September 17, 1964MINUTES OF A REGULAR MEc'TING OF THE CITY COUNCIL OF THE CITY OF WEST MEMPHIS, ARKANSAS,
HELD AT THE CZTY HALL IN SAID CITY ON THE 17TH DAY OF SEPTEPIBER 1961u AT ~•OO O'GU1(:K P.M.
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The Council of the City of West Memphis, in the County of Crittenden, State of
Arkansas, met in regular session at the City Hall in said City, at 3:00 o'clock, P.M.
on the 17th day of September, 1964.
The meeting was called to order by the Mayor, and the roll being called, there were:
Present: Bob Fden, layor, in the chair, and the following named Aldermen:
R. C. Bowie C. H. Rowton
Earl Felts Y. G. Sims
Kirby Leggett F. C. Weis
Paul Matthews 0. I. Bollinger
Absent: None.
The following proceedings were had to-wit:
Minutes of Council Meeting on September 3, 1964, were approved as read.
Mayor Eden announced an ordinance entitled "An Ordinance To Rezone Lots 9, 10, 11, and
12, Block 8, Avondale Gardens Subdivision To The City Of West Memphis, Arkansas, From RM-3
Multi-Family To RM-1 Multi-Family, Declaring An Emergency And For Other Purposes" was on the
agenda for third and final reading. Mr. Everard Weisburd, Attorney for Petitioners for
rezoning, informed the Council that a number of unforseen developments and legal questions
have been raised, and requested that the matter be tabled. Mr. J. H. Spears, Attorney for
a number of the lot owners in the area, read interpretation of FHA requirements on Bills of
Assurance, and stated additional property owners in the area had signed a petition requesting
their names be withdrawn from the petition for amending the Bill of Assurance. After
discussion, motion was made by Alderman Rowton: That the third reading of the Rezoning
Ordinance be tabled. The motion was seconded by Alderman Weis: Upon vote, the voting was as
follows:
Yes: Aldermen: Howie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger.
Nay: None.
Mr. J. H. Spears requested inasmuch as Mr. Weisburd had not filed his Petition that the
petition filed on September 3rd be withdrawn. Mr. Spears was granted permission to withdraw
the petition, and was advised he would be notified when the matter is placed on the Agenda in
the future.
City Attorney Dillahunty read Notice that was published for a hearing before the
Planning Commission on September 10th for the rezoning of Lot 28, the N2 of Section 24,
Township 6 North, Range 8 East. The Council was informed the Planning Commission had
recommended the rezoning of the property, and that Mr. H. R. Dabbs, an adjacent property
owner, had stated to the Mayor that he would consider the trailer park an asset. Thereupon,
an ordinance entitleed "An Ordinance To Re-Zone and Re-Designate Certain Property In The City
Of West Memphis, Arkansas" was introduced by Alderman Leggett, said ordinance was read in
full by Alderman Matthews.
Alderman Bowie then moved that the rule requiring the reading in full of an ordinance on
three different days be dispensed with. The motion was sedonded by Alderman Felts, and on the
roll being called the voting was as follows:
Yes: Aldermen: Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger.
Nay: None.
The Mayor declared that more than two-thirds of the members composing the Council had
voted in favor of the motion to suspend the rule and that it was carried. Alderman Bollinger
then moved that the ordinance as read be adopted. This motion was duly seconded by Alderman
Sims, and on the roll being called the voting was as follows:
Yes: Aldermen: Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger.
Nay: None.
The Mayor declared that the ordinance had been adopted, and then called attention to
the fact that Section 2, the emergency section, must be adopted upon a separate roll call
in order to be effective.
Alderman Hei~~+ then read Section 2 again. Alderman Rowton moved that Section 2 be
adopted. This motion was duly seconded by Alderman Leggett, and on roll call the following
voted:
Yas: Aldermen: Bowie, Felts, Leggett, N,atthexs, Rowton, Sima, Weis, Bollinger.
Nay: None.
The Mayor then declared that the ordinance and the emergency section had been duly
passed, and thereupon he signed the ordinance in open Council meeting, his signature was
attested by the City Clerk under the seal of the City.
ORDINANCE N0. 465
AN ORDINANCE TO RE-20NE AND RE-DESIGNATE CERTAIN PROPERTY IN THE CITY OF WFST MEF:PHIS, ARKANSAS
WHEREAS, Willie E. Little has petitioned the Planning Commission to re-zone and re-designate
certain property hereinafter described; and
WHEREAS, notice was duly published on August 21, 1964, as provided by law, of a hearing to
be held before the West Memphis City Planning Commission at 5:00 p.m. on September 10, 1964, for
tha purpose of hearing any interested parties in connection with the re-zoning and re-designating
of said lands; and
WHEREAS, at said meeting on September 10, 1964, said pet~fion was considered by the Planning
Commissan and no persons appearing to protest the same, the Planning Commission recommended to
the City Council that said petition be granted: NOW THEREFORE,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF WEST MEMPHIS:
SECTION I:
That the following described property, to wit:
Lot 28 in the NZ of Section 24, Township 6 North, Range 8 East, as shown by plat of
record in Plat Book 1 at page 106 in the office of the Recorder of Crittenden County,
Arkansas,
be, and the same is, hereby re-zoned and re-designated as R-T, Residence-Mobile Home District.
SECTION II: EMERGENCY CLAUSE: It is hereby ascertained and declared to be a fact that the
property above described is in the process of development; that the passage of this Ordinance
is in the interest of the public peace, health, safety and welfare of the citizens of
West Memphis; therefore, an emergency is hereby declared to exist, and this ordinance shall
be in full force and effect from and after its passage and approval.
~~
Plat of Subdivision of Lots 9 and 10, Block 10, PI. L. Thompson's 2nd Addition was presented.
The Planning Commission having reco:mnended that the plat be approved upon request of Guaranty
Loan & Real Estate Compax~y. Mr. Gene Dickson, o£ the compat~Y informed the Council the request
was made for simplification of lot descriptions. City Engineer Charles Hampton stated the area
is zoned for duplex construction, and that the Utility Department had made plans to provide for
sewer and the utility easements had been checked. After discussion, motion was made by
Alderman Felts: That Subdivision of Lots 9 and 10, Block 10, M. L. Thompson's 2nd Addition be
approved. The motion was seconded by Alderman Weis. IIpon vote, the voting was as follows:
Yes: Aldermen: Bowie, Felts, Leggett, Matthgvs, Rowton, Sims, Weis, Bollinger.
Nay: None.
Mayor Eden informed the Council that the school children walking in Redding Street due to
no sidewalks had created quite a traffic problem. The Mayor submitted a plan to designate
Redding Street from Bond across Barton as a one-way street for one hour in the morning and
evening while the children were going to and from school, and they would walk opposing the
traffic. In order to regulate the traffic it would be necessary to have lights at each block
that would instruct motorists not to enter on Red, the cost of obtaining the lights would be
$2,500 to $3,000. Motion was made by Alderman Leggett: That the D:ayor be authorized to
proceed with purchase of traffic 0ntrol lights. The motion was seconded by Alderman Bowie.
Upon vote, the voting was as follows:
Yea: Aldermen: Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger.
Nay: None.
Alderman Bowie brought to the Council's attention the request for a light at Ingram and
Barton for controlling traffic at the Maddox School, playor Eden stated the light would be
included in the approved project.
The annual tax resolution was presented as follows:
RESOLUTION N0. 281
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WEST MEMPHIS, ARKANSAS:
That a tax of five (5) mills upon the dollar for general purposes, five (5) mills
upon the dollar for debt service, and one (1) mill upon the dollar for public city library
upon the assessed value of all real and personal property within the limits of the
City of West Memphis, Arkansas, be and the same is hereby levied, and the City Clerk is
hereby directed to deliver a certified copy of this Resolution to the Clerk o£ the County
Court of Crittenden County Tax Books for the year 1964.
