, the fifteenth day (whether or not a Business Day) next preceding an Interest Payment Date therefor. Redemption Date means May, Redemption Instructions means the request from the Corporation to the bond trustee of the Refunded Bonds, to redeem the Refunded Bonds on the Redemption Date. Refunded Bonds means the Issuer s Health Care Facilities Revenue Bonds (Maple Grove Hospital Corporation), Series 2007, in the currently outstanding amount of $. Representation Letter means that certain Blanket Issuer Letter of Representations from the Issuer, accepted by DTC. Series 2017A Note means the Series 2017A Note, dated as of May, Series 2017 Bonds means the Health Care Facilities Revenue Refunding Bonds (Maple Grove Hospital Corporation), Series 2017, issued by the Issuer in the original aggregate principal amount of $. Special Record Date means the date fixed by the Bond Trustee pursuant to Section 202 hereof for the payment of Defaulted Interest. Standard & Poor s means Standard & Poor s Ratings Service, a division of The McGraw-Hill Companies, Inc., a corporation organized and existing under the laws of the State of New York, its successors and assigns, and, if such corporation shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, Standard & Poor s shall be deemed to refer to any other nationally recognized securities rating agency which has been designated by the Issuer by notice to the Bond Trustee and the Corporation. State means the State of Minnesota. Supplemental Indenture means the Supplemental Indenture No. 1 to the Master Trust Indenture, between the Corporation and the Master Trustee, pursuant to which the Series 2017A Note is issued. Tax Exemption Agreement means the Tax Exemption Agreement, dated the Closing Date between the Corporation, the Issuer, and the Bond Trustee. Tax-Exempt Organization means a Person organized under the laws of the United States of America or any state thereof which is an organization described in Section 501(c)(3) of the Code, which is exempt from federal income taxes under Section 501(a) of the Code and which is not a private foundation within the meaning of Section 509(a) of the Code, or corresponding provisions of federal income tax laws from time to time in effect. 12

17 Unassigned Rights means the right of the Issuer to receive payment of its administrative fee, its fees and expenses, the Issuer s right to indemnification in certain circumstances, the Issuer s right to execute and deliver supplements and amendments to the Loan Agreement, the Issuer s right to grant consents under the Loan Agreement and the Issuer s right to exercise certain of the rights of discretion as are granted to the Master Trustee under the Master Indenture. United States Government Obligations means direct obligations of, or obligations the full and timely payment of the principal of and interest on which are fully guaranteed by, the United States of America. Written Request means with reference to the Issuer, a request in writing signed by the City Administrator of the Issuer and with reference to the Corporation means a request in writing signed by the President or a Vice President or Treasurer of the Corporation, or any other officers designated in writing by the Issuer or the Corporation, as the case may be. All accounting terms not otherwise defined in the Master Indenture or herein have the meanings assigned to them in accordance with generally accepted accounting principles then in effect. Words of the feminine gender shall be deemed and construed to include correlative words of the masculine and neuter genders. Unless the context shall otherwise indicate, words importing the singular number shall include the plural and vice versa. Headings of articles and sections herein and the table of contents hereof are solely for the convenience of reference, do not constitute a part hereof and shall not affect the meaning, construction or effect hereof. All references in this instrument to designated Articles, Sections and other subdivisions are to the designated Articles, Sections and other subdivisions of this instrument as originally executed. The words herein, hereof and hereunder and other words of similar import refer to this Bond Indenture as a whole and not to any particular Article, Section or other subdivision unless the context indicates otherwise. 13

18 ARTICLE II The Series 2017 Bonds Section 201. Authorized Amount of Series 2017 Bonds. No Bonds may be issued under the provisions of this Bond Indenture except in accordance with this Article. The total principal amount of Series 2017 Bonds that may be issued is hereby expressly limited to $. No other Bonds may be issued under this Bond Indenture. Section 202. Issuance of Series 2017 Bonds. (A) The Series 2017 Bonds shall be designated City of Maple Grove, Minnesota, Health Care Facilities Revenue Refunding Bonds (Maple Grove Hospital Corporation), Series The Series 2017 Bonds shall be issuable as fully registered Bonds in Authorized Denominations. Unless the Issuer shall otherwise direct, the Series 2017 Bonds shall be numbered from R-1 upward. Interest on the Series 2017 Bonds shall be payable on each Interest Payment Date. Each Series 2017 Bond shall be dated as of the most recent Interest Payment Date to which interest has been duly paid or provided for next preceding its date of issue, unless issued on an Interest Payment Date on which interest has been paid or provided for, in which event it shall be dated as of such Interest Payment Date or, if issued prior to the first Interest Payment Date on which interest is paid, it shall be dated the date of initial issuance of the Series 2017 Bonds. (B) The Series 2017 Bonds shall mature on May 1 of the following years, in the following principal amounts, and shall bear interest at the rates per annum set forth below: Maturity Date Interest Rate Amount 14

