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13 of 1980 - Authorizing the issuance of Industrial Development Revenue Bonds, Series 1980, for the Foreign Trade sarfo�s A Data take C1fy At7a�o,OA, PROCEEDINGS FOR ENACTMENT OF AN ORDINANCE AUTHORIZING SALT LAKE CITY INDUSTRIAL DEVELOPMENT REVENUE BONDS, SERIES 1980, FOREIGN TRADE ZONE PROJECT, IN THE PRINCIPAL AMOUNT OF $1,000,000 The City Council of Salt Lake City, Salt Lake County, State of Utah, met in regular session on Tuesday, the llth day of March, 1980, at the hour of 5:00 p.m., at its chambers in Salt Lake City, Utah, the regular meeting place of said City Council, due and legal and timely notice of said meeting having been given as required by law. On roll call, the following members were present: Ronald J. Whitehead Chairman Grant Mabey Council Member Sydney Reed Fonnesbeck Council Member Palmer DePaulis Council Member Alice Shearer Council Member Ione Davis Council Member Edward W. Parker Council Member Also present were: Ted L. Wilson Mayor Roger F. Cutler City Attorney Mildred V. Higham Recorder Mr. Mabey, presiding, noted that the proposed Bond Ordinance had been reviewed by and had received a Favorable report of the Budget Committee, Council Member Shearer, Chairman. Council member Alice Shearer thereupon moved the adoption of the following Ordinance: ORDINANCE OF SALT LAKE CITY STATE OF UTAH AN ORDINANCE AUTHORIZING THE ISSUANCE OF NOT EXCEEDING $1,000,000 PRINCIPAL AMOUNT OF INDUSTRIAL REVENUE BONDS OF SALT LAKE CITY, STATE OF UTAH, FOR THE PURPOSE OF FINANCING PART OF THE COSTS OF ACQUISITION AND/OR CONSTRUCTION OF A WAREHOUSE FACILITY WHICH SHALL BE FUNDED IN PART BY A GRANT FROM THE U.S. ECONOMIC DEVELOPMENT ADMINISTRATION AND WILL BE USED AS A FOREIGN TRADE ZONE WAREHOUSING FACILITY UNDER LEASE TO INTERMOUNTAIN FOREIGN TRADE ZONE, INC., A UTAH CORPORATION; AUTHORIZING THE EXECUTION OF A FINANCING AGREEMENT AND RELATED DOCUMENTS: PROVIDING FOR A NOTE OF INTERMOUNTAIN FOREIGN TRADE ZONE, INC., A PLEDGE THEREOF, A GUARANTY THEREOF BY AFFILIATED COMPANIES AND OTHER TERMS FOR SECURITY OF SAID INDUSTRIAL REVENUE BONDS; PROVIDING FOR THE REMEDIES OF THE HOLDER OF SAID INDUSTRIAL REVENUE BONDS AND FOR THE RIGHTS AND DUTIES OF A TRUSTEE UNDER A TRUST INDENTURE; AND OTHERWISE APPROVING SUCH ACTIONS AS MAY BE NECESSARY FOR ISSUANCE OF SAID BONDS. WHEREAS, Salt Lake City, State of Utah (the "City" herein) desires to promote, stimulate and develop the general economic welfare and prosperity of said City and to achieve greater industrial development of the State of Utah; and WHEREAS, the City is authorized pursuant to the provisions of the Utah Industrial Facilities Development Act, found in Chapter 17 of Title 11, Utah Code Annotated, 1953, as amended, (sometimes referred to herein as the "Act") to issue Industrial Revenue Bonds for the purpose of financing the acquisition of land by purchase, grant or lease and construction of various warehouse and commercial facilities, together with equipment, fixtures and other appurtenances thereto (all herein sometimes referred to as the "Project") ; and WHEREAS, the City has determined to issue Industrial Revenue Bonds in the aggregate principal amount of not exceeding $1,000,000 for the purposes of financing the acquisition and construction of the Project hereinafter described, together with expenses related to the issuance and sale of the Bonds; and WHEREAS, the City, by a resolution dated June 27, 1978, expressed an intent to finance acquisition and construction of such warehouse and commerical facility for use by Intermountain Foreign Trade Zone, Inc., a Utah corporation (hereinafter the "Company") , the costs of which in part are to be derived through issuance of Industrial Revenue Bonds not to exceed $1,000,000 principal amount in aggregate; and WHEREAS, upon fulfillment of all conditions hereof, the City proposes to enter into a Financing Agreement with the Company. Under said Financing Agreement the City will finance part of the Project for the Company in consideration of (1) certain note payments which will be sufficient to pay the principal of and interest and other fees and charges pertaining to said Industrial Revenue Bonds, (2) additional covenants of the Company as will be set forth in detail in said Financing Agreement; (3) security for the benefit of bondholders through pledge and assignment of said note and a Trust Indenture representing, among other things, a trust deed and security agreement against the Project; and (4) documentation coordinating the use of bond proceeds with the use of proceeds of a grant from the U.S. Economic Development Administration ("EDA" herein) ; and WHEREAS, the City proposes to sell all of the Industrial Revenue Bonds to be issued under authority of this Ordinance to a purchaser who has been or will be obtained through private negotiation. The issuance of Industrial Revenue Bonds and sale thereof are intended to be conducted in such manner as to be -2- exempt from registration under the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Utah State Securities Act, and other similar laws. The term "Purchaser" as used herein shall include all bondholders, if more than one may exist from time to time. WHEREAS, the plan to proceed with the Project, including financing the acquisition and construction of the facility, has been and hereby is approved by the Salt Lake City Council, there being no other or further governing body or governmental entity of any kind required under law to provide approval thereof; and WHEREAS, the property on which the Project is to be located is within the boundaries of Salt Lake City, is presently owned by the City and will continue to be owned by the City for purposes of this Bond issue, subject to a lease from the City to the Company, and the use of said property as contemplated by the Company is consistent with all zoning laws and other ordinances of the City; and WHEREAS, the City finds that it will be desirable to appoint a Trustee to administer the funds and discharge the fiduciary duties related to said Industrial Revenue Bonds and the City also deems it advisable and in its best interest to enter into and execute the Financing Agreement and the Trust Indenture to provide for the issuance of said Industrial Revenue Bonds, to secure payment of same, and to describe the rights and duties of the Trustee. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF SALT LAKE CITY, SALT LAKE COUNTY, STATE OF UTAH, THAT: Section 1. Project Authorized. The financing of part of the costs of acquisition and construction of the Project are hereby authorized in accordance with law. Said Project shall consist of certain real property located in Salt Lake City, together with a warehouse and commercial facility constructed or to be constructed thereon and equipment, fixtures and appurtenances pertaining thereto, for the purposes of providing a -3- foreign trade zone warehouse and related office and commercial facilities, to be leased to the Company for operating purposes and for purposes related to repayment of the Bonds as set forth hereinafter, all to be coordinated with use of certain proceeds of a grant from the EDA for construction costs. Section 2. Bonds Authorized. For the purposes of paying (or reimbursing to the Company) part of the costs of the acquisition and/or construction of the Project and all costs incidental thereto including costs of financing through the subject Bonds, the City hereby authorizes the issuance of Bonds described as "Salt Lake City Industrial Revenue Bonds," Series 1980, Foreign Trade Zone Project (collectively called the "Bonds" herein) in the aggregate principal amount of not exceeding $1,000,000, dated as of March 1, 1980, and payable in serial maturities over twenty years from the date thereof. Said Bonds may be issued and sold at par all at one time or in increments from time to time, under terms which may be more fully defined in the Trust Indenture, and shall be issued in $5,000 denominations or in such other denominations as may be agreed with the Purchaser. Each of the Bonds may be dated as of March 1, 1980 or as of such other date as may be agreed with the Purchaser, and will bear interest commencing as of the date shown on each Bond. The Bonds will mature serially over their respective maturities. Principal and interest shall be payable to the holders of such Bonds semiannually. Section 3. Source of Payment. The principal of and interest on said Salt Lake City Industrial Revenue Bonds authorized to be issued pursuant to this Ordinance, shall be payable solely from the note payments from the Company or other revenues from the Project including other funds which may be held from time to time by the Trustee for such purposes, and payment thereof shall be secured as provided herein. Nothing in this -4- Ordinance or any documents issued or executed under authority hereof shall be construed in any manner to impose any financial obligation or liability whatever on City and no part of the payment of expenses, principal, interest or other charges on the Bonds shall be or become a charge against any revenues or taxes of the City other than revenues constructively received by the City through the Trustee pursuant to the Financing Agreement. Section 4. Disposition of Proceeds. The proceeds from the sale of Bonds to be issued under authority hereof shall be applied for the purposes for which the Bonds are issued as herein described, and shall be disbursed through the Trustee. If for any reason any portion of the proceeds actually received from sale shall be applied to the payment of the principal of and/or the interest on said Bonds, the resulting prepayment shall be in inverse order of maturities. The purposes for which the Bonds shall be issued shall include, without limitation, the actual partial costs of financing the acquisition and improvement of the real estate needed for the Project and acquiring or constructing all or part of the building, equipment, fixtures and other appurtenances thereto, and may include reimbursement to the Company for all costs actually paid subsequent to June 27, 1978, to the extent of costs allowable hereunder. The allowable Project costs shall also include all fees and costs of architects, engineers and contractors, and all expenses in connection with authorization, sale and issuance of Bonds, including Bond Counsel fees, corporate counsel and other legal fees, appraisal