Notion was made by Alderman Rowton, seconded by Alderman Matthews: That the resolution
as presented be adopted. Upon vote, the voting was as follows:
Yes: Aldermen: Bowie, Felts, Leggett, N,atthews, Rowton, Sims, Weis, Bollinger.
Nay: None.
City Attorney Dillahunty presented lease between City of West Aiemphis and
P=id-South Foundry, Inc. and Fast St. Louis Castings Compac{y, and stated he and the Mayor
had given careful exa:rdnation of the lease.
The Mayor stated that consideration should be directed by said Council to the question
of the passage and adoption of an Ordinance to provide for the lease of certain lands and
buildings to Niid-South Foundry, Inc., in the undertaking to secure and develop industry
within or near the City of ::West Memphis.
After discussion by said Council, Alderman Rowton introduced in writing an Ordinance
entitled, ~~An Ordinance Providing for the Lease of Certain Lands and Buildings to Mid-South
Foundry, Inc.,~~ which Ordinance he read in full.
Alderman Weis then moved that the rule requiring an ordinance or resolution to be read
in full on three different days be suspended, and that said ordinance be placed on its
second reading, which motion was seconded by Alderman Sims, and thereafter the Mayor put the
question on the adoption of said motion, and the roll being called, the following voted:
Aye: Aldermen:Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger
and the following voted:
Nay: None.
Thereupon, the Mayor declared the motion duly passed and said ordinance placed on its
second reading. The ordinance was then read in full by the Clerk.
Alderman Bollinger then moved that the rules be further suspended and the ordinance be
placed on its third and final reading. This motion was seconded by Alderman Felte, and after
due consideration thereof by said Council, the Mayor put the question on the adoption of the
motion, and upon the roll being called, the following voted:
Aye: Aldermen:Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger
and the following voted:
Nay: None.
Whereupon, the Mayor declared the motion duly carried and said Ordinanbe placed upon its
final reading.
Said Ordinance was then read in full by the Clerk. Alderman Bowie moved its adoption,
which motion was seconded by Alderman bYatthews, and after due consideration thereof by said
Council, the Alayor put the question upon the adoption of said motion and the passage of said
ordinance, and the roll being called, the following voted:
Aye: Aldermen:Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger
and the following voted:
Nay: None.
Whereupon, the Mayor declared said motion duly adopted and said ordinance duly passed,
and signed his approval to said ordinance; the same was attested by the Clerk and impressed
with the seal of the City.
Alderman Leggett then moved that said ordinance go into irtm:ediate operation and become
effective without delay because of the emergency declared in the final section of said ordinance,
which section was then read in full, seconded by Alderman Rowton. The Mayor put the question
on the adoption of said motion, and the roll being called, the following voted:
Aye: Alderman:Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger
and the following voted:
Nay: None.
Whereupon, the Mayor declared said motion duly passed.
Said ordinance, to which no amendment was offered, read as follows:
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ORDINANCE N0. !~
AN ORDINANCE PROVIDING FOR THE LEASE OF CERTAIN
LANDS AND BUILDINGS TO MID-SOUTH FOUNDRY, INC.
WHEREAS, the City of West Memphis, County of Crittenden, and
State of Arkansas, has heretofore undertaken an effort to develop
industry within or near the City cf West Memphis, and to that end
has caused an election to be held to determine whether the City
of West Memphis shall issue $300,000.00 of Industrial Development
Revenue Bonds under the provisions of Act 9 of the General Assembly
of the State of Arkansas for 1960, and $450,000.00 of Industrial
Development General Obligation Bonds under the provisions of
Amendment No. 49 of the Constitution of the State of Arkansas, each
of said issues of bonds to be subject to conversion and such other
terms as the City of West Memphis may find appropriate or desirable
in the sale of the bonds; and
WHEREAS, at said election the e:.ectors of the City of West Memphis
voted in favor of the issue of said bonds; and
WHEREAS, it is contemplated that the City of West Memphis shall
execute and deliver to Mid-South Foundry, Inc., a Corporation organ-
ized and existing under the laws of the State of Arkansas, a lease
of certain lands and buildings for the establishment and operation
_. o£ a metal castings manufacturing plant, the industrial development
_ project for which the City of West Memphis caused the said election
to be held;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF WEST MEMPHIS:
Section 1. The mayor and City Clerk of West Memphis are hereby
authorized, for and on behalf of the City and in its name, to
execute and deliver to Mid-South Foundry, Inc., a lease substantially
in the form as follows:
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Section 2. It is ascertained and declared that the ug
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safety and health of the City of West Memphis are jeopardized
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by the lack of sufficient industry, and that only by action ~i
made possible by this Ordinance can the City undertake'to secure !i~'~
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and develop industry and to promote the safety, health and ~',,~F',
welfare of its citizens. It is, therefore, declared that an Is.
- emergency exists, that this Ordinance is necessary for the
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immediate preservation of the public peace, health and safety, ~~.'
and that this Ordinance shall take effect and be in force from t'!i
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and after its passage.
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PASSED: September 17 1964 _ p ;
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APPROVED:
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City Attorney Dillahunty informed the Council an ordinance pertaining to the requirements
of Federal Aviation Agency regulating and restricting the height of structures in the vicinity
of the Airport had been prepared for their consideration. Alderman Rowton introduced an
ordinance entitled "An Ordinance Regulating And Restricting The Height Of Structures And Objects
Of Natural Growth, And Otherwise Regulating The Use Of Property In The Vicinity Of The West Memphis
Municipal Airport By Creating Airport Approach Zones, Transition Zones, Horizontal Zone and
Conical Zone, And Establishng The Boundaries Thereof; Providing For Changes In The Restrictions
And Boundaries Of Such Zones; Defining Certain Terms Used Herein; Referring To The West Memphis
Municipal Airport Zoning Map Which Is Incorporated In And Made A Part Of This Ordinance; Providing
For Enforcement; Providing F`or Appsala; Imposing Penalties And Declaring An Emergency" which was
read in full by Alderman Weis. .
Alderman Sims then Craved that the rule requiring the reading in full of an ordinance on three
different days be dispensed with. The motion was seconded by Alderman Bollinger and on the roll
being called the voting was as follows:
Aye: Alderman:Bowie, Felts, Leggett, Matthews, Rowton, Sims, lJeis, Bollinger.
Nays: None.
The Mayor declared that more than two-thirds of the members composing the Council had voted
in favor of the motion to suspend the rule and that it was carried. Alderman Felts then :roved
that the ordinance as read be adopted. This motion was duly seconded by Alderman Bowie, and on
the roll being called the voting was as follows:
Aye: Aldermen:Bowie, Felts, Leggett, N:atthews, Rowton, Sims, Weis, Bollinger.
Nays:None.
The Mayor declared that the ordinance had been adopted, and then called attention to the
fact that Section 1!~ the emergency section, must be adopted upon a separate roll call in order
to be effective.
Alderman Matthews then read Section 7.l+ again. Alderman Leggett moved that Section 1!t be
adopted. This motion was duly seconded by Alderman Rowton, and on roll call the following voted:
Aye: Aldermen:Bowie, Felts, Leggett, N:atthews, Rowton, Sims, Weis, Bollinger.
Nay: None.
The Mayor then declared that the ordinance and the emergency section had been duly passed,
and thereupon he signed the ordinance in open Council meeting, his signature was attested by the
City Clerk under the seal of the City.
The ordinance read as follows:
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AN ORDINANCE REGULATING AND RESTRICTING THE HEIGHT ~
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OF STRUCTURES AND OBJECTS OF NATURAL GROWTH, AND ,~~M•'
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VICINITY OF THE WEST MEMPHIS MUNICIPAL AIRPORT BY ,!;~;.
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' CREATING AIRPORT APPROACH ZONES, TRANSITION ZONES, ~~,
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t r ~ HORIZONTAL ZONE AND CONICAL ZONE, AND ESTABLISHING
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THE RESTRICTIONS AND BOUNDARIES OF SUCH ZONES;
FINING CERTAIN TERMS USED HEREIN; REFERRING TO THE 1k~~
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INCORPORATED IN AND MADE A PART OF THIS ORDINANCE;. 4M1 t~.
