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This Bond is duly authorized and issued in compliance with and pursuant to the Constitution and laws of the Commonwealth of Virginia, including the Public Finance Act of 1991, Chapter 26, Title 15.2, of the Virginia Code, and the Local Ordinance and a resolution duly adopted by the School Board of the City to provide funds for capital projects for school purposes. This Bond is registered in VPSA's name on the books of the City kept by the Bond Registrar, and the transfer of this Bond may be effected by the registered owner of this Bond only upon due execution of an assignment by such registered owner. Upon receipt of such assignment and the surrender of this Bond, the Bond Registrar shall exchange this Bond for a substitute Bond, and register such substitute Bond on such registration books in the name of the assignee or assignees named in such assignment. The principal installments of this Bond are not subject to optional prepayment or redemption prior to their stated maturities. Upon not less than 15 days' written notice from VPSA to the Bond Registrar, this Bond is subject to mandatory redemption in whole or in part in an amount to be specified by VPSA on a date to be fixed by VPSA in the event that, due to a failure by the City to cause 100% of the Available Project Proceeds to be expended by the end of the Expenditure Period for Qualified Purposes, VPSA must redeem a portion of its School Tax Credit Bonds (Qualified School Construction Bonds), Series 2009-1 (the "VPSA Bonds"), pursuant to Section 54A(d)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the "Tax Code"), and Section 4.1 (b) of the First Supplemental Trust Indenture dated as of October 1, 2009 (the "First Supplemental Indenture"), between VPSA and , as trustee. The redemption price shall be equal to 100% of the principal amount of this Bond to be redeemed plus a premium equal to any outstanding fees, costs and expenses for which the City is or will become obligated to pay under Section 14 of the Local Ordinance as determined by VPSA. Upon not less than 15 days' written notice from VPSA to the Bond Registrar, this Bond is also subject to mandatory redemption in whole or in part in an amount to be specified by VPSA on a date to be fixed by VPSA if, due to a default by the City under the Use of Proceeds Certificate and Tax Compliance Agreement dated the dated date hereof (the "Tax Compliance Agreement"), between VPSA and the City, there occurs a Determination of Loss of QSCB Status (as defined in the First Supplemental Indenture) with respect to all or any portion of the VPSA Bonds. The redemption price shall be equal to 100% of the principal amount to be redeemed plus a premium equal to the sum of (i) the redemption premium and other amounts VPSA will be obligated to pay in connection with the extraordinary mandatory redemption of the VPSA Bonds under Section 4.1 (c) of the First Supplemental Indenture and (ii) any outstanding fees, costs and expenses for which the City is or will become obligated to pay under Section 14 of the Local Ordinance, all as determined by VPSA. Unless otherwise defined, each of the capitalized terms used III the foregoing two paragraphs has the meaning given it in the Tax Compliance Agreement. All acts, conditions and things required by the Constitution and laws of the Commonwealth of Virginia to happen, exist or be performed precedent to and in the issuance of B-2