fees, title insurance premiums, financial and accounting advisors' fees or bond purchase commitment fees, if any, trustees' and paying agents' fees, printing costs, advertising costs, if any, and all other lawful costs and expenses necessary or convenient to the authorization, acquisition, construction and financing of the Project, which may be lawfully incurred prior to construction but subsequent to June 27, 1978, during construction and for a reasonable period of time after completion of such construction. -5- Section 5. Professionals Emploxed. The City hereby authorizes, ratifies and confirms the employment by the Company, acting for the City solely for purposes of this Bond issue, and acting on its own behalf as user of the Project, for the purposes of proceeding with the Project, and the Bond issue: (a) As Trustee and paying agent under the Trust Indenture authorized herein, First Security Bank of Utah, N.A., through its Corporate Trust Department at 79 South Main Street, Salt Lake City, Utah, 84111, or in the event that Bank cannot serve, any other financial institution authorized by law to hold trusts of the nature herein described; (b) Such other and further persons, firms or corporations, including, but not limited to, architects, engineers, contractors, financial advisors, attorneys for the company and other agents reasonably necessary or convenient for the purpose of authorizing, acquiring, planning, constructing, financing and utilizing the Project or any parts thereof; and (c) The law firm of Ray, Quinney & Nebeker, of Salt Lake City, Utah, which shall act as Bond Counsel in preparation of principal documents and rendering the legal opinion for the benefit of Bond Purchasers. Section 6. Sale of Bonds. At any time after this Ordinance is duly adopted, and subject to the conditions hereof, the City, through its duly authorized officers, shall have authority to issue and sell the Bonds. It is the intent of this Ordinance to authorize sale of the Bonds in such denominations as the City or its authorized officers shall determine upon consultation with the Company and the Purchaser, and as authorized in this Ordinance, with the effect that said Bonds shall be issued and sold, and proceeds received therefrom, for the purposes of financing part of the Project and payment of such expenses as are authorized hereunder to be paid from proceeds of said Bonds. Bond proceeds shall include purchase of the principal amount at par, together with accrued interest from the date of the Bonds to the -6- date of sale. All Bond proceeds shall be held initially by the Trustee, and disbursed or otherwise administered in accordance with the Trust Indenture, consistent with the purposes described in this Ordinance. In the event less than the full issue is sold initially, and if additional proper expenses shall subsequently become necessary for completion or payment of the Project or portions thereof, the City, without the necessity of further ordinance, shall be empowered to issue and sell additional bonds up to the aggregate principal amount of the $1,000,000 authorized hereby, if and on the condition that it shall have contracted with the Company for the note payments sufficient to service all such additional indebtedness and expenses to be incurred in connection therewith. In the event less than the full issue of $1,000,000 is issued and sold, each Bond so issued and sold shall nevertheless maintain its designated maturity until paid, and the Company together with the Bond Purchaser and the Trustee shall agree upon any adjustments which must be made in the aggregate or overall payment schedules, giving due consideration for the amount of the monthly payments which must then be made by the Company to the Trustee for the Bond Fund. The issuance and sale of such Bonds and solicitations therefor, may be effected to or through the Purchaser without registration of the Bonds as securities, pursuant to exemptions provided under Section 3(a) (2) of the Securities Act of 1933 and Section 3(a) (12) of the Securities Exchange Act of 1934, exemptions from the qualification provisions of the Trust Indenture Act of 1939 and similar exemptions under applicable state law. Section 7. Form of Bonds. The Bonds shall be substantially in the wording as shown in the form incorporated in this Section 7 of this Ordinance with completion of such blanks or -7- substitutions as necessary prior to issuance and sale of each Bond. Each issued Bond shall bear interest at the rate specified for the series of which it forms part, with principal and interest payable semiannually, with maturities on an amortized basis providing for substantially equal semiannual payments of interest and principal over the respective terms, or otherwise as may be agreed between the Purchaser, the Company and the Trustee. The principal and interest on each of said Bonds shall be payable to the holder thereof in United States money, without discount or premium, through the office of the paying agent to be established, on the dates and in the manner heretofore stated. All Bonds issued under authority hereof shall contain the following certificate plainly stated on the face or reverse side of each Bond, certified by the Recorder at the time of issuance: THIS BOND REPRESENTS A LIMITED OBLIGATION OF SALT LAKE CITY AND DOES NOT CONSTITUTE OR GIVE RISE TO A GENERAL OBLIGATION OR LIABILITY OF SALT LAKE CITY OR A CHARGE AGAINST ITS GENERAL CREDIT OR TAXING POWERS. THIS BOND IS ONE OF THE BONDS FORMING A PART OF THE ISSUE DESCRIBED HEREIN AND REFERRED TO IN THE TRUST INDENTURE. [SAMPLE - DO NOT SIGN] RECORDER Each Bond shall also contain in the text language to the following effect. Pursuant to the authority vested in Salt Lake City under Section 11-17-13, Utah Code Annotated, 1953, as amended, the City acting for and on behalf of the State of Utah, does hereby pledge to and agree with the holder of this Bond that the State of Utah will not alter, impair or limit the rights vested hereby until this Bond and all interest payments thereon have been fully met and discharged. The Bonds shall not be redeemable earlier than maturity except at the times and on the conditions to be stated in the issued Bonds. The officers of the City required to sign in execution, attestation or certification of the Bonds and interest coupons, if -8- any, may do so by facsimile signature printed or engraved thereon, except that at least one of the signatures of the Recorder shall be manual on each Bond. In addition, the official corporate seal of the City may be printed or engraved on the Bonds and coupons, if any, where required. The Bonds may be issued with or without coupons attached, as agreed between the Company, the Purchaser and the Trustee. The Bonds may be authenticated by the Trustee if requested by the Purchaser. -9- UNITED STATES OF AMERICA STATE OF UTAH COUNTY OF SALT LAKE SALT LAKE CITY INDUSTRIAL REVENUE BOND SERIES 1980 DATED MARCH 1, 1980 FOREIGN TRADE ZONE PROJECT PART OF AN ISSUE IN THE PRINCIPAL AMOUNT NOT TO EXCEED $1,000,000 Salt Lake City, a body politic and municipality of the State of Utah (the "City" herein), for value received, acknowledges itself to be indebted and hereby promises to pay to the holder hereof from the source as hereinafter provided, on , 19 , the principal sum of $5,000, and in like manner to pay interest on said sum from the date hereof at the rate of nine and one-half percent (9-1/2%) per annum on , and semiannually thereafter on the first day of each September and March of each year until said principal sum is paid, except as the provisions hereinafter set forth regarding redemption prior to the maturity may become applicable hereto; both principal of and interest on this Bond are payable in lawful money of the United States of America through the office of the paying agent and trustee, First Security Bank of Utah, National Association, Corporate Trust Department, 79 South Main Street, Salt Lake City, Utah, 84111. This Bond is part of an authorized issue of Bonds limited in aggregate principal amount of $1,000,000, issued and authorized to be issued for the purposes of paying part of the costs of -10- financing the acquisition and/or improvement of land in Salt Lake City, Utah, including construction thereon of a warehouse and commercial facility for the purposes of providing the same for use by Intermountain Foreign Trade Zone, Inc., a Utah corporation (the "COMPANY") , including equipment, fixtures and other appurtenances (all herein sometimes referred to as the "Project") , or the reimbursement to the COMPANY of any interim construction costs used for such purposes, and pursuant to a Financing Agreement ("Agreement" herein) by and between the City and the COMPANY and paying all expenses in connection with the authorization, sale and issuance of the Bonds. All of said purposes are accomplished for the promotion, stimulation and development of the general economic welfare and prosperity of the citizens of Salt Lake City and to achieve greater industrial development in the State of Utah. The Bonds are issued pursuant to and subject to the provisions of: (a) the Utah Industrial Facilities Development Act, Chapter 17 of Title 11, Utah Code Annotated, 1953, as amended; (b) an Ordinance heretofore enacted by the City on the 11th day of March, 1960; (c) the Trust Indenture, also authorized by said Act and said Ordinance, by and between the City, the COMPANY and First Security Bank of Utah, N.A., as Trustee; (d) the aforementioned Agreement; and (e) all amendments and supplements to any of such documents. Reference is made to all such documents for the provisions, among others, with respect to the nature and extent of the security, the rights, the duties and obligations of the City, the COMPANY and the Trustee and the holders of the Bonds and the terms upon which the Bonds are or may become issued and secured. The principal and interest due or to become due on this Bond and the issue of Bonds of which it forms a part are payable solely from the payments to be derived from the Note of the Company and the Agreement pertaining to the Project, and the payment of said principal and interest has been and is secured by a pledge and assignment of the Note and all such payments, -11- together with a lien on all property forming a part of the Project, all of which is more fully defined in the Trust Indenture to which reference has been made. In addition, a full guaranty of