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PROVIDING FOR ENFORCEMENT; PROVIDING FOR APPEALS;
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IMPOSING PENALTIES AND DECLARING AN EMERGENCY.
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This ordinance is adopted pursuant to the authority
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conferred by statutes of the State of Arkansas. It is hereby <
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found that an airport hazard endangers the lives and property of 9.'
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y users of the West Memphis Municipal Airport and of occupants of , tri
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'land in its vicinity, and also, if of the obstruction type, in ~ >;~F
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off and maneuvering of aircraft, thus tending to destroy or impair iti
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the utility of the West Memphis Municipal Airport and the public ~'
investment therein. Accordingly, it is declared: (1) that the aY
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creation or establishment of an airport hazard is a public nuisance ~.
served by the West Memphis Municipal
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and an injury to the reg
Airport; (2) that it is necessary in the interest of the health, '.
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public safetq and general welfare that the creation or establish- ~i~i~
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ment of airport hazards be prevented, and; (3) that the prevention ~
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of these hazards should be accomplished, to the extent legally pos- a*
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- Bible, by the exercise of the police power without compensation. It ~~~!#
is further declared that both the prevention of the creation or ~ j
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4' estzblishment of airport hazards and the elimination, removal, a1- k
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teration, mitigation, or marking and lighti~q of existing airport ~,r
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hazards are public purposes for which political subdivisions ;~~~
may raise and expend public funds and acquire land or interests
in land.
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NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF
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THS CITY OF WEST MEMPHIS:
Section 1. Short Title - This ordinance shall be known
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` and may be cited as "t9est Memphis Municipal Airport Zoning Ordinance.".
Section 2. Definitions - As used in this ordinance unless
the context otherwise requires:
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(1) Airport - means Weet Memphis Municipal Airport.
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(2) Airport Elevation - means the established elevation
of the highest point on the useable landing area.
(3) Airport Hazard - means any structure, tree or use of
- land which obstructs the airspace required for or is otherwise
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• hazardous to the £light of aircraft in landing or taY.ing-off at
the airport.
(4) Airport Reference Point - means that point established •'
as the approximate geographic center of the airport landing area and ~,
.~:;_ so designated.
± (5) Board of Adjustment - means a board consisting of -;-'-~.=
eight (8) members appointed by the City Council as provided by .
Ordinance No. 411. a:_`~
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(6) Height - for the purpose of determining the height t
limits in all zones set forth in this ordinance and shown on the ,`:s.,.
zoning map,-the datum shall mean sea level elevation unless other-
wise specified.
(7) Landing Area - means the area of the airport used for
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the landing, take-off or taxiing of aircraft.
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, (8) Non-Conforming Use -means any structure, tree, or,
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;`~.,,'.. use of land which is lawfully in existence at the time the regu-
lation is prescribed in the ordinance or an amendment thereto be- ,~~
#'~ comes effective and does not then meet the requirements of said A,.
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(9) Non-Instrument Runway - means a runway other than
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an instrument runway. i
(10) Person -means an individual, firm, partnership, ~`•~
=fit corporation, company, association, joint stock association, or
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y, body politic,. and includes a trustee, receiver,' assignee, adminis-
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`~ landing strip.
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(12) Structure -means an object constructed or installed
by man, including, but without limitation, buildings, towers, smoke-
stacks, and overhead transmission lines.
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Section 3. Zones - in order to carry out the provisions
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of this ordinance, there are hereby created and established certain ~`%'+``
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+ zones which include all of the land lying within the non-instrument.
approach zones; transition zones, horizontal zone and conical zone.
Such areas and zones are shown on the West Memphis Airport Zoning ~'+
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Map,. consisting of one (1) sheet, prepared by C. H. Bond, Jr.,
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engineer, and dated September, 1964, which _s attached to this
ordinance and made apart .hereof. The various zones are hereby es-
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tablished and defined as follows:
` (1) Non-Instrument Approach Zone - Anon-instrument
approach zone is established at each end of all non-instrument run-
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ways on the West Memphis Municipal Airport for non-instrument landings
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and take-offs. The non-instrument approach zone shall have a ~YL**'
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width of 400 feet at a distance of 200 feet beyond each end of ... s
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the runway, widening thereafter uniformly to a width of 2400 feet k
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at a distance of 10,200 feet beyond each end of the runway, its- hi'
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(2) Transition Zones -Transition zones are hereby ~ 1P,~I
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established adjacent to each non-instrument runway and approach' ~~~i;
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`''` ~' zone as indicated on the zoning map. Transition zones symmetrically c:
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.located on either side of runways, have variable widths as shown x
on the zoning map. Transition zones extend outward from a line
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200 feet on either side of the center line of the non-instrument ,:
runway, for the length of such runway plus 200 feet on each end, i
arallel and level with such runway center lines.. The.:
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transition zones along such runways slope upward and outward one
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(1) foot vertically for each seven (7) feet horizontally to the ti
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II point where they intersect the surface of the horizontal zone. n
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Further, transition zones are established adjacent to non-instrument
approach zones for the entire length of the approach zone. .These r
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as shown on the zoning map.
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transition zones have varia
„tr' Such transition zones flare symmetrically with either side of the
runway approach zones from the base of such zones and slope upward
and outward at the rate of one (1) foot vertically for each seven-
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(7) feet horizontally to the points where they intersect the sur-
faces of the horizontal and conical zones.
(3) Horizontal Zone - A horizontal zone is hereby
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established as the area within a circle with its center at the
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horizontal zone does not include the non-instrument approach
zones and the transition zones.
(4) Conical Zone - A conical zone is hereby established
as the area that commences at the periphery of the horizontal zone ~'.
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and extends outward therefrom a distance of 5000 feet. The conical ,
~~ zone does not include the transition zones.
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i provided in this ordinance, no structure or tree shall be erected, '4
r. altered, allowed to grow, or maintained in any zone created by this N
~A ordinance to a height in excess of the height limit herein estab- fl~l
lished for such zone. Such height limitations are hereby estab-
lished for each of the zones in question as follows: ~
a* (1) Non-Instrument Approach Zones - One (1) foot in height ,
' for each forty (40) feet in horizontal distance beginning at a point
200 feet from and at the elevation of the end of the non-instrument
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~' runway and extending to a point 10,200 feet from the end of the runway
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"' (2) Transition Zones - One (1) foot in height for each seven
~- (7) feet in horizontal distance beginning at any point 200 feet normal
to and at the elevation of the centerline of non-instrument runways
extending 200 feet beyond each end thereof, extending to a height of
150 feet above the airport elevation which is 211.78 feet above mean f
tf: sea level. In addition to the foregoing, there are established height .._
limits of one (i) foot vertical height for each seven (7) feet hori-
zontal distance measured from the edges of all approach zones for the
k entire length of the approach zones and extending upward and outward
to the points where they intersect the horizontal or conical surfaces..
(3) Horizontal Zone - One hundred fifty (150) feet above
the airport elevation or a height of 361.78 feet above mean sea
level; and ~"~ ~'~
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would allow such structure or tree to exceed the applicable :~~
~~~.
-, height limit or otherwise deviate from the zoning regulations. h;,
is
~i,
(d) Variances. Any person desiring to erect or increase ~F~.,
~~~~~
the height of any structure, or permit the growth of any tree, or 4!~!i
~!j,
i~f'!
use his property, not in accordance with the regulations prescribed f
1 to the Board of Adjustment for a :~
in this ordinance, may app y
t.;~,~ variance from such regulations. Such variances shall be allowed
y..
~,~ where it is duly found that a literal application or unnecessary vc
~'~
hardship and the relief granted would not be contrary to the public i
d ' i,.;
;,:;+, " 3nterest.but will do substantial justice and be in accordance with f
'"h
"~ •the spirit of this ordinance.
rmit or variance "1
(e) Hazard Marking and Lighting. Any pe
granted may, if such action is deemed advisable to effectuate the ''
` ~
purpose of this ordinance and be reasonable in the circumstances,
+~' be so conditioned as require the owner of the structure or tree in
question to permit the West Memphis Airport Commission, at its own .,,
expense, to, install, operate, and maintain thereon such markers and
~,x ;
lights as may be necessary to indicate to flyers the presence of an ,~
airport hazard.
