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THE RIGHT TO TRANSFER, ASSIGN OR NEGOTIATE THIS NOTE SHALL BE LIMITED TO TRANSFER, ASSIGNMENT OR NEGOTIATION TO ANY ACCREDITED INVESTOR, AS THAT TERM IS USED AND DEFINED AT 17 C.F.R. SECTION 230.501 AND APPLICABLE STATE AND FEDERAL SECURITIES LAWS AND REGULATIONS. UNITED STATES OF AMERICA STATE OF MISSOURI REGISTERED NO. R-1 REGISTERED $2,467,278.00 THE CITY OF UNIVERSITY CITY, MISSOURI TAX INCREMENT REVENUE ANTICIPATION NOTE SERIES 1999-01 Dated Date: March 1, 1999 REGISTERED OWNER: SCHNUCK MARKETS, INC. PRINCIPAL AMOUNT: TWO MILLION FOUR HUNDRED SIXTY-SEVEN THOUSAND TWO HUNDRED SEVENTY-EIGHT DOLLARS THE CITY OF UNIVERSITY CITY, MISSOURI, a constitutional charter city and political subdivision of the State of Missouri (the "City") hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner identified above, or registered assigns, but solely from the sources hereinafter identified, on June 1, 2007 (the "Maturity Date") the amount of Two Million Four Hundred Sixty-Seven Thousand Two Hundred Seventy-Eight Dollars and No Cents ($2,467,278.00) (the "Principal Amount") unless the Principal Amount shall have been redeemed prior to maturity as hereinafter provided. The Principal Amount of this Note shall bear a rate of interest equal to Eight and three eighths Percent (8.375%) from the Dated Date shown above or from the most recent Interest Payment Date (as hereinafter defined) to which interest has been paid or provided for, payable semi-annually on March 1 and September 1 in each year until the Principal Amount has been paid (the "Interest Payment Date"). The Principal Arnount of and interest on this Note is payable in lawful money of the United States of America, and shall be. made to the Registered Owner hereof as shown on the registration books of the City maintained by the Director of Finance or his designee as registrar and paying agent (the "Registrar"), at the close of business on the fifteenth day of the month immediately prior to the applicable Maturity or Interest Payment Date, and shall be paid by check or draft of the Registrar, payable in lawful money of the United States of America, mailed to the address of such Registered Owner as it appears on such registration books or at such other address furnished in writing by such Registered Owner to the Registrar; provided that the final installment of the principal will be payable solely upon presentation of this Note at the principal office of the Registrar in University City, Missouri. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS NOTE SET FORTH ON THE REVERSE SIDE HEREOF AND SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH AT THIS PLACE. The City hereby certifies and recites that all conditions, acts and things required by law to exist, to happen, or to be done or performed precedent to and in the issuance of this Note did exist, have happened, have been done, and have been performed in regular and due form and time as required by law; that the issuance of this Note, together with all other obligations of the City, does not exceed or violate any constitutional or statutory limitation applicable to the City; and that the revenues assigned and pledged to the payment of principal of and interest on this Note, as the same become due, are provided to be sufficient in that amount for that purpose.