the COMPANY's obligation has been received from Interwest Corporation, the parent of the COMPANY, and National Distribution Systems, an affiliate, for the benefit of bondholders. The Bonds and interest coupons appertaining thereto, if any, are limited obligations of the City and do not now or shall never constitute an indebtedness of the City within the meaning of any state constitutional provisions or statutory limitations appertaining to municipal indebtedness, and the obligations represented by the Bonds shall not give rise to any pecuniary liability of the City whatsoever. Note payments sufficient for the prompt payment when due of the principal and interest on said Bonds are to be paid by the COMPANY for the account of the City and remitted directly to the bank which shall serve as Trustee for deposit in a fund created for this purpose designated "Salt Lake City Industrial Revenue Bonds Fund -- Foreign Trade Zone Project", to be used for timely payment to the holders of the Bonds. Pursuant to the authority vested in the City under Section 11-17-13, Utah Code Annotated, 1953, as amended, the City acting for and on behalf of the State of Utah, does hereby pledge to and agree with the holder of this Bond that the State of Utah will not alter, impair or limit the rights vested hereby until this Bond and all interest payments thereon have been fully met and discharged. Interest accruing on this Bond will be paid only on presentation and surrender of the attached interest coupons, if any, as they respectively become due (or if no coupons are attached, payment of interest will be made when due according to the proper calculation thereof by the paying agent or pursuant to a previously accepted schedule). The principal of this Bond shall be payable to the proper owner and holder thereof upon presentation and surrender of this Bond. -12- The provisions hereof shall in no manner be construed to authorize public distribution of or public trading in this Bond or of the issue or any of the series of which it forms a part, except in accordance with applicable state and federal law. The Bonds are issued without registration under exemptions provided in Section 3(a) (2) of the Securities Act of 1933, Section 3(a)(12) of the Securities Exchange Act of 1934, the qualification provisions of the Trust Indenture Act of 1939 and similar exceptions under applicable state law. The holder of this Bond shall have no right to enforce the provisions of the Trust Indenture or to institute action to enforce the covenants therein, or to take any action with respect to any event of default thereunder, or to institute, appear in or defend any suit or other proceedings with respect thereto, except as provided therein, all of which actions may be taken only through or with the approval of the Trustee. This Bond and the issue of which it forms a part shall be noncallable and nonredeemable prior to March 1, 1990. Bonds maturing on or after September 1, 1990, may be redeemed at the option of the City through the Trustee from funds supplied by the COMPANY, in inverse numerical order beginning on a call date of March 1, 1990, and on any interest payment date thereafter at par and accrued interest to the date fixed for redemption plus a premium computed as a percentage of the principal amount of each Bond so called for redemption according to the following schedule: Call Dates Principal and Premium March 1, 1990 or September 1, 1990 105% March 1, 1991 or September 1, 1991 104% March 1, 1992 or September 1, 1992 103% March 1, 1993 or September 1, 1993 102% March 1, 1994 or September 1, 1994 101% March 1, 1995 and thereafter 100% Provided, however, that the lien of the Trust Indenture with respect to the series of Bonds of which this Bond forms a part may -13- be subject to defeasance in the event sufficient funds are provided to the Trustee to hold under the Indenture for payment of all principal, interest, premium, fees and other charges on this Bond at any time after issue of the Bonds. It is hereby certified, recited and declared that all acts, conditions and things required to exist, happen and be performed precedent to and in execution and delivery of the Trust Indenture and the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by law and that the issuance of this Bond and the issue of which it forms a part does not violate or contravene any constitutional or statutory limitation of any other Bond, contract or other evidence of indebtedness or obligation to which City is a party. IN WITNESS WHEREOF, said Salt Lake City, State of Utah, has caused this Bond to be duly executed by its Mayor and duly attested by its Recorder, thereunto duly authorized by facsimile or otherwise, and its corporate seal to be affixed by facsimile hereto, and has caused the interest coupons attached hereto, if any, to be executed by the signatures of said officers, by facsimile or otherwise, all dated as of the 1st day of March, 1980. SALT LAKE CITY By [SAMPLE - DO NOT SIGN] Mayor ATTEST: By [SAMPLE - DO NOT SIGN] Recorder THIS BOND REPRESENTS A LIMITED OBLIGATION OF SALT LAKE CITY AND DOES NOT CONSTITUTE OR GIVE RISE TO A GENERAL OBLIGATION OR LIABILITY OF SALT LAKE CITY OR A CHARGE AGAINST ITS GENERAL CREDIT OR TAXING POWERS. THIS BOND IS ONE OF THE BONDS FORMING A PART OF THE ISSUE DESCRIBED HEREIN AND REFERRED TO IN THE TRUST INDENTURE. (SAMPLE - DO NOT SIGN] Recorder -14- (Form of Interest Coupon, if used) No. $ On the first day of , 19 , Salt Lake City (unless the Bond to which this Coupon appertains shall have been duly called for prior redemption and payment of the redemption price made) will pay to Bearer, upon presentation and surrender of this Coupon at the office of First Security Bank of Utah, N.A., Corporate Trust Department, 79 South Main Street, Salt Lake City, Utah, 84111, the amount shown hereon, as provided in and being semiannual interest then due on the Salt Lake City Industrial Revenue Bond, Series 1980 dated March 1, 1980, Bond numbered SALT LAKE CITY By [SAMPLE-DO NOT SIGN] Mayor By [SAMPLE-DO NOT SIGN] Recorder -15- Section 8. Bonds as Eligible Investments. It is hereby declared to be the intent of this Ordinance that the Industrial Revenue Bonds issued under authority hereof shall be securities in which all public officers and public bodies of the State of Utah and its political subdivisions may invest and may accept on deposit in accordance with law, together with creating hereby an eligible investment for all insurance companies, credit unions, building and loan or savings and loan associations, trust companies, banking corporations or associations, investment companies, executors and trustees and other fiduciaries, pension profit-sharing and retirement funds and all other such public or quasi-public organizations specified by statutes of the State of Utah. Section 9. Tax Exemptions. It is hereby declared to be the intent of this Ordinance that the Bonds issued under authority hereof and the interest income therefrom, shall be exempt from all taxes imposed by the State of Utah or any political subdivisions thereof. It is further declared to be the intent hereof that the interest income from the Bonds shall be exempt from income taxation under the Internal Revenue Code. Unless waived in writing by Bond Counsel, the Mayor is hereby instructed to execute and file with the Internal Revenue Service Center where the Company files its federal tax returns, as regulations may prescribe, such statements of election as may be required to secure the exemption under the provisions of Section 103 of the Internal Revenue Code and regulations promulgated thereunder, which statements may be based in part on information to be furnished by the Company. All normal tax benefits, such as depreciation deductions, investment tax credits, sales and other tax deductions, and the like, shall belong to the Company. The Project and real and personal property included therein shall not be exempt from ad valorem and similar taxes imposed by the State of Utah and any political subdivision thereof (except to the extent therein of any nominal interests of the -16- City) , it being the intent hereof that no exemption shall extend to the economic and beneficial interests of the Company or any other person, firm or corporation, all of which private interests in the Project or any of the property used in connection therewith shall be subject to ad valorem taxation in accordance with law. Section 10. Construction Contracts or Mortgages. the City hereby authorizes, ratifies and confirms the contracting by the Company with such contractors, subcontractors or vendors as may be or may have been selected by the Company for the purpose of constructing or completing construction of the buildings, equipment, fixtures and other appurtenances to be used for or in connection with the Project. The City hereby disclaims any objections to such contracts heretofore lawfully entered. If construction has been partially completed prior to adoption hereof, the Bond proceeds may be used for the purposes of paying any remaining financing, construction or acquisition costs and/or reimbursing the Company for such allowable costs as it may have paid consistent with Section 4 of this Ordinance. It shall not have been necessary for the Company or the City to require public bidding with respect to any contracts for the acquisition, construction, equipping or financing of the Project or any part thereof, or in connection with any of the contracts heretofore or subsequently entered for such purposes. The City authorizes the Company to enter into contracts with any substitute, successor or additional contractors or vendors as circumstances may require for the purposes hereof. The Company and/or the contractors, as applicable, shall cause to be obtained and/or continued for the Project builders' risk insurance against fire, windstorm and other usual casualties for the full insurable value of the improvements during construction as well as public liability coverage for the contractors, the Company and the City during and after construction as their interests may appear, and the costs thereof shall be deemed one of the included and allowable Project costs under Section 4 of this Ordinance. -17- Section 11. Trust Indenture and Financing Agreement. The City hereby authorizes and instructs the Mayor to execute, and the Recorder to attest under the corporate seal of the City, the following additional