:x;_
'i
Section B. Enforcement.
It shall be the duty of the city building inspector to -
administer and enforce the regulations prescribed herein. Applications
for permits and variances shall be made to the city building inspector
upon a form furnished by him. Applications required by this ordinance
:~`
to be submitted to the city building inspector shall be promptly con-
.;
sidered and granted or denied Ly him. Application for action by t:~e
' Board of Adjustment shall be forthwith transmitted as provided in
Ordinance No. 411 of the City of West Memphis.
A
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Section 9. Appeals. i';;
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(a) Any person aggrieved, or any taxpayer affected, by
. i''
any decision of the city building inspector made in his adminis- ~•~
'`tration, if of the opinion that a decision of the city building rri
inspector is an improper application of these regulations, may ~";~
~, ?~
appeal to the Board of Adjustment. ~`
C~C-~~
gy
~R. (b) All appeals hereunder shall be pursuant to the rules ~,~,
of the Board of Adjustment as set forth in Ordinance No. 411. 1~
Section 10. Judicial Review. I~~
Any person aggrieved, or any taxpayer affected, by any +~
,'C
decision of the Board of Adjustment, may appeal to the Circuit ti~
~,.
Court of the county within which the structure or object of natural:
r:!I
growth in question is located.
Section 11. Penalty. rP~
k`~ ~ A
Each violation of this ordinance, or of any regulation,
order or ruling promulgated hereunder shall constitute a misdemeanor
and be punishable by a fine of not less than &25.00 nor more than
51,000.00, and each day a violation continues to exist shall con-
stitute a separate offense. f
Section 12. Conflicting Regulations. t~
Where there exists a conflict between any of the regulations
or limitations prescribed in this ordinance and any other regulations
applicable to the same area, whether the conflict be pith respect to f!
I
the height of structures or trees, the use of land, or any other I'
matter, the more stringent limitation or requirement shall govern
and prevail.
Section 13. Severability. ~ '
If any of the provisions of this ordinance, or the -
application thereof to any person or circumstances is held invalid,
- 10 -
_.~... -
such invalidity shall not affect other provisions or applications
f the ordinance which can be given effect without the invalid '
o
provision or application, and to this end the provisions of this
~~
ordinanceare declared to be severable.
•~ .
Section 14. Emergency Clause. .
.;~'x It beinq~determined that this ordinance is immediately ,N
for the preservation of the public health, public safety
~ necessar
.~
y
. r-`
and general welfare, an emergency is declared to exist and this
~„
_ ,~
~'` ordinance shall be in-full-force and effect from and after its
_.
passage, approval and publication as required by law. ,
~'.;
Notice of Sale of ~675~000 City of West Memphis Refunding And Construction
Improvement Bonds was read by City Attorney Dillahunty. Motion was made by
Alderman Bollinger: That date of sale be set for 3 P.P1. October 15, 1964, and the
Piayor be authorized to have Notice published. The motion was seconded by
Alderman Bowie. Upon vote, the voting was as follows:
Aye: Aldermen: Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger.
Nay: None.
Mayor Eden brought to the Councils attention approximately ten days ago magazine
and newstand distributors had been requested to discontinue the sale of Sex Magazines,
however, the magazines have now been replaced on the racks for sale. That the Police
Department had asked them to remove the magazines, but they had refused to do so.
After discussion, motion was made by Alderman Leggett: That the Police Department be
instructed to enforce State Statutes pertaining to the sale of literature.
The motion was seconded by 4Alderman Bollinger. Upon vote, the voting was as follows:
Aye: Aldermen: Bowie, Felts, Leggett, Matthews, Rowton, Sims, Weis, Bollinger. .
Nay: None.
There being no further business, the Council adjourned.
_,~ / ~4 /
C_: /y'
ATTEST
APPROVED: OCTOBER 1, 196l~
LEASE AGREEMENT
TIiIS LEASE AGREEMENT, made and entered into this
day of 1964, by and between the CITY OF WEST
MEMPHIS, A''?ZANSAS, a city of the first class organized and
existing by virtue of the laws of the State of Arkansas,
(hereinafter referred to as "Lessor"), MID-SOUTH FOUNDRY, INC.,
a Corporation organized and existing under the laws of the State
of Arlcan~as (hereinafter referred to as "Lessee"), and EAST ST.
LOUIS CASTI?~0'S COMPANY, a Corporation organized and existing
unc!er and by virtue of the laws of the State of Illinois
(hereinafter referred to as "Guarantor"),
WITNESSETH:
WI~I~~^aS, the Lessor is a duly existing city of the
first class in the State of Arkansas, with full power and author-
ity under the laws of the State of Arkansas to enter into all
the terms and conditions of this Agreement, and the Lessor,
acting by and through its duly authorized Mayor and City Clerk,
is authorized to enter into this Lease Agreement in furtherance
of the best interests of the citizens of the City of West Memphis,
Arlcan.Sas, in securing and developing industrial facilities so as
to provide employment for a considerable number of persons and
to add to the welfare and prosperity of said persons and of
Lessor; and
WI;EFtEAS, prior to the time this Lease Agreement is filed
for record, Lessor has acquired the fee simple absolute title to
S. THIS COPY OF THE LEASE MAY BE INSERTED IN THE CITY'S
MINUTE BOOK.
[; ~^
[ T+
certain lands situated in Crittenden County, Arkansas, and
more particularly described in Article II hereinafter (which
lands will be referred to as the "site") upon which Lessor
is prepared to construct and equip a plant for the manufacture
of metal castings with appurtenant facilities and other improve-
ments and structures suitable for the operations of the Lessee
(all of which will be hereinafter sometimes referred to as the
"Project") ; and
WHEREAS, the Lessee is willing to lease the said lands
and improvements and equipment under the terms and conditions
set forth in this Lease Agreement; and
WHEREAS, the Lessee is a duly organized and existing
corporation under the laws of the State of Arkansas and is
authorized under the laws of the State of Arkansas, and under
its Articles of Incorporation and By-laws to enter into this
Lease Agreement; and
WHEREAS, the Lessee is not prohibited under the terms
of any outstanding trust indentures, deeds of trust, mortgages,
or other instruments from entering into the terms of this
Lease Agreement and discharging all covenants, provisions and
obligations on the part of the Lessee hereunder, or if pro-
hibited it has secured the necessary consents thereunder, and
hereby affirmatively so represents to the Lessor; and
WHEREAS, the Guarantor is a duly organized and existing
corporation under the laws of the State of Illinois and is
authorized by action of its shareholders and Board of Directors.
-2-
r• e
n
to guarantee the performance on the part of the Lessee of this
Lease Agreement; and
WHEREAS, the Guarantor is not prohibited under the
terms of any outstanding trust indentures, deeds of trust,
mortgages, or other instruments from entering into the terms
of guarantee of this Lease Agreement and discharging all cove-
nants, provisions, and obligations as may be set forth herein,
or if prohibited it has secured the necessary consents thereunder,
and hereby affirmatively so represents to the Lessor; and
WHEREAS, it is agreed that the parties hereto know that
Lessor plans to issue Industrial Development Revenue Bonds under
the provisions of Act No. 9 of the First Extraordinary Session
of the General Assembly of the State of Arkansas for the year
1960 (hereinafter referred to as Act No. 9) in the amount of
Three Hundred Forty-five Thousand Dollars ($345,000) (being in
the principal amount of $300,000, prior to conversion) and to
issue Industrial Development General Obligation Bonds under the
provisions of Amendment No. 49 of the Constitution of the State
of Arkansas in the amount of Four Hundred Fifty-eight Thousand
Five Hundred Dollars ($458,500) (being in the principal amount
of $450,000, prior to conversion) (hereinafter collectively
referred to as the "Bonds"), for the purpose of financing the
Project costs and equiping the building and improvements thereon
which, together with the site, are to be and are hereby leased
to the Lessee, it being understood that the proceeds of the bonds
will cover, in addition to their Project costs, engineering and
architectural fees, legal fees, and any incidental expenses nec-
essary to the construction of the Project and to the issuance of
the Bonds; and
-3-
k
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WHEREAS, it is agreed that the parties hereto know
that a bank or a trust company will be named as a Trustee for
the holders of the said Bonds being issued by the Lessor pur-
suant to a trust indenture between Lessor and said Trustee
(which Trustee will be hereinafter collectively sometimes
referred to as the "Trustee" of "Trustee for the Bondholders,"
and the trust indenture will be hereinafter sometimes referred
to as the "Trust Indenture") ;
NOW, THEREFORE, for valuable consideration, receipt of
which is hereby acknowledged by all parties hereto, and in con-
sideration of the mutual benefits and covenants herein contained,
the parties hereto agree as follows:
-4-
~.