19 (C) Interest shall be calculated on the basis of a 360-day year composed of twelve 30- day months. (D) The principal of, premium, if any, and interest on the Series 2017 Bonds shall be payable in any currency of the United States of America which, at the respective dates of payment thereof, is legal tender for the payment of public and private debts. (E) The principal and premium, if any, on the Series 2017 Bonds shall be payable (i) upon presentation at the designated corporate trust office of the Bond Trustee, currently in St. Paul, Minnesota, or the office of any successor Bond Trustee, or at the office of any alternate Paying Agent, if any, named in any such Bond or (ii) as to any registered owner of $1,000,000 or more in aggregate principal amount of Series 2017 Bond as of the close of business of the Bond Trustee on the Record Date for a particular principal payment date and who has presented its Series 2017 Bond on or prior to the payment date, by wire transfer of funds to such wire transfer address within the continental United States as such registered owner shall have furnished to the Bond Trustee in writing on or prior to the payment date and upon compliance with the reasonable requirements of the Bond Trustee with respect to such wire transfers as are necessary to comply with any applicable provisions of the Uniform Commercial Code of the State of Minnesota, as amended; provided that presentation shall not be required for payment of Redemption Price on mandatory redemption pursuant to Section 502 hereof. Interest payments on a Series 2017 Bond (other than with respect to Defaulted Interest) shall be made to the registered owner thereof appearing on the Bond Register as of the close of business of the Bond Registrar on the Record Date. Interest on the Series 2017 Bonds shall, except as hereinafter provided, be paid by check or draft of the Bond Trustee mailed on the Interest Payment Date to such registered owner at the address of such owner as it appears on the Bond Register or at such other address furnished in writing by such registered owner to the Bond Trustee or to any owner of $1,000,000 or more in aggregate principal amount of Series 2017 Bonds as of the close of business of the Bond Trustee on the Record Date for a particular Interest Payment Date, by wire transfer sent on the Interest Payment Date, to such owner. The foregoing notwithstanding, Defaulted Interest shall be payable as provided in (F) below. (F) Defaulted Interest with respect to any Series 2017 Bond shall cease to be payable to the holder of such Series 2017 Bond on the relevant Record Date and shall be payable to the holder in whose name such Bond is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest, which Special Record Date shall be fixed in the following manner. The Corporation shall notify the Bond Trustee in writing of the amount of Defaulted Interest proposed to be paid on each Series 2017 Bond and the date of the proposed payment (which date shall be such as will enable the Bond Trustee to comply with the second sentence hereafter), and shall deposit with the Bond Trustee at the time of such notice an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Bond Trustee for such deposit prior to the date of the proposed payment. Money deposited with the Bond Trustee shall be held in trust for the benefit of the holders of the Series 2017 Bonds entitled to such Defaulted Interest as provided in this Section. Following receipt of such funds the Bond Trustee shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than fifteen (15) nor less than ten (10) days prior to the date of the proposed payment and not less than ten (10) days after the 15

20 receipt by the Bond Trustee of the notice of the proposed payment. The Bond Trustee shall promptly notify the Corporation of such Special Record Date and, in the name and at the expense of the Corporation, shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, first-class postage prepaid, not less than ten (10) days prior to such Special Record Date, to each holder of a Series 2017 Bond at the address of such holder as it appears on the Bond Register. Section 203. Execution; Limited Obligation; No Liability of State. The Series 2017 Bonds shall be executed on behalf of the Issuer by the manual or facsimile signature of its Mayor and by the manual or facsimile signature of its City Administrator (or such other members of the City Council or other officers of the Issuer as may be designated by the Issuer). The seal of the Issuer may be omitted from the Series 2017 Bonds in accordance with the terms of the Act or may be impressed or printed by facsimile on the Series 2017 Bonds at the election of the Issuer. The facsimile signatures of said officers shall have the same force and effect as if such officers had manually signed each of said Series 2017 Bonds. In case any officer the facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of such Bonds, such facsimile signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. The Series 2017 Bonds, together with the interest and premium, if any, payable thereon, shall be limited obligations of the Issuer payable solely from payments or prepayments to be made on the Series 2017A Note and amounts payable under the Loan Agreement (except for Unassigned Rights) (except to the extent paid out of moneys attributable to Bond proceeds or certain income from the temporary investment thereof and, under certain circumstances, proceeds from insurance and condemnation awards or proceeds of sale consummated under threat of condemnation) and shall be a valid claim of the respective owners thereof only against the funds established under this Bond Indenture which constitute a part of the trust estate and other moneys held by the Bond Trustee for the benefit of the Series 2017 Bonds and the payments due or to become due upon or under the Series 2017A Note and the Loan Agreement (except for Unassigned Rights), all of which are hereby assigned and pledged hereunder for the equal and ratable payment of the Series 2017 Bonds and shall be used for no other purpose than to pay the principal of, premium, if any, and interest on the Bonds, except as may be otherwise expressly authorized in this Bond Indenture. The Series 2017 Bonds do not constitute a debt or liability of the State or of any political subdivision thereof, other than the Issuer (and then only to the extent of the funds and revenues expressly pledged to payment of the Series 2017 Bonds) or a pledge of the full faith and credit of the State or any political subdivision thereof, but shall be payable solely from the funds and revenues expressly pledged therefor in accordance with this Bond Indenture. The issuance of the Series 2017 Bonds under the provisions of the Act does not directly, indirectly or contingently obligate the Issuer, the State or any political subdivision thereof to levy any tax for the payment thereof or to make any appropriation for their payment. The Series 2017 Bonds and the premium, if any, and interest payable thereon do not now and shall never constitute an indebtedness or a loan on the credit of the Issuer, the State or any political subdivision thereof, within the meaning of any constitutional or statutory provision whatsoever. 16