documents, all of which shall contain such terms and provisions furthering the Project and financing thereof as may be mutually agreeable to the City, the Company and the Purchaser: (a) Trust Indenture, which shall provide that First Security Bank of Utah, N.A., or any other financial institution lawfully competent, shall be Trustee for the purpose of holding the proceeds of the sales of said Industrial Revenue Bonds, investing in accordance with law the unneeded portion of said proceeds and distributing from time to time to the Company or to the contractors and other persons to whom the Company has become indebted such proceeds as may be necessary to pay all of the costs of the Project as more fully defined in Section 4 of this Ordinance. Said Trustee shall further be entitled to administer the trust estate which shall come into its possession or control, including but not limited to the note payments from the Company under the Financing Agreement and the pledge of the same made to secure payment of the principal, interest, premium, if any, fees and other costs under the Bonds, and any proceeds of reinvesting the estate, with due accounting upon request of the City for all funds handled by it. Said Trust Indenture shall contain provisions in the nature of a deed of trust and a security agreement by which all of the interests of the City and the Company in the real property underlying the Project financed by the Bonds, shall be encumbered and conveyed in trust, and the personal property and fixtures financed by the Bonds shall become subject to a security interest, for the purpose of securing payment of principal, interest, premium, if any, fees and other costs under the Bonds and for other appropriate purposes relating to protection of the City and the holders of said Bonds. Said Trust Indenture shall be duly recorded on the records of the Salt -18- Lake County Recorder and perfection of personal property security interests shall be handled in accordance with the Uniform Commercial Code. (b) Financing Agreement, by which the Project shall be held and used by the Company in consideration of the City's issuance of the Bonds, and the covenants of the Company evidenced by one or more promissory notes for such amounts as may be sufficient over the term of the Bonds to pay all principal, interest, fees and other costs under the Bonds. Such note payments shall be made monthly to the Trustee, acting on behalf of the City, in sufficient amount to enable the Trustee to make the semiannual payments of principal, interest, premium, if any, fees and other costs under the Bonds. Said Financing Agreement shall contain additional covenants of the Company as may be required by the City and for the assurances of the holders of the Bonds. The Company shall execute a certificate and deliver the same to the Trustee indicating the exact date it accepts completion of construction and takes possession of the building. In addition, the Company will certify to the Trustee the completion of acquisition and installation of equipment, fixtures and appurtenances financed by the Bonds. Said certificates shall be without prejudice to the right of the Company to pursue contractors, supplies or other third parties for any defect, breach of warranty or contract or otherwise in connection therewith. Said Financing Agreement may further provide that the Company, at its own expense, may make alterations, additions and improvements to the Project and install equipment thereon which shall not impair the value thereof, and that the Company shall be fully responsible for making all repairs and sustaining the maintenance of the Project and all property in connection therewith during the term of the Bonds, including payment of such insurance coverage as the City and the holder of the Bonds shall require. -19- All improvements to the buildings and fixtures attached thereto shall be covered by the lien of the Trust Indenture. All replacements of equipment or appurtenances shall be of the same or better quality, may be made without prior approval of the City, Trustee or Purchaser and will come under the lien or security interest of the Trust Indenture. Said Financing Agreement shall further provide that the Company shall be responsible and shall pay any and all taxes levied on the Project or any other assessments or costs in connection therewith which would be normal incidents to ownership of private property. Said Financing Agreement may provide for subleasing to third parties by the Company of all or part of the Project, upon advance written approval by the Trustee, and provided that the Company shall in no manner be relieved of any obligations under the note and Financing Agreement. Said Financing Agreement shall further provide for such terms and conditions as may be mutually agreed between the City, the Purchaser and the Company for the protection of the City and the Purchaser, and providing such remedies on default thereof as may be required or allowed by law in the transaction. (c) A Lease between the City and the Company for occupancy of the premises, for a term of years not less than the term of the Bonds, and with fair rentals and other terms not inconsistent with the Bond documents; (d) Escrow Agreement and other agreements by which the proceeds of the grant from the EDA shall be administered for part of the construction costs, in addition to but under separate administration of Bond proceeds; and (e) Other documents, which shall be reasonably necessary or convenient for carrying out the purposes of this Ordinance, the Project and the financing thereof, including such further assurances for the benefit of the holders of the Bonds as the Purchaser may require and as may be agreeable to the City and the Company. -20- Section 12. Binding Covenants. All covenants, stipulations, obligations and agreements contained in this Ordinance, the Trust Indenture, the Financing Agreement and other documents executed in connection therewith shall be deemed to be obligations and covenants of the City and binding upon the City, none of which, however, shall create any general obligation of the City or constitute a charge on its taxable property. Except as otherwise provided in this Ordinance, all rights, powers and privileges conferred and duties and liabilities imposed upon the City by all of such documents shall be exercised or performed by the Mayor with the attest or concurrence of the Recorder except where applicable statutes or regulations would require action by the entire City Council or other officers. No obligation or covenant of the City contained in any of such documents shall be deemed an obligation or covenant of any officer, agent or employee of the City in his or her individual capacity and neither the members of the City Council nor any officers of the City issuing or executing the Bonds shall be personally liable on the Bonds or subject to accountability by reason of the issuance thereof. Section 13. Severability. In case any one or more of the provisions of this Ordinance, the Trust Indenture, the Financing Agreement, or other documents executed in connection therewith, or of any of the Bonds to be issued under authority hereof, shall for any reason be held by any court of competent jurisdiction to be illegal or invalid, such illegality or invalidity shall not affect any of the other provisions of this Ordinance or of any such documents or of the bonds or coupons thereof, and this Ordinance and all such documents shall be construed and enforced as if such illegal or invalid provision or provisions had not been contained therein. Section 14. Conditions Precedent. All acts, conditions and things relating to the passage of this Ordinance, to provide authority for issuance of the Bonds and execution of the Trust Indenture, Financing Agreement and other documents necessary in -21- connection therewith, required by the Constitution or the Act or other laws of the State of Utah, which must happen, exist and be performed precedent to the passage hereof and the providing said authority, have happened, do exist and have been performed as required by law. Section 15. Officers and Successors. The members of the City Council, the Mayor, the Recorder and all other applicable officers, attorneys, and other agents or employees of the City are hereby authorized and instructed to do all acts and things required of them by this Ordinance, the Trust Indenture, the Financing Agreement and other documents executed in connection therewith, including the Bonds, for the full punctual and complete performance of all of the terms, covenants and agreements contained therein and constituting obligations of the City. In the event the Mayor, the Recorder, or any other officer of the City shall be replaced hereafter by election, resignation, removal or otherwise, or in the event a designated officer is at any time unable to act by reason of illness, disability or absence from the State of Utah, then in either such event, the duly elected, appointed or acting successor or lawful substitute, as the case may be, shall be entitled to act, including effecting the execution of Bonds and other documents, and such act or signature shall be fully effective and binding on the City. Section 16. Interpretation. This Ordinance, the Trust Indenture, the Financing Agreement, the Bonds and other documents executed in connection therewith shall be interpreted and construed in accordance with the laws of the State of Utah, with the intent and purpose that all such documents shall carry forth the matters necessary for the acquisition, construction and financing of the Project, the issuance and payment of the Bonds and performance of all other obligations of the City herein contained or referred to. Liberal construction of all thereof shall be observed for the assurance and protection of the holders of the Bonds, and any ambiguities or minor errors herein shall not -22- 0 invalidate this Ordinance or the effect of publication hereof, and the further documents in furtherance of the Bond issue may be executed in substantial compliance herewith. The terms "purchasers", "holders" or "bondholders" as used herein shall include both the plural and the singular, as applicable. The titles to the various sections contained in this Ordinance are for ease of reference only and shall not be considered part of the Ordinance if any therein suggests a meaning contrary to the express language of the