ARTICLE I.
CONSTRUCTION
r ..
Section 10 1, The Lessor agrees to acquire the necessary
site therefor and to construct and equip a plant for the manufacture
of metal castings with appurtenant facilities and other improvements
and structures on the site, in accordance with plans, specifications,
contract terms, contractors, prices and expenses approved by the
Lessor and the Lessee, suitable for the operations and business
activities which Lessee shall desire to conduct on the demised
premises. The Lessor shall obtain all necessary approvals from
any and all governmental agencies requisite to the construction of
the Project and the Project shall be constructed and completed in
compliance with all state and local laws, ordinances and regulations
applicable thereto. The Lessor shall not authorize nor undertake
any changes, alterations, extras or additions to or from the said
plans and specifications or construction contracts until the same
shall have been submitted to Lessee and until both Lessor and Lessee
shall have agreed to and approved said changes, alterations, extras
and additions in writing prior to their being made. Lessor shall,
however., cause to be made and shall authorize all reasonable re-
quests by Lessee for changes in the plans and specifications or for
additions or extra work. All work hereunder shall be commenced and
completed as soon as reasonably possible, shall be done in a good
and workmanlike manner and shall be of first class materials.
Section 102, Lessor shall cause to be furnished and shall
see that there is in full force and effect at all times during the
construction of the Project the usual insurance coverage applicable
-S-
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e a
to similar construction projects including, but not limited to,
general accident and public liability insurance, workmen's
compensation insurance or coverage, builders' risk and a perform-
ance and payment bond, all of which shall be subject to the prior
written approval as to amounts and companies by the Lessor and the
Lessee, and shall be made payable to Lessor, Lessee and Trustee
as their interests may appear, provided, however, that the general
accident and public liability insurance need not name Lessor as an
insured, and provided, further, that the builder's risk insurance
shall also be made payable to the Trustee pursuant to the provisions
of a standard mortgage payment clause as its interest may appear.
Section 103. Lessor represents that as of the date this
Lease Agreement is filed for record, the Lessor will have fee sim-
ple absolute title to the lands described in Section 20 1 (a) hereof
and hereby leased to Lessee. Lessor agrees that it will ever
defend said fee simple absolute title and its right to lease the
Project and to carry out its covenants, agreements and obligations
in this Lease Agreement set forth.
Section 104. The parties hereto agree that the Project
Costs, as hereinafter defined, sha 11 not exceed Seven Hundred Fifty
Thousand Dollars ($750,000), but that, if said Project Costs should
exceed said sum, the Project will be completed and the Lessee hereby
agrees to pay or cause to be paid, at no cost or expense to the
Lessor, the entire amount of the excess, if any, of the Project
Costs over and above the said Seven Hundred Fifty Thousand Dollars
-G
($750,000). Project Costs as that term is used in this Lease
Agreement shall include all costs and expenses of every nature
incurred in acquiring the said lands, constructing the Project,
paying all expenses of every nature incidental thereto, paying
all expenses incurred by Lessor in connection with the issuance
of the Bonds, including, but not limited, to the following:
(a) The costs in acquiring the said lands comprising the
site;
(b) The amount paid to contractors and suppliers in
connection with the construction of the building and improve-
meets shown on and in accordance with the plans and specifica-
tions therefor;
(c) The amount of payments to contractors or suppliers
for extras, additions, or changes in said plans and specifica-
tions, which have been agreed to by Lessor and Lessee;
(d) The aggregate amount expended by Lessor in the pur-
chase and installation of fixtures and equipment in accordance
with said plans and specifications or in accordance with the re-
quests and direction of Lessee as provided in Section 101 hereof;
(e) The fees and expenses of architects and engineers,
including those incurred by Lessee in connection with the Project;
(f) The cost and expenses incurred by Lessor in issuing
the Bonds including, without limitation, Trustee's authenticat-
ing fees, bond printing costs, legal fees, the expenses of the
special elections required by said Act No. 9 and by said Amend-
meet No. 49 and all other expenses of whatever nature incurred
-7-
Q
v i
and appurtenances are hereinafter sometimes collectively referred
to as the "demised premises" or "leased premises".
TO HAVE AND TO HOLD the demised premises unto the Lessee
for the term of this Lease Agreement as hereinafter set forth.
Section 202. The initial term of this Lease Agreement
shall commence on June 1, 1964, and shall end at midnight on
November 30, 1989.
Section 203.. Subject to the credit provided for in Section
104, Lessee covenants to pay to Lessor, in the manner hereinafter
provided, basic annual rent as follows:
(a) For the first year of the initial term ending on
May 31, 1965, Twenty-five Thousand Dollars ($25,000), which
annual rental shall be payable in equal monthly installments of
$5,000 per month, in advance, commencing on the first day of
January, 1965;
(b) For the balance of the initial term ending November
30, 1989 of Sixty Thousand Dollars ($60,000) which annual rental
shall be payable in equal monthly installments, in advance, com-
mencing on the first day of June, 1965;
(c) In the event the said Bonds shall have been paid in
full, principal and interest, prior to the end of the initial term,
and the Lessee shall not have elected to purchase the premises as
provided in Article XXVI hereof, there shall be no rental payable
by the Lessee.
-11-
If at any time the amount in the reserve fund, referred
to in Section 206, is sufficient to pay in full the principal
of and interest on all the outstanding Bonds, either at maturity
or on earlier redemption, and the paying agent's fees then no
further basic rent shall be payable hereunder, and any funds
representing payment of basic rent which has been deposited in
the Reserve Fund and are in excess of the amount required to pay
these Bonds in full as aforesaid shall be refunded to the Lessee
as excess rent.
The basic annual rent aforesaid for each yearly period
shall be paid in equal monthly installments, in advance, com-
mencing on the day aforesaid, and continuing thereafter on or
before the first day of each successive month thereafter during
the term of this Lease Agreement, provided, however, that Lessee
may prepay any future installments of basic rental at any time
and from time to time. Said basic rent shall commence on the
date above specified, whether or not the Project shall have been
completed and whether or not the Lessee shall have taken posses-
sion of the Project on that date and shall continue for the bal-
ance of the initial term as provided, regardless of the date Lessee
shall take possession thereof.
Section 204. Lessee covenants to pay during the initial
or any extension term of this Lease Agreement, as additions 1 rent,
all impositions (as defined in Article III hereof), costs, expenses,
liabilities, obligations and other payments of whatever nature
which Lessee in any of the provisions of this Lease Agreement as-
sumes or agrees to pay, and Lessee will reimburse Lessor for all
-12-
payments thereof theretofore made by Lessor, and in the event of
any failure by Lessee to pay any of the same, Lessor shall have
the rights and remedies provided in this Lease Agreement or at law
or in equity in case of the non-payment of the basic rent.
