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2 ORDINANCE NO. 15,773
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4 AN ORDINANCE TO AMEND ORDINANCE 14,568 AND
5 AUTHORIZE THE EXECUTION AND DELIVERY OF A FIRST
SUPPLEMENTAL INDENTURE WHICH SUPPLEMENTS AND
6 AMENDS THE INDENTURE OF TRUST RELATING TO ITS
7 INDUSTRIAL DEVELOPMENT REVENUE BONDS (CPC
INTERNATIONAL, INC. PROJECT) SERIES 1983;
8 AUTHORIZING THE EXECUTION AND DELIVERY OF A
9 FIRST AMENDMENT TO THE LEASE AGREEMENT AND A
REMARKETING AGREEMENT RELATING TO SAID BONDS;
10 AND AUTHORIZING OTHER RELATED MATTERS
11 PERTAINING TO SAID BONDS.
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13 WHEREAS, the City of Little Rock, Arkansas (the "Issuer ")
14 authorized the execution and delivery of an Indenture of Trust
15 dated as of December 1, 1983 (the "Original Indenture ") from the
16 Issuer to Worthen Bank & Trust Company N.A., as Trustee (the
17 "Trustee ") to secure the Issuer's Industrial Development Revenue
is Bonds (CPC International Inc. Project) Series 1983 (the "Bonds ");
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20 WHEREAS, all terms used herein and not otherwise defined shall
21 have the meanings ascribed to them in the Original Indenture; and
22 WHEREAS, CPC International, Inc. (the "Company "), desires to
23 amend certain provisions of the Original Indenture concerning the
24 computation of the Floating Rate and the Fixed Rate and related
25 matters; and
26 WHEREAS, the Company also desires to amend certain provisions
27 of the Lease Agreement dated as of December 1, 1983 (the "Original
28 Agreement ") between the Issuer and the Company in connection with
29 the determination of the interest rates on the Bonds and related
30 matters; and
31 WHEREAS, it is necessary and desirable to appoint a
32 Remarketing Agent in connection with the aforementioned amendments
33 to the Original Indenture and the Original Agreement; and
34 WHEREAS, the Issuer is not aware of any default existing under
35 the Original Indenture or the Original Agreement; and
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WHEREAS, the First Supplemental Indenture, the First Amendment
to the Lease Agreement, and the Remarketing Agreement dated as of
October 1, 1989 (the "Remarketing Agreement ") among the Issuer, the
Company and Essex Company, as remarketing agent (the "Remarketing
Agent ") in substantially final form have been presented to and are
before this meeting; and
WHEREAS, it is necessary and proper for the interests of the
Issuer to authorize the execution and delivery by the Mayor and
City Clerk of the Issuer of the First Supplemental Indenture, the
First Amendment to the Lease Agreement and the Remarketing
Agreement;
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS OF
THE CITY OF LITTLE ROCK, ARKANSAS:
SECTION 1. That the form, terms and provisions of the First
Supplemental Indenture in substantially the form submitted to this
meeting are hereby approved, and the Mayor is hereby authorized and
directed to execute and deliver the First Supplemental Indenture
with such changes therein as shall be approved by the Mayor, the
execution of such document by the Mayor to constitute conclusive
evidence of such approval, and the City Clerk is hereby_authorized
and directed to affix to the First Supplemental Indenture the
official seal of the Issuer.
SECTION 2. That the form, terms and provisions of the Bond,
revised pursuant to the First Supplemental Indenture, and in
substantially the form submitted to this meeting are hereby
approved, and the Mayor is hereby authorized and directed to
execute and deliver the Bond with such changes therein as shall be
approved by the Mayor, the execution of such Bond by the Mayor to
constitute conclusive evidence of such approval, and the City Clerk
is hereby authorized and directed to affix to the Bond the Official
seal of the Issuer.
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SECTION 3. That the form, terms and provisions of the First
Amendment to the Lease Agreement in substantially the form
submitted to this meeting are hereby approved, and the Mayor is
hereby authorized and directed to execute and deliver the First
Amendment to the Least Agreement with such change therein as shall
be approved by the Mayor, the execution of such document by the
Mayor to constitute conclusive evidence of such approval, and the
City Clerk is hereby authorized and directed to affix to the First
Amendment to the Lease Agreement the official seal of the Issuer.
SECTION 4. That the form, terms and provisions of the
Remarketing Agreement in substantially the form submitted to this
meeting are hereby approved and the Mayor is hereby authorized and
directed to execute and deliver the Remarketing Agreement with such
changes therein as shall be approved by the Mayor, the execution
of such document by the Mayor to constitute conclusive evidence of
such approval.
SECTION 5. The appointment of Essex Company as Remarketing
Agent is hereby approved.
SECTION 6. The Mayor and City Clerk are hereby empowered and
directed to execute and deliver all documents and other instruments
which may be required under the terms of the First Supplemental
Indenture, the First Amendment to the Lease Agreement, the
Remarketing Agreement and this Ordinance.
SECTION 7. The provisions of this Ordinance are hereby
declared to be separable, and if any section, phrase or provision
shall be for any reason declared to be invalid, such declaration
shall not affect the validity of the remainder of the sections,
phrases and provisions.
SECTION 8. All ordinances, orders, resolutions and parts
thereof in conflict herewith are hereby repealed to such extent of
such conflict.
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SECTION 9. It is hereby found and determined that it is
necessary, desirable and beneficial to the Issuer and to the
Company to implement the amendments approved herein immediately,
due to the volatility of the capital markets and to the current
interest rate environment. Therefore, in order to best ensure that
the bonds of the Issuer remain in the hands of the current holder,
and to assure the stability of the financing of the project, an
emergency is hereby declared to exist, and this ordinance being
necessary for the preservation of the public peace, health and
safety shall be in full force and effect immediately upon its
passage.
Adopted and approved this 7th day of November , 1989•
ATTEST: APPROVED:
S La - --� 4 rmomhl
CIT61 CLERK J CZECH MA OR LOYD G. VILLINES, III
APP ROV D AS TO ORM:
MARK STODOLA, CITY ATTORNEY
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