Ordinance. Section 17. Publication. The City shall pursuant to Section 11-17-16 of the Act, and/or pursuant to other County ordinances, rules or regulations, provide for publication of this Ordinance in a newspaper of general circulation in Salt Lake County, Utah on the first reasonably possible day of publication following final passage of this Ordinance. For a period of thirty (30) days after the date of such publication, any person in interest shall have the right to contest the legality of this Ordinance or any Bonds which may be authorized hereby, any provisions made for the security in payment of the Bonds or of any Agreement or Trust Indenture authorization herein; and after the expiration of said thirty (30) days, no person shall have any cause of action whatever to contest the regularity, formality or legality of this Ordinance or of any agreement or document authorized hereby. Provided, however, that the Bonds or any of them may be issued at any time after such publication without any waiting period if, in the written opinion of Bond Counsel, no legal impairment of the issued Bonds will be suffered. Section 18. Effective Date. This Ordinance shall take effect upon expiration of the 30th day following publication of this Ordinance as above provided. SALT LA1� CITY CORPORATION ATTEST; // _ / /2,E ((/) /�C�vv�� By � Recorder eMay6r (SEAL) BILL NO. 13 of 1980 * * * * * * * * * * * * * * * * Published March 21, 1980 -23- Council member Ronald J. Whitehead seconded adoption of the foregoing Ordinance and the same, on being put to a vote, was unanimously carried by the affirmative vote of all Council members present, the vote being as follows: Ronald J. Whitehead "Aye" Grant Mabey "Aye" Sydney Reed Fonnesbeck "Aye" Palmer DePaulis "Aye" Alice Shearer "Aye" Ione Davis "Aye" Edward W. Parker "Aye" After conducting of other business not pertinent to the Ordinance, on motion duly adopted, the City Council adjourned. ATTEST /' 1/x. RECORDER C./ MAYOR Cvl` STATE OF UTAH SS. COUNTY OF SALT LAKE I, Mildred V. Higham, a duly chosen, qualified and acting Recorder of Salt Lake City, State of Utah, do hereby certify that the foregoing twenty-three (23) pages, (including six (6) pages of Bond Form) , are a true and correct copy of an Ordinance adopted by the Salt Lake City Council in proceedings at a regular meeting of said Council at its Chambers in Salt Lake City, Utah, held pursuant to due, legal and timely notice served upon all Council members, on Tuesday, the 11th day of March, 1980, at the hour of 5:00 o'clock p.m., as recorded by me in the regular official book of records of the proceedings kept in my office and that said proceedings were duly had and taken as therein shown, and that the meeting therein shown was duly held and the persons therein named were present at said meeting and voted as therein shown. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of Salt Lake City this llth day of March, 1980. Recorder (SEAL) Affidavit of Publication STATE OF UTAH, ss. County of Salt Lake _ Shana D. Conaty ORDINANCE OF SALT LAKE CITY STATE OF UTAH AN ORDINANCE AUTHORIZING THE ISSI/ANCF OF NOT EXCEEDING SI,OIB.W0 PRINCIPAL AMOUNT OF INDUSTRIAL REVENUE BONDS OF SALT LAKE CITY, PURPOSE • PART OF THE COSTS ACQUISITION AND/OR CON -y STATE OF UTAH, FOR THE PURPOS OF FINANCING Being first duly sworn,deposes and says that he is legal STRUCTION OF A WAREHOUSE FACILITY WHICH SHALL BE FUNDED IN PART BY A GRANT FROM THE U s. advertising clerk of the DESERET NEWS, a daily ECONOMIC DEVELOPMENT ADMINISTRATION.AND WILL BE USED AS A FOREIGN TRADE_ZONE.WAREHOUSING (except Sunday) newspaper er printed in the English FACILITY UNDER LEASE TO INTERMOUNTAIN FOREIGN TRADE ZONE,INC. A UTAH CORPORATION'AUTHORIi- language with general circulation in Utah, and MG THE RELATED EXECUTION EN S FINANCING AGREEMENT AND INTERMOUNTAIN THIN DOFOREIGNCUMENTS:PROVIDING FOR A NOTE published in Salt Lake City, Salt Lake County, in the OF PLEDGE E THERNOF,N NOTHER OpFB INC.,FEA HEED C THEREOF,A GUARANTY V TERMS FOR SECURITY RITI- State Of Utah. •Y HEED SAID INDUSTRIAL AND OTHER EE BON PROVIDING V OF REMEDIESDSL REVENUE HOLDER BONDS: AID NUN. FORITHE NUE D THE LIFOR T OF SAID WAND TRIAL REVENUE BONDS AND FOR THE IRIGHTSNDENTURE; AND ,T AND OTHERWISE 9ETIAP�R01%INGRSPICH ACTIONOSEAS MA That the legal notice of which a copy is attached hereto BE NECESSARY FOR ISSUANCE OF SAID BONDS WHEREAS, Salt take City,State Utah(the"City" herein)desire to laminate stimulate and develop the onnora� pub notice of an ordinance xanamlc welfare and prosperity or said OW Mph; d to achieve authorizingthe greater industrial she City iseauthorizedapursuant to and provl- Ions of the Utah Industrial Facilities Development Act,found ±n chapter Y nr one H,titan coda Annotated,1953,an amann_ issuance of not exceeding 1,000,000_principal. trial Revenue Hrnnds 1n the purpose the efinancing the adauls, p bon,of land by purchau,grant n lease M construction f a house and commercial facilities,together with amount Industrial enolipinem,warehouse and other appurtenances thereto tall lees Revenue Bonds of Salt In sometimes referred to as the"Protect.');and 'Ake Revn WHEREAS,Bd In the segregate(ur nd"�pal to issue Industrialnoex reeding 000,000 for the purposespint financing the acquisition City and with expenseser letedf e to hereinafter`therissuanced described, the Bonds; and a an WHEREAS,the City,by n resolution dated June 2),1918, expressed an intent to finance acquisition and construction Al warehouse and commercial facility for use by Inter. mountain Foreign Trade Zane,Inc.,a Malt corporation(here. hatter the"Company"),the costs of which in part are to be March 21, 19S 0 derived through Issuance Of Industrial Revenue Bonds not to was published in said newspaper on exceed S1,000,00,u:eefuil amount in aggregate;and WHEREAS, fulfillment of all conditions nnreof,the Comp proposes Under upon Financing"Agreeement the City will the B- Company. t of the Protect i the C 1 consideration of (l)certain note 1 h'h ill be f11 I I toy the I principal of and Interest nd th fees and charges pertaining to Id Ind ttiol R B d it.) ddt I t- 1 the C rJ Vas lit be f l tl I lt r I id I h f lJ)security f thebenefit I bondholders th n Pledge a assignment or id note andTrust Indenture Legal Advertising Clerk representing,among other things, trust deed and security agreement aginst the Proic+a;anda(e)documentation coordl- nail e"slhe use of bond_proceeds with the use,of proceeds of a / grant from the U.S. Economic Development Admtnstration v� ("SEA" EWHEREAS,Ithee City proposes to sell all of the Industrial Revenue Bonds to be Issued under authority I this Ordinance ore irie this 2nd day of to a purchaser who has been at pwill be obtained through pri- vate rile hereoff are Intendedcto be Inn `ted Revenue Bonds as to be exempt from registration snider the Securities such"Act or A.D. 19 80 Ac'of 1939,Securities Ut Exchange StolegSeo.orities A,and Trust Indenture laws.The term"Purchaser"as used herein shall include all bondholders,If more than one may exist Worn time to time. WHEREAS the plan t0 proceed with ine Prolect,Induct. 'g financing and 1lt acquisition d construction f M t h- / ty,has Iron and hereby Is annroved by the Salt Lake City Council there bens no other or further governIlm body govern ine/entity II any kind reauked tinder law to provide located is within he boundaries f Sall on n the Lak.City Isr Is to lte presently Notary Public owned by the City and will continue to be owned by the City for oorposes Of this Bond issue,subiecr to a lease from the Cily toplated byyy thehe Company andI cons the istese nt with d all potoning lawsrarn- nd other ordinances of the City,tlaand point WHEREAS,rruse to administierr the funds and discharge the rable fidu• - Ciary duties related to said Industrial Revenue Bonds and MP ity also deems it advisable and in its best interest to enter into and execute the Financing Agreement end the Trust in- denture to provide for the issuance of said Industrial Revenue Bends,to sec payment of same,and to describe the rights and duties of it Trustee. NOW,THEREFORE,NE IT ORDAINED BY THE CITY COUNCIL OF SALT LAKE CITY, SALT IAKF COUNTY, STATE OF UTAH,THAT, financing l of the costs Section r ac 'sItIon and c nutnllum comb-mho.)Of the Pmlect are herei n authorized of sin accordance with law,Said Project shall consist witcee property ifctcose+oner rtain awarehousan commercial aiity constructed or to be constructed thereon and equipment,fixtures and annortnnanr es pertaining thereto,for the purposes of providing a foreign trade hone warehouse and related office and Commercial tacit dies.to be leasedr to the Company for operating enrpnsee and bore nefler,,salleto she coordinated with s Bonds cn thin proceeds of a greet from the FDA for construction costs. Section 2.Bonds Authorized.For the purposes of pa for reimbursing to the Company art f the costs of the paving uison and/or construction f the e'rolect and all cents incl- denlal thereto Including costs oof financings through the subtecf de- scribed lhe as Stty all Lake Cite industriizes al the issua of nce Series 930. Foreign Trade Zone Protect (coheorIlvelc veiled the exceedtiinnng nds"n5l,0003,000 dated ads of Mlarchhrl1,1930,and payt able in sari l. Salo Bondsmar be Isstued andfsold the e all atone time increments from time to time,under terms Match or more fully defined In the Trust Inenture,and sall be Is- sued in S5,000 denonnioaroos or In such other dnnominabonc as may be agreed with rho Porches of suchother a e of Me n an menu he agreed winds tnay be dated es th lite 1 urn./rg 0 or l 5 will hear interest renlm0nc.na as of My dale.shown on each Bond me Bomb wi.I'ad..,r-tally evert err . ..nvr,r,arr,. BONDS FORMING APART OF THE ISSUE DE r hies. .;CP I Bel NE RL"1N AND R E Fr:RPOD TO IN THE 1 Principal Jeri Interest shall be pavable to the holders of TRUST INDENTURE. such Bends semiannually. (SAMPLE-DO NOT SIGN) Seciian 3 Sousse of Payment The.principal f and Inter- est said Salt take City Industrial Revenue Bonds autism ri ed to be issued pursuant to this Irons there,shall to payable Emil Bond shall aisn contain In the text tannage to the solely from the note payments Irons the Company or otter teem-ring effect. es from the Prolecf Including other hinds which maybe PursuantSctiionhjl-I1u1),Utah vested Cod Annotated,Salt Lake city held from Ilene to time by the Trustee fors h purpose's,arid nerd.,do City acting for and en behalf