Lessee further covenants to pay as additional rent the
following:
(a) The paying agent's fees for handling the payment of
the principal of and interest on the Bonds as the same become due
and payable, which cannot be discharged from the aforesaid basic
rental payments. In this regard, the Lessee shall pay the amount
thereof upon demand, it being contemplated that such demands shall
be made either semiannually or annually so long as the Bonds, or
any of them, are outstanding and unpaid; and
(b) A11 amounts required under the Trust Indenture secur-
ing the Bonds to pay and discharge, or to reimburse the Trustee for,
any reasonable expenditure or charge of the Trustee authorized or
permitted under the terms of said Trust Indenture, which cannot be
discharged from the aforesaid basic rental payments. In this re-
gard, Lessee shall pay said amounts upon demand of the Lessor.
(c) If at any time any amounts paid by Lessee to the
Lessor or the Trustee and paying agent as additional rent are or
become in excess of the amounts required for the purpose of which
they were paid, such excess amount shall be refunded to Lessee.
Section 205. The Lessor will establish a trust account
with the Trustee which will be designated "Industrial Development
Bonds Rental Fund - Mid-South Project" (called the "Rental Fund")
which Rental Fund will be established under and, pursuant to the pro-
visions of the Trust Indenture securing the Bonds. The basic rent
-13-
payments under Section 203 shall be paid by Lessee to Lessor by
the Lessee's remitting the same to the Trustee for deposit in the
said Rental Fund. Rental payments so remitted to the Rental Fund
established by Lessor with the Trustee shall constitute payment
to Lessor hereunder. After the principal of and interest on all
Bonds, and after the paying agent's fees and all other charges of
whatever nature in connection with all Bonds have been fully paid
and discharged, or adequate provision made for their payment, Lessee
shall not be liable thereafter for further basic rent. Lessor shall
promptly notify Lessee of any change in the identity of the Trustee
and Lessee shall be entitled to rely upon such notification.
Section 206. The Lessor will establish a trust account
with the Trustee which will be designated "Industrial Development Bonds
Reserve Fund - Mid-South Project" (called the "Reserve Fund")
which Reserve Fund will be established under and pursuant to the
provisions of the said Trust Indenture securing the Bonds. On
December 1 of each year of the demised term, or as soon as may be
practible, all moneys remaining in the Rental Fund in excess of the
amount required to pay the principal of and interest on the said
Bonds maturing on said date, together with all paying agent's fees
and Trustee's charges in connection therewith, shall be paid into
the said Reserve Fund. It shall be provided in the said Trust
Indenture, and the Lessor agrees, that the moneys in the appropriate
Bond Funds and in the Reserve Fund shall be used only for the payment
of the principal of and interest on the Bonds in the manner provided
in the said Trust Indenture. The said Trustee shall furnish from
time to time at the request of the Lessor or Lessee an accounting
of the moneys despoiled in the appropriate Bond Funds
-14-
and Reserve Fund, including, without limitation, the application
of said moneys, the balance therein, the principal amount of Bonds
outstanding.
Section 207. The basic rent shall be paid by Lessee with-
out notice or demand, and the additional rent shall be paid upon
demand, in each instance without abatement, deduction, counter-
claim, set-off or defense arising from any circumstances whatso-
ever, whether now existing or hereafter arising, including, with-
out limitation, (a) any prevention or curtailment of or interfer-
ence with any use of the demised premises or any part thereof for
any purpose as a result of any legal requirement (except as other-
wise provided in Article XV hereof in connection with a taking of
the whole or substantially all of the demised premises) , or (b)
any damage to or destruction of the demised premises or any part
thereof, or (c) any eviction from the demised premises by title
paramount, or (d) any change in the legal organization or status
of Lessor under the laws of the State of Arkansas as now existing
or hereafter enacted, or (e) any default of the Lessor under any
provision of th3es Lease Agreement. Whenever the word "rent" or
"rentals" is used herein, it shall be construed to mean both the
basic rent and the additional rent unless the context clearly
indicates only that either the basic rent or the additional rent
is intended.
Section 205. Whenever the word "term" is used in this
Lease Agreement, it shall be construed to mean the initial term
and any extension teraa or extension teams unless the context
clearly indicates that another meaning is intended.
-15-
Section 209. In the event of any non-payment of rent by
Lessee or the failure or refusal by Lessee to observe, keep or
perform any other covenant, condition, promise or agreement set
forth in this Lease Agreement to be observed, kept or performed
by the Lessee, the Trustee shall be entitled, in the name of the
Lessor o~. in its own name (in accordance with the provisions of the
Trust Indenture) to enforce each and every right or remedy herein
accorded in this Lease Agreement to Lessor in the event of the
non-performance or non-observance by Lessee of any such promise,
covenant or agreement,
-16-
ARTICLE III.
TAXES AND ASSESSMENTS
Section 301. The Lessee covenants and agrees with
Lessor that during the term hereof and for such further time as it
or any person, firm or corporation claiuning under it shall hold the
demised premises it will, subject to the provisions of Section
303, pay, before the same became delinquent, all taxes, water and
sewer charges, general and special assessments, and other govern-
mental charges and impositions whatsoever (except income taxes,
or taxes based on or measured by income not a lien on the premises
and similar taxes on the rent paid or payable hereunder) and to
whomsoever assessed (whether in the nature of taxes, assessments
or charges now in being or not) which may be assessed upon or
payable for or in respect of the demised premises or any part
thereof, or which may constitute a lien on the premises or on the
rent paid or payable hereunder, for a period wholly or partly
within said term or time or arising in respect or the occupancy,
use or possession thereof (such taxes, assessments and charges
being herein referred to as "impositions"); provided, however,
that any imposition relating to a fiscal period of the taxing
authority, a part of which exists prior to, or extends beyond
the term hereof, shall, subject to the right of the Lessor to
set off any obligations of the Lessee to Lessor hereunder, be
apportioned between Lessor and Lessee. Lessor shall promptly
forward to Lessee any notice, bill, statement, assessment or
other advice received by it concerning any imposition, and Lessee
shall not be in default hereunder for non-payment thereof unless
it has timely received such notice, bill, statement, assessment
or other advice thereof as aforesaid.
-17-
Section 302. If by law any such imposition is payable
or may at the option of the taxpayer be paid in installments
(whether or not interest shall accrue on the unpaid balance of such
imposition) over a period of time (such period to be considered
for the purposes of Section 301 as a fiscal period of the taxing
authority) Lessee may exercise such option.
Section 303. Lessee shall have the right, in its or
Lessor's name, or both, but at its own cost and expense, to con-
test the validity of any imposition, by appropriate proceedings
timely instituted, provided (a) that Lessee gives Lessor written
notice of its intention so to do, and (b) diligently prosecutes
any such contest and at all times effectually stays or prevents
any official or judicial sale therefor, under execution or other-
wise, and pays any final judgment enforcing any imposition so
contested and promptly procures record satisfaction thereof.
Lessor shall, if requested, cooperate with Lessee in any such
proceedings; provided, however, that Lessor shall not be liable
for any expenses in connection therewith and Lessee shall indem-
nify Lessor against the same and any loss. Lessee shall not be
in default for non-payment of any such imposition so long as it
is contesting the same as aforesaid.
Section 304. In entering into this Lease Agreement
Lessee has relied upon the opinion of the Supreme Court of the
State of Arkansas in Wayland v. Snapp, et al., 232 Ark. 57,
334 S. W. (2d) 633 (Decided April 18, 1960), that the demised
premises will not be subject to ad valorem taxes. Therefore,
Lessor agrees that it will take no action and that it will not
-18-
participate in any affirmative action taken by others to
effect a change in the tax status of the demised premises
from an exempt category to property subject to ad valorem taxes,
and Lessor agrees to cooperate with Lessee in every legal way
to contest the levy and collection of ad valorem taxes upon the
demised premises during the term of this Lease Agreement.
-19-
ARTICLE IV.
INSURANCE
Szction 40 1. Subject to the provisions of Section 408,
the Lessee shall, at Lessee's sole cost and expense, throughout
the term of this Lease Agreement:
(a) Keep all buildings and Lessor's equipment and fix-
tares on the demised premises insured against loss or damage by
fire, lightning, windstorm, hail, explosion, riot, riot attend-
ing a stri!r~, and civil commontion, damage from aircraft and
vehicles, and smoke damage, and other perils, if any, under stand-
ard extended coverage endorsements in effect from time to time in
Arkansas, in amounts sufficient to prevent Lessor or Lessee from
becoming a co-insurer within the terms of the applicable policies
and in any event equal to the aggregate principal amount of the
Bonds then outstanding; provided that if the latter amount of
insurance is not obtainable, then in an amount equal to the re-
placement value of the property.
(b) Keep all build~.ngs and Lessor's equipment and f ix-
tares on the demised premises insured against war risks as and
when such insurance is obtainable from the United States Govern-
went or any agency thereof, and a state of war or national or
public emergency exists, in the amounts required in (a) of this
Section 401 above if obtainable in such amount, and if not obtain-
abi-a in that amount, then in the highest amount which can be so
obtained.
(c) Keep all buildings and Lessor's equipment and fix-
tunes on the demised premises insured against loss or damage by
explosion of steam boilers, pressure vessels or similar apparatus,
-20-
if and so long as installed on the demised premises, in an amount
not less than One Hundred Thousand Dollars ($100,000) with respect
to any one accident.
Section 402. Subject to the provisions of Section 408,
Lessee shall, at Lessee's sole cost and expense, throughout the
term of this Lease Agreement, maintain:
(a) Genera 1 public liability insurance against claims
for bodily inj ury or death occurring upon, in or about the de-
vised premises or any elevators or escalators therein, and on,
in or about the adjoining streets and passageways, such insur-
ance to afford protection to the limit of not less than $200,000
in respect of bodily injury or death to any one person, and to
the limit of not less than $500,000 in respect of any one acci-
dent, and
(b) Property damage insurance against claims for damage
or injury to property occurring upon, in or about the demised
premises or any elevators or escalators therein, if any, and on,
in or about the adjoining streets and passageways, such insurance
to afford protection to the limit of not less than $100,000 in
respect of damage to the property of any one owner.
Section 403. Subject to the provisions of Article XIV
and to the limitations hereinafter in this Section set forth,
the policies of insurance provided for in Section 401 of this
Article shall be payable to the Trustee for the bondholders, as
the interest of such Trustee may appear, pursuant to a standard
mortgage clause. The loss, if any, under any policy provided
for in Section 401 of this Article shall be adj usted with the
insurance companies by Lessee, subject to the approval of Lessor
-21-
and the Trustee, provided that no such approval shall be required
if the loss is less than Y25,000. The loss, so adjusted, shall
be paid to the Trustee. A11 such policies or certificates there-
for issued by the respective insurers shall provide that the loss,
if any, thereunder shall be adjusted and paid as provided in this
Lease Agreement.
Section 404. Lessor hereby waives any and all rights of
recovery against the Lessee for or arising out of damage to or
destruction of the building and the demised premises, and any
part thereof, and any other property of Lessor from causes then
included under standard fire and extended coverage insurance
policies or endorsements on such policies carried on the demised
premises to the extent the insurance policies then in effect per-
mit such waiver, and Lessee hereby waives any and all rights of
recovery against the Lessor for or arising out of damage to or
destruction of the building and the demised premises and any pro-
perty of Lessee from causes then included under standard fire and
extended coverage insurance policies or endorsements on such policies
carried on the premises to the extent the insurance policies then
in effect permit such waiver. If at any time during the term of
this Lease Agreement any insurance carrier which shall have issue3
a policy to either of the parties covering any of the property
above mentioned shall refuse to consent to the waiver of the
ri~_ht of recovery with respect to any loss payable under such
policy, or if such carrier shall consent to such waiver only upon
the payment of an additional premium (unless such additional pre-
mium is paid by one of the parties hereto) , or shall cancel a
-22-
consent previously given, or shall cancel or threaten to cancel
any policy previously issued and then in full force and effect,
then in any such event the waiver in this Article shall thereupon
be of no further force and effect as to the loss, damage or de-
struction covered by such policy except as hereinafter provided.
If, however, at any time thereafter such consent shall be obtained
therefor from any existing or any substitute insurance carried, the
waiver hereinabove provided for shall again become effective.
Nothing in this Section 404 shall affect (a) the Lessee's obligations
to repair or rebuild in case of damage or destruction as provided
elsewhere in this Lease Agreement, or (b) the rights of Lessor
against Lessee for Lessee's failure to so repair or rebuild, pro-
vided that no insurer of the premises shall have any right to en-
force Lessor's rights referred to in this sentence.
Section 405. A11 insurance provided for in this Article
shall be effected with insurers authorized to do business in
Arkansas, selected by Lessee but subject to the reasonable appro-
val of the Trustee, under valid and enforceable policies, and
such policies shall name Lessee, Lessor, and the Trustee as the
assureds, as their respective interest may appear. All policies
of insurance provided for in this Article shall provide that such
policies shall not be cancelled without at least ten (10) days'
prior written notice to each assured named therein, provided, how-
ever, the genera 1 public liability insurance provided for in Sec-
tion 402 hereof need not name Lessor as an insured so long as it
is not legally liable for any such inj ury, damage or death covered
by such policies. In the event such notice of termination is
given, Lessee shall, prior to the expiration of such ten (10)
day period, procure insurance to replace that so terminated.
-23-
Section 406. Not less than thirty (30) days prior to
the expiration dates of the expiring policies, renewal policies
or certificates thereof, in the amounts provided for in Sections
401 and 402 of this Article, issued by the respective insurers
on the policies provided for in Section 405, each bearing notaticns
evidencing the payment of premiums or accompanied by other evi-
dence satisfactory to Lessor and the Trustee of such payment,
shall be delivered by Lessee to Lessor and to the Trustee. The
Lessee may procure and keep in force, in place of separate policies
blanket policies of insurance having the same coverage and pro-
visions as are herein required with respect to separate policies.
If such blanket insurance is so furnished, the Lessee shall deli~,~e
a copy of the policy or a certificate thereof stating the amount
allocated to each building on the leased premises, in lieu of
separate policies.
Section 407. The Lessee will comply with such require-
ments as the Trustee for the bondholders may request for the
protection by insurance of the interests of such Trustee, pro-
vided that the Lessee shall not be required to maintain more or
different insurance than required pursuant to Sections 40 1 and
402 of this Article IV.
Section 408. The insurance required by this Article IV
shall be placed in effect immediately upon the completion and
acceptance of the buildings and improvements constructed pur-
scant to the provisions of Article I, and immediately upon the
installation of Lessor's equipment and fixtures so that said
buildings, improvements, equipment and fixtures shall at all
times be protected by insurance. To this end, Lessee shall see
~i,
that all insurance required by this Article IV sha 11 go into
full force and effect simultaneously with the expiration of
the insurance required by Section 102.
ARTICLE V.
LESSOR'S RIGHTS TO PERFORM LESSEE'S COVENANTS
Section 501. Lessee covenants and agrees that if it shall
at any time fail to pay any imposition within the time provided
in Article III, or to take out, pay for, maintain or deliver any
of the insurance policies provided for in Article IV, or shall
fail to make any other payment or perform any other act on the
part of Lessee to be made or performed, and Lessee does not cor-
rect or remedy such failure within ten (10) days after written
notice from the Lessor specif ically setting forth the alleged
failure of Lessee and notifying Lessee to correct or remedy the
same, or if such failure cannot be remedied or corrected within such
ten (10) day period and thereafter proceeds diligently to complete
the same, the Lessor may thereafter (but shall not be obligated
so to do), without waiving or releasing Lessee from any obliga-
tions of Lessee in this Lease Agreement contained, (a) pay any
imposition payable by Lessee pursuant to the provisions of
Article III, or (b) take out, pay for, maintain or deliver any
of the insurance policies provided for in Article IV, or (c) make
any other payment or perform any other act on Lessee's part to
be made or performed as in this Lease provided. All sums so
paid by Lessor, and all necessary incidental costs and expenses
-25-
in connection with the performance of any such act by Lessor,
shall be deemed additional rent hereunder and shall be payable
to Lessor on demand, or at the option of Lessor may be added to
basic rent due or thereafter becoming due under this Lease Agree-
went, and Lessee covenants to pay any such sum or sums and Lessor
shall have (in addition to any other right or remedy of Lessor)
the same rights and remedies in the event of the non-payment
thereof by Lessee as in the case of default by Lessee in the pay-
went of the basic rent.