of the State n t thereof shall be secured as providedr executed Nothing amended, does hereby ledge to and agree with e Payment this Ordinanceor documents issued or umler holder or this Bond that the State Utah wn t al- authnrity hereof all m construed Ina mennn to Impose n financial obligation oroliability whatever City and n ter.Impair r tines the rights vested hereby until this at- omBond and allinterest naymenls thereon have Men fee• part charges the hIre Bond of fora,print a c r erag o st an,/ reveue on taxes e ei the shall y or become a enues constructive- ivy Ili met and discharged 'goad of City u9hnr than revenues r:o ant to lthy the Bonds hall i be r.eemaDle ea lien than ed inrthe ly Finan eg by the City through the Trustee Pursuant to Me' rept n the times and on the contliflenrz fo be stated in the financing Agreement. eau Bonds. Section Bn d, to be As of Proceeds.The protean from e The.officers or the City required to signdt tcoexecution,ns,if ,ahle f Bonds to be see t under authority harp(shall he any. nr certification by f of the ogee and interest coo ns, f applied for its purposes for isbh led bored; Is>urvd a v,may ce f least Lure minted or the Re. 1 ore any described,snfoci shell be which through the Trustee thereon,except Mat at Bond siddition. feet from ape reason any pardon of re proceeds actually received corderp to s Ile manual on each a pry In or e the ern the Isom r sale shalle be applied to the payment or the repcipal of corporate seal of the any may be printedor engravedBond a the and/or b the Interest said Bonds,maturities. nspurr,n es for which Bond it'or if a co pohnse tleyhed, a Bends maY� h II be s order os lsdlude The purposes for n,the Issued with , without 1 Netted,asgreed be Me al partial shellcbe issued fHe shall the without land Imps the the Company,de the rust endt therequired Trustee The rchdsas may mentelcosts c rded tar the rojectflan and Improve- he authenticated by the STATE IS OF AMd byei the Purchaser. moot et not lre needed tee theeacquisition et equipment, acquiring or UNITED STATES OF AMERICA constructing all rr part f the banding,agesP ¢ne fixtures STATE OF L and t t epCorleany for of and may indite same rat- COUNTY OFUS SALT LAKE eel to the, the extent all costs actually a leid hereunder. to SALT LAKE CITY INDUSTRIAL REVENUE BOND lucre 21,GM,to extent of coals allowable es and or.The SERIES 19110 DATED MARCH I.legs allowable Protect costs shall also tors all fees and costs of FOREIGN TRADE ZONE PROJECT architects, and cordon-tors,and all expanses in PART OF AN ISSUE IN THE PRINCIPAL AMOUNT connection with authorization,sale and issuance f Bonds, TO EXCEED S1,OOf1,000 including Bond Counsel lees,corporate counsel and other legal Salt Lake Cily, had nellflc and municipality Of the lees, appraisal ad era title Insurance lucomml octal and State of Utah(the City"herein),for value received, u,ti a es'andl fees or bentpurchase spsi commitment hoes, acknowledges itself to tse Indebted d hereby promis- tini accounting trustees' a paving author ees,l costs coals, ever es to Pay to the holder hereof(rem the source as here- necessary costs,if any,and all tin itr lawful efts and on,con n tier o ovided,on 19,the principal sumof 35,000, emend to Meutect,which may la incurredncurie priori Beaming of the ssr so 1,writs.)to J be IawlullY d in lihe e mannerto ate interest on one-half percent from g construction to con ndforoa rue yubxq prof to June 2e fter 10 date terra/nl me n a of nine and ua lthalf rf compsof such construction. for a reasonable purl.of lime after an the per annum c and semiannually March 01 each completion S sort co o Ee an the firstilday of each September and March Of e Section 5.Professionals etim the The City hereby Company, prev inns said principalis gain except as the ratifies and confirms the employmentst by the Issue,and previsions hereinafter set sumoth regarding bee hereto, actirizeng for Its o n b ter for purposes of this Bond Issue. s. ter teethe maturity may become applicable hereto, e a ocown behalf as user of the Protect.ter the citrons. both principmoney l of and Interest on this Bond are parable es of proceeding with'tee the Prnlect,and the Bond Issue: In lawful n v f the United Statef America (a)As Trustee and paying agent under the Trust Inden through the office f Inc paying t and trustee, tore authorized herein,First Security Bank Utah,N A„ First Security Bank of Utah, National Association, through its Corporate Trust Department t l9 South Main arporate Trust Department, 19 South Main Street, Street,Salt Lake City Utah,�111, the event that Barak l Salt Lake City,Utah,34111. cannotserve, Y other financial institution authorized by law This ate is Carl of a authorized assued limited to hold rias of otherthe and Ilus tier oersenn. n gg•egato ipal ount f Ut n pep I edand aumos (b) uch other a d further persons,forms or corpora- r zed to be is teed for inepurposes of payingsnas othe costs lions,Including,but t limited to,architect,enginees,Cory f financing Me acquisition an/or Improvement of land in tractors,financial advisors,aNmnovs or the r nn v and Salt Lake City,Utah,including construction thereon of a ware- other agents reasonably necessary orconvenient for the pus- house and c mercial facility for Me Purposes of providing posef dlhonelrllle c tinter, Mannno,constructing thane- the for U. by I e"CO note Forign Trade Zone,Inc, ins and utilizing the Protect or any parts thereof;and Utah corporationer(the COMPANY"),including equipment, 'p, (77 The aw firm f Ray.auinnev&Net ken of Salt fixtures a hen"Protect"), (all herein sometimes Lake 1 principal which shall ct as Bond Counsel in prapara l ed to as the"Protect"),or thereimbursement used to the lion of principal documents and rendering the legal opinion fur COMPANY 1 y interim construction is a h Ihr be:mid of Frond Purchasers. purposes,e and pursuant to Financing Agreement("Agree- Sections t Sale f Bonds.At any timeafter this Ordinance melt"oherein)by and between the City and Me COMPNY Is duly adopted,and stilled to the coniions hereof,the City, and Paying all expenses In connectionAla with the authorare ation_ throng.)Its dui h authorized officers,shall have authority to sale and issuance 1 the Bends All 1 said n r r issue and sell the Bonds.it l the intent of this dinance o co/relished general Me promotion,stimulation C development of authorize sale of the Bonds such ermine denominations as the City the general economic welfare and prosperity of the citiens of or is authorized officers shall determine upon consultation in Sell Lake City one to achieve greater industrial development with the Company and the Purchaser, d s poll be in the State of Utah. this Ordinance,with the cited00lun that said and shell be issued The Ponds are issued pursuant to and subiecf to the prove- nd sold,and proceeds received ved therefrom,for the purposes of Ions of:(a)the Utah Utah nial Facilities Development a Act, financing part of hiie Protect and nayment of such Parrett es as Chapter I-of Title II,Uf h Cede Annotated,1953,es amendd. are uthorfzed hereunder to be aid from Proceeds of said (b)anOrdinance heretofore enacted by the City o t e slit Bonds Bond proceeds shall Include Urchase f the principal day f March,19110;()the Trust Indenture,also authorized airmen'of par,together with accrued Interest of he(date of by said Act and said Ordinance,by and between the coy,Me Om Bonds to the dale of sale.All Bend proceeds shall be held COMPANY and First Security Bank of Utah,N.A.,as Trustee; initially by the Trustee,and disbursed or otherwise edmrnlsh (di the aforementioned Agreement;and le)all amendments tared in accordance it the Trust Indenture.consistent with and supplements to any of such documents.Rference Is made the purposes described in this Ordinance. to all such documents for the provisions,among Others the In thei event less Than the full nave Is cola initially.and if• respect to Me nature and extent olvthe seCglv,the rights, tthhee additiodel pro eyoorse sall subsequently become neces- sary Dulles and obligations holds of the City the COMPANY n for completion or payment of the Prolecf or lons Trustee d the holders of the Bonds and the terms upon thereat,the Oeie without ce rssliv 1 further ordinance, which the'Bonds are ormay Interest doe Issue and secured. shall he empowered ed to issue and ell additional bonds up to The ial a and s of due to becomemso due re hays ns aggregate Princlpal unt i the$1,000,000 authorized ab one t7ly tr issue of pones is to eh it arms a pert are Note et hereby,If and on Inc ndlelon nMat II hsufficient ul have contracted ableh o nuanyna the Agreement peetaliniinng from the riectf 1 all with ithcthh Company for then note and entienceti i nt to onset rid I and the Payment of said principal and interest has bead and Is I connection therewith.Indebtedness ex r c e secured by a ptedge d assignment of the Note and all such in Indent event less than Me lull issue 1 31,IBp,Opp is issued i n yments,together and alien on all property forming a part. and Id,each Bond issued a and sold shalt Is issue f site Project,all with it ore flly defined i the T Use tal nfald its dhsignat.so issuer until d,and the Company Indenture to which reference has been eade.In addition,a ogether with the Bond Purchaser and tile.Trustee shall agree full guaranty of the COMPANY'S ehilgdflon has been received adiusrmenl.s which must he made the aggregate from nerwest Corporation,the Vetere�t of Me COMPANY,and l orpopverall payment Schedules,giving doe consider itinn for the National Distribution Systems, affiliate,for the benefit of al the monthly payments which must then M made by Mndhoders. the Crnt ny to the Trustee for Inn ond fund. The Bondsand Interest coupon appertaining thereto,T I The nissvaoce 'd le of such Elands and solicitations any,are limited bligations of the City and do not now or shall }Mr The may M effected fe or through El the.Purchaser without never constitute an Indebtedness of the City ithin IM mean- sislraflon of the Bonds as securities,pursuant In exemptions Mg of any lea c I simuni Is' pndebjedr1n r statutory oblige- provided - under Section 3(a)(2)of the Securities Act 11933 hens repreappesented need y U hots not pine i ed the 0padaand ection 3(a)02)of the Securities Exchange Act of 1934, hens repbility of by the C Bowls tsoe not aloe rise to any peco- ptinns from the qualification provision f the Trust In- lect for the prompt City whatsoever. hen due N Note thpayments aY I cips 11 nd dentine Act of 1039 end similar exemptions of applicable interest on said Bonds are to be paid by the COMPANY for the state low. nt of the City and remitted directly to the bank which Section 1.Form of BOMB The Bonds shop be uostantiany shall serve as Trustee for deposit In fume created for this n the ding shown the formIncorporated" this Sec- puroose designated"Salt Lake City Industrial Revenue Bonds fion 1 of this Ordinance with lellflon f such blanks Fund-Foreiggnn Trade Z Protect",to be used for timely substitutions a necessary o to issuance and ale of each payment to lb holders of Me Borlds Bond.Each Ifs ere Boner shall Inferesl at therate sped- nay eursu ant 10 the authority vested In the City under Section hid for the¢dos Ye..s o which it dorms part. Ifh principal and 11.1`-13,Utah Code Annotated nto, amended.the City act- interest aorosemiannually, Its yyltirllles coo- lop and on behalf of the State of Utah,does hereby pledge'Ned basis vdingg tel substantially geual semiannual to and grey with Me holder f this Bond that Me State ors fy op interest a r the respective terms, Utah willnot per,Impair or of the rights vest.hereby Companrvzand as Trusteeee.agreed between tnq Purchaser, he until tis ond and II interest oevment thereon have been The principal and Interest on each of saki Bonds shah he fully del of arccharaed. dyable to the holder thereof in a sited States money,without 1." t accruing on this Bond will be Paid onto on;meson- discount or premium,through the office of the paying agent to teflon and surrender of the attached interest coupons,If any. be established,on the dates and in the planner heretofore stat I a they respectively become due lam f no coupons a atte- nd. th prd.oper calculation i a altiun Me Beer byby the Made aayi gnagenntaor pursuant it All Bonet issuedlroteunder authstate on teeat shell reverse the viously accepted acileauiel TMY rincieal of this Bond of each certificate idth slated o thee fact or reverse side shall De iouslypayable to the proper r and holder thereof upon of each Bond codified by Me Recorder at the time of Issu shall ere aand so the surrender 1111s Bend.do Th15 B0190 REPRESENTS A LIMITED OBLIGA. Pre The provisions hereof shall In no manner be construed to • TION OF SALT LAKE CITY AND DOES NOT CON- authorize public distribution of or public trading In this Bond STITUTE OP GIVE RISE TO A GENERAL OBLIGA- or of the issue or any 0f the series of which It Corms a part, TION DR LIABILITY OF SALT LAKE CITY OR A except in accordance with applicable state and federal law. CHAR/L POAWERS THIS D GENERALI ONE OFTHE • Provided inSectisosnu issued without of¢see Securities under tof exemptions tioonv3(a)(12)of the Securities Exchange Act of 1934,Me quali- fication provisions of the Trust Indenture Act of 1939 and simi- lar exceptions under ao ticahle state law. Vhe So ate the trust Indenture or to,ihsltufee actiono s to ence s to any eo oe'drefault th rcoMer'orggroinsiii ee,enpear for except a ovidedrtherein,proceedings all of which actions may ye be taken any only through or with the approval of the Trustee. This Bond and the issuepo)f which it forms a part shall be nonmotoring ley and nomafterdSeptemberle p1,19r 90,May Oe redeemed Bonds the option of the City through the Trustee from funds supplied by the COMPANY,In Inverse numerical order beginning on a 1l date of March 1,1990,end on any Interest payment date thereafter at n and accrued interest to the date fixed for redemptionamount ofreach n eed so d for redemption Me cording to the amount of Schedule: calledac Call Dales Principal and Premium March I. 19999.or September o mbbeer I.1991 10eai March 1.1992 or September I,1992 103`vo I March I,1993 or September I,1991 1.22% March I,1994 or September I,1994 101`0 March I,1995 and the/eat-Mr coo Financing held and Used by the Agreement, Company hn whim nsiderationaof thehCit Ys issuance of the Bends,and the covenants of the Company n Provloert wmv n. rot the lien of the Trust Indenture with /dentedn by or morecruetiespry notes for such amount ear- Promo., respect to the merman,. of Minas of which this Bond forms a pert 1 may be sufficient overve the terms er si ofthBonesundias uch ll none may be subject to defcosanre In the event sufficient funds are m order nroVlded t0 the Trustee to hold tinder the Indenture for past p Yments hall be made monthly to Me Trustee, sting on meat of all Principal,meerest,premium,fees and other chafe I cts,I 1 bealf of the City,in sufficient amountto enable the Trustee to es on this Bonal any time after issue of the Bonds make the semiannual payments of principal,interest,premi' II is hereby things ,recited and declaredthatall Per m,f anv,fees and other costs under the Bonds.Said Flnanc- and Mont arid chines required to exist,happen and ce Per inn if shall contain he Cat additional covenants of the Coo, formed precedent to and n execution ana deliver a 1M Trues n may be required by the City and for the assurances of Idea-Mire d the issuance of this Bond do exist.have hap-f the looters of Me Bonds. vented and have been performed In due time, arm and man The Company shall et Cute a certificate and deliver the fired by lay/and Mat the Issuance of this Bond and same to the Trustee indicating the exact dale 1 accepts corn. the Issue of which it fain[ part does not violate or contra- r elation of construction and takes possession of the building.In on litgtl°nit o laetof i limitations of Y other on addition,,the Company will certify to the Trustee the fixtures and of acgvissllon and taxation of equipment,fixtures and good,coalract or other evidence of Indebtedness or obligation ppunenances financed by the Bonds Said certificates shall to which CITY Ia a party. IN WITNESS WHEREOF, d Salt Lake by i State of M prejudice o the right third M the Company inpursue Utah,has Canted this Bond r er duly executed u its Mayorrechcontractors,0asr ants r other or dies tor a. pNon M duly aHeothe otherwise, e, and gs co therunto duly a e affixed by herewith`. ants o ronirert or olherwlse m...Non facsimile or et de,and Its corporate es 1 to salted by Said Financing Agreement may further provide that the facslmlle hereto,and has r t d the Intergeauorfercoupons attached pen make see,liv Ifacslrn!re or nlhetwr l=e ball Dated rsf ofetlwllat Idavfof and Improvements not t expense, the Prtlectvand install egllilnmeetlllwre- March,1980_ on hick hall t impair the valise ereof,and that the By(SAMPLE DO NOT SIGN) Company shall be fully ice ems tble for making al repairs and Move connectionProperty therewith during the term of the Bonds,including By ISAMPI E DO NOT SIGN) Payment of.such Insurance coverage as the City and t hold• Recorder r of 111e Bends shah require THIS BONO REPRESENTS A LIMITED OBLIDA a All Improvements to the nuildlnh d fixtures attached TO NI TcOr SALT LA el CITY ANO NERS NOT IGA thereto shall be covered by the lien 0 eeotic Trust Indenture.All STITUTE OF GIVE RISE TO A GE Nff(E(RAL OBLIOA re Placements of equipment yor appurtenances shall he of the ' CHARGE AGA leg.'Trill OENERALECCITY ITOR OR of the Cite,,Trustee ors,Prrrchasseer aid wills comae odor the lien AXIN(+ POWERS. THIS BONG IS ONE OF THE security interest of the Trust Indenture BONDS FORMING A PART OF .HE ISSUE DE- Said Financing Agreement shall further provide that the ComSCRIBED HEREIII AND REFERRED TO IN THE levied on on shall Prolect rsienv other all sec aassessmny andall taxes in TRUST INDENTURE. (SAMPLE DO NOT SIGN) ownership tftere tith which would be normal Incidents to ka<order ow Said FinanrcingeOnreern"ent may provide for subleasing to (Farm of Interest Carton,if used) I third oadies by Me Cnmeanr f II orpart of the Protect, eon advance written-poroval of the trustee,end provided Nn-On the eirs1 day of,19,Sall I.eke C'-IIY(unless the Bond to that Me Company shall n in manner be relieved of any MIL which this Coupon at payment shall have been dilly called for nations under the note and Financing Agreement. Prior redemption and nayment of the redemptin price trade)I Said Financing Agreement shall further provide ler such il pay to Bearer,open presentation n d Surrender f this terms and conditions as may Cbeompany mutuyually ageed between the 'Coupon al the office 1 First Security Bank of Utah.N-A., i City,the lvi thecPusrcehaser,theMndompaning r the protectionedies al doe Corporate Trust Department,79 South Main Street,Salt Lak¢ such Clty.Isiah,Bt111,the a eu 1 shown hereon, provided n fault thereof as may be and on allowed by law in the d being semiannual interest han due n the Sal ake City transaction. Industrial Revenue Bond,Series 1980 dated March 1,1980, ' panty(c)A Lease between the City and the Company for OCC, Bond numbered .ty I the premises,for term of years not less than the u SALT LAKE CITY term of the Bonds,and with fair rentals and other lens not By(SAMPLE-DO'NAPS r inconsistenscrowr a and do}andn°fiter agreements by which By(SAMPLE-DO NOT SIGN) the rer—n s of tY grant from the FDA.shall be aArl�Inistared Recorder for part t Me construction costs, addition to but under ' Serti°n I.Bonds as Eligible Investments It Is hereby del m Par to administration of Bon proceeds;and Rated to be the intent al this Ordinance that the Industrial •c re)Otherdocuments, hick hall be reasonably n I Rosati.Bonds issued u der authorlpu hereof hall bee r,- nary O n lent for carrying outs thepurposesin f this Ordlh 1 ties which all public officers and public bodies of the Smote fernier the U Protect trdthrne sn financing the thereof, Including din Bonds of Uta and its political subdivisions may Invest d u l 1 oil deposit In accordance with low,together with treat- s Me Purchaser may require and as may be agreeanl¢(0 the Iatt nn(reran an eligible Investment for all Insurance companies, !City and the Company. credit unions,building and loan of savings and loan associa- tions, .anon 17 Banding Covenants.All covenants, tioulationin tions,trust investmen companies,lea,banking Corporations r associations• !obligations Q gr.tnent5 contained In this Ordinance,the • executors and trustees and other lido- Trust Indenture,the Financing Agreement d other docu trades,pension profit-sharingand retirement hins and all relents executed In connection therewith shall be deemed 10 be other such Slateand of Ufah. City. f which.however,shall creae an general obhga- Ses:hdn 9.Tax Exdm flans If Is herens,declared to be the tide of as City or constitute a charge on its taxable P ts, intent of this Ordinance fhnt one Bands issued der thorny Except otherwise provided this Ordinance,all e rights; hereof and the Interest Income therefrom,shall be exempt Powers and privileges conferred and duties and liabilities, from all lams Imposed by the Stale of Utah or n political posed uponthe City ny all of such dccurnenls shall he exer- cised thereof. it Is further declared to be the Intent notic or armed de the sat w with Mr attest ur- hereof that the interest income from the Bonds shall be x- c f the Recorder except here applicable or or 1 from Income taxation order the Internal Revenue Code. regulation would requireaction by the entire City Council Unless waived a wrath,by Pond Counnel,Inc Mayor Is here-' other offices.No obligaion or covenant of the City contained .by Instructed to execute and file with the Internal Revenue in any of such documents shall be deemedbllpallon or I Service(Pier whore the Company files Its federal lox recovenant f any officer,anent or employ.of anhe City in his or turns,as a as sregul+leainns mnY prescribe,such statements1 elec- hher individual any capacity and neither the umegmbersr of the City e gm option der the Council officers of the City r executing the provisions aof Sections 103 f then Internal Revenue Cede any i hone sins hhlllt be personally liable on the Bonds subject to aations p nulgater thereunder,which talements ma y by teason of the issuance thereof I be basedin parr on information t be furnished by the Comae- rSection 13 a bdlty. In sea y one, e of the s of Ms Ordinance,the Trust!denture,or Financing ay.All normal taxbenefits.such depredation deductions, Agreement,or other documents ter.tdd In connection there investment lax crdits,sales and other tax deductions,and the with,o f any of the Bonds t be issued under authority here- like.,shall belong to the real anv. of shall forany reason be held by any court of competent - The Project and real and personal property eluded risllcnon to e Illegal or invalid,such legality Invalidity therein shall not be exempt from ad valorem and similar lax- shall not affect any of Me other provisions of this Ordinance or imposed by the State or Utah ad any political subdnereants this Ordinanh documents e uaenll or of the bonds ids o uha construed and and char f lexceor ro the tent therein of a and y non an a sic r shall Of r ri.;As,),,r bete pare Insp t heregl Ihef es s of he C shall enforced s Ifs h illegal o invalid provision or provisions extend o he ecnnor Ir,and beneficial Interests of the Cornea- had not been contained therein. nle other Person,firm orcorporation,all of the. A- Section It.Conditions Precedent.All acts,conditions and venef tamrsats in the Probed O e Of the valorem used In things ai tar issuance to the a f this Ordinance,to ide nrclion!herewith Shall be subject 10 ad valorem taxation authority fora AB she Bonds 1 and execution x utii n of thee Trust ran dare with law. lye a eces- 0.es.ratifies a Contracts s Moontract The theity r con /ton s 0 the h,r ofrUO by which 0 haaeee t with u ratifies and c°Titans the tors or by the Me Acf Or a other laws performed Me Stale t Utah,which must hereof and with such e em sol5e ed by rectorser ve tors s isle and be psaid au precedent t ap en , hera, and Come'° may have been scompl by the Ct cane for the 'the providing said authority,equir have happened,passage exist and m of equipment, lei Or completingnecleraconstruction Of the have h en IS.Officers as and Successor, esby law. sdl lot rain cyenn fixtures and other Prefect. Then City 0 be sCounn,the officers and Successor and The all m obeys of the hod Rim or y ec o.Ion with ce tracts heretofore The City hereby Cific es, tto Mayor,the Regent e other it the Cit i t(aims ny strection a such cpnlract comped lawfully officers, Homey[,and doer agentsor o all employees al the City ble 'fist If con unction has been entails,completed for prior to 'see herdhv ororiz other Ordinance, o tlo all is and things adoption hereof,n,the Bond proceeds financing,nny be uc r t e pu- aired pf gee a has Oolherndo she tsu e un anal r vmg r m yy rinbur Cnea,uclie5 !Financing rmal..ins and other documentsexecuted in con- un costa and/Oryr remaining paid the Com piny flu on Inn,including the Bonds.for th lull punctual allowablethis Or coals as it may have pad consistent with Sncllon< I and complete performance f all f the terms, nit is and o this Ordinance the agreements tamed therein and constituting obligations of It snail not have been necessary for the Con-Many n I olio City.In the event Ibe Mayor.the Recorder,o v other officer of the City al or be replad hereafter by election -T - - - Ignaflrn,r Oval or otherwise,or in the event a designated L 1 o 'ddl n with financing y tg .lot I I officer Is at any time unable S to act by reasonof Illness,dis 11 q 1 its 1- 1 f the ability or absence from e State of Utah,te in either such Prof,'or any part thamf,or in connediun wi.any of the vent,the duty elected,ap rated or acting s r o law contracts heretofore 1 d f .h po, I po lul substitute,as the case may be shall be entitled to act s The Cdr authorizes the Company t enter Ins'contracts ciudhnlg effecting Me execution°f Bonds and other documents, r additional contractors or and such act o signature shall be May effective and binding with asubstitute, cirrrcun stan es retie require for the purposes here. on din city. f.The Company and/or the contractors,as nencabe.- hail ilon Id.Interpretation.This Ordinance,the Trust tact- cause e to be obtaind and/or continued for theusual Protect builders' tore,the Financing Agreement,the Bonds arid other nelu- t risk insurance against fire,windstorm and other usu!casual meets executed In connection therewith shall be Interpreted ties fornthe tal Insurable valve of the Improvements uing and construed in accordance with the law Of the State of Utah, nslructionas well as bile liability c e Inc the on- with ic tent an purpose that all such documents shall car. tractors,the letoroany and the City duringvan0 aer construe. rY forth the matters necessary for the acquisition,construction Ion as their Interests may appear,and the costs thereof shalland financing f the Prnlen,the Issuance and payment Of the be deemed one f Me d inanctl and allowable Project costs ond.and of of all other obligations of the City under Section a of this Ordinance, herein contained or referred to.Liberal construction f all Section IT'Trust Indenture and Financing Agreement.The hereof shall be o ed for the assurance and protection of City hereby authorizes and instructs the Mayor to a te, the holders of the Bonds,and any ambiguities or r errors A the Recorder to attest under she corporate seal of the City, hatpin shall not invalidate this Ordinance or the effect of pub the fdttowlrg additional documents.ell ol which shall contain I the Pond hereof,and the further documents infurtherance of such terms and troy eons furthering the.tr t h and linens , the Pond Issue may be executed In substantialers'' compliance no Ihereol may rha mutually egreenhle thet°eC City,the herewith.The terns l leriuers","holders" dte'hominoid. Company and the Purchaser, er a used hereinshall include both the plural and the.slit. la)Trust Indenture,which shall prnV.^le that First Secu outer,as applicable.The titles to the various sections to iIv Bank of Utah,N.A. any other financial inOltmlon law, tamed this Ordinance are for a f reference only and fully co Inns,.hall be or for The U pose of holding hall not be considered art of the Ordinance If any nittereln the pr0('.eed.s of the sales 1 said Induslr Ual Reyenue Bnoas, mimesis a meaning contrary to the express language of the e find In accordance with law the unneeded potion of said - Ordinance. e. investing eeds and distributing from time to time to the Company Or / join It.Act, Publication.The City shall pursuant t Section 1s,rut f the gul, ins, o pursuant to }her on o is Ornc- hasMecontractorsindebted and other conk 1d whom the ne necessary to es,rules a newspaper provide iher circulation of Salt Ordi- has become debted such proceeds as may be e. 'is Y t ante i newspaper i general circulation in Salt Lake n y all f the costs of the Said rt m fully defined a to t CguMy.in n the twat reasonably Passible day of eriod 0 SMion administer this Ordinance.ice.Said Truster shall Milner be anti- thin following on passage to This Ordinance.For a period ai°f clot la onor the must state which shall me into Its thirty rest days after thin date of such publication,legality y of Possession from control,including bu a Financing to the note C interest shall have the right t test Me le6aIII 1 this and Me from the lls same order the Financing Agreemename., the' Ordinance m e Bonds ecthmaytbement 0 th hereby Any and nit plunge of ins sit e made to efees a dYotherr of the• revisions made forthe securit n payment of the Bonds or of under Interest, remlum,'f any, o costsh y Aog��eeeemrnl r Trust lneenture thorization herein:and u d r the Rands,and any prOceecls reinvesting the estate, Uer the expirafi0n 1 sad thirty(30)days, person shall ith due a r Tong a request f the City for all funds have y cause f action whatever to contest the regularity, with by it.Said Trust Indenture of contain °isions In formality Or legality of this Ordinanceor of any agreement or the nature f a deed f trust and a security agreement by document authorized hereby. Provided, however, that the which all 1 the interests of the City d the Company n the Boconda or any of them maybe'issued at a time Her such al properly underlying the Proll t trust, the pe.he BB.onds, publication IMo ur any welting perird If,'any written opinon shalt be r need d conveys r f Bond Counsel,nolegal impairment of the issued Bonds will Property and fixtures and by the Bonds shall become be suffered. subi 1 l0 security interest,tar the purpose Or securing Section la.Effective Dale This Ordinance shall lake effect of principal,Interest,d premium,II any,fees fir oche n Ordinance of the 3roh CaY fallowing the publication oh Paymenttt opro the Bonds and Inc they holders of s purposes .this Ordinance as above prOSAM. Said Tr to protection of the e d duty Inc d holders O/said Bonds SALT LAKE CITY CORPORATION Said Trust Indenture shall or duty recorded on the.retards of TEO L.WILSON foe It lake Comte Rn'nrhar fed t of nit nal Mayor witpeifs, s 'Urlly mleresis.shoo he banded in accordance If Mil°RE h rluy Uniform ci=v clal Cede. i MII.ORED V.N IGHAM Recorder BILL N)O.13 of 19$0 t Published March 21,tile D-87