ARTICLE VI.
REPAIRS AND MAINTENANCE OF PREMISES
Section 601. Lessee shall, after the completion of the
Project and throughout the term of this Lease, at its sole cost
and expense, maintain, and at the expiration of the term hereof
yield up, in good and tenantable repair, order and condition,
reasonable wear and tear excepted, the buildings and improve-
ments now or at any time erected on the land covered by this
Lease Agreement and Lessor's equipment and fixtures (subject to
the provisions of Articles X, XIV and XV) and promptly at Lessee'~~
own cost and expense make all necessary repairs, interior and
exterior, structural and non-structural, ordinary as well as
extraordinary, foreseen as well as unforeseen, to the said
buildings, improvements, equipment and fixtures.
-26-
Section 602. All improvements and alterations made on the
demised premises by or on behalf of Lessee shall immediately upon
completion thereof be and become the property of Lessor without
payment therefor by Lessor, but subject to this Lease Agreement.
A11 machinery and furnishings installed at the expense of the
Lessee shall remain the property of the Lessee, with the right
of removal, whether or not affixed and/or attached to the real
estate, provided Lessee shall clearly mark all such items affixed
and/or attached to the real estate by an appropriate tag or
other device reflecting ownership by Lessee, and the Lessee shall,
if not in default, be entitled to remove the same or any part
thereof during the term of this Lease Agreement, or if the term
shall end prior to the date herein specifically fixed for such
termination, then within a reasonable time thereafter, but Lessee
shall, at its own cost and expense, repair any and all damage
to the demised premises resulting from or caused by their re-
moval therefrom.
Section 603. All property of any kind which may be on
the demised premises (whether belonging to the Lessor, Lessee or
to third persons) shall be at the sole risk of Lessee or those
claiming by, through or under Lessee, and Lessor shall not be
liable to Lessee for any injury, loss or damage to any person
or property on the leased premises in any event.
-27-
ARTICLE VII.
COMPLIANCE WITH ORDERS, ORDINANCES, ETC.
Section 701, Lessee covenants that it will, throughout
the term of this Lease Agreement, at its sole cost and expense,
promptly comply with all statutes, codes, laws, acts, ordinances,
orders, judgments, decrees, injunctions, rules, regulations, per-
mits, licenses, authorizations, directions and requirements of
all federal, state, county, municipal and other governments,
departments, commissions, boards, companies or associations insuring
the premises, courts, authorities, officials and officers, foreseen
or unforeseen, ordinary or extraordinary, which now or at any time
hereafter may be applicable to the demised premises or any part
thereof, or any of the streets, alleys, passageways, sidewalks,
curbs and gutters adjoining the demised premises or any part there-
of, or any use, manner of use or condition of the demised premises
or any part thereof. Lessee shall likewise observe and comply
with the requirements of all policies of public liability, fire
and all other policies of insurance at any time in force with
respect r_o the building and improvements on the demised premises
and the equipment thereof.
Section 702. Lessee shall have the right to contest by
appropriate legal proceedings, in the name of Lessee or Lessor
or both but without cost or expense to Lessor, the validity of
any statute, code, law, act, ordinance, order, judgment, decree,
injunction, rule, regulation, direction or requirement of the nature
herein referred to, and if by the terms thereof compliance there-
with may legally be held in abeyance without the incurrence of
any lien against the fee of the demised premises or Lessee's
-28-
leasehold interest in said premises for failure so to comply
therewith, Lessee may postpone compliance therewith until the
final determination of any proceedings, provided that all such
proceedings shall be prosecuted with all due diligence and dis-
patch and if any lien against the fee of the demised premises is
incurred by reason of non-compliance, Lessee may nevertheless make
the contest aforesaid and delay compliance as aforesaid, provided
that Lessee furnishes to Lessor security reasonably satisfactory
to Lessor against any loss by reason of such lien and prosecutes
the contest aforesaid with due diligence and dispatch, and
satisfies the same before any forec losure thereof.
ARTICLE VIII.
WORK PERFORMED BY LESSEE
Section 801. With respect to any repairs, construction,
restoration, replacement or alterations performed upon the demised
premises by Lessee during the term hereof, in accordance with or as
required by any provisions hereof, Lessee agrees that :
(a) No work in connection therewith shall be undertaken
until Lessee shall have procured and paid for, so far as the same
may be required, from time to time, all municipal and other
governmental permits and authorizations of the various govern-
mental subdivisions, departments, bureaus, commissions, boards and
officers thereof having jurisdiction, and Lessor agrees to join
in the application for such permits or authorizations whenever
such action is necessary;
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(b) (1) All work in connection therewith shall be done
in good and worlananlike manner and in compliance with the building
and zoning laws of the governmental subdivision wherein the demised
premises are situated and with all laws, ordinance, orders, rules,
regulations and requirements of all federal, state and local govern-
ments and the appropriate departments, commissions, boards and
officers thereof, and in accordance with the orders, rules and
regulations of any company or association insuring the premises,
provided, however, the Lessee shall have the right in its or Lessor's
name, or both, but at Lessee's own cost and expense, to contest
the validity of any such law, ordinance, order, rule, regulation
and requirement by appropriate proceedings timely instituted,
provided (a) that Lessee gives Lessor written notice of its in-
tention so to do, and (b) diligently prosecutes any such contest,
and (c) if requested by Lessor or Trustee, that Lessee shall
indemnify Lessor against any judgment or expense in connection
therewith. Lessee shall not be in default for failure to comply
with any such law, ordinance, order, rule, regulation or require-
went so long as it is contesting the same as aforesaid. The cost
of any such work shall be paid by Lessee so that the demised
premises and the Lessee's estate therein shall at all times be
free of liens for labor and materials supplied or claimed to have
been supplied to the demised premises; the work shall be pro-
secuted with reasonable dispatch, unavoidable delays excepted.
-30-
(2) Workmen's compensation insurance covering all
persons employed in connection with the work and with respect
to w:iom death or bodily injury claims could be asserted against
Lessor, Lessee or the demised premises, and general liability
~~
i:zst~Gnce (specifically covering this class of risk) for the bene-
fit of Lessee, and also, if requested by the Trustee, for the
benefit of the Trustee, with limits of not .less than $75,000
in ti~.° event of bodily injury to one person and not less than
$125,000 in the event of bodily injury to any number of persons
in any one accident, and with limits of not less than $100,000
for property damage, shall be maintained by Lessee at Lessee's
sole cost and expense at all times when any substantial work is
in Progress. The general liability insurance provided for in this
subsection may be effected by an appropriate endorsement,~if ob-
tainable, upon the insurance referred to in Section 402 of Article
IV. All such insurance shall be effected with corporate insurers
authorized to do business in Arkansas, selected by Lessee but
s~~bject to the reasonable approval of the Trustee.
ARTICLE IX.
MECHANICS' LIENS
Section 90 1. Lessee shall not suffer or permit any
mech^nics° liens to be filed or exist against the fee of the
c~ernised premises, nor against Lessee's leasehold interest in said
premises, nor against any rent paid or payable hereunder, by reason
of ~~aork, labor, services or materials supplied or claimed to have
been supplied to Lessee or anyone holding the demised premises
or any part thereof through or under Lessee. If any such mechanics'
liens shall at any time be filed, Lessee shall, within ninety (90)
-31-
days after notice of the filing thereof, cause the same to be
discharged of record by payment, deposit, bond, order of a court
of competent jurisdiction or otherwise. Lessee shall have the
right in its or Lessor's name, or both, but at Lessee's own
cost and expense, to contest the validity of the amount of any
such lien by appropriate proceedings timely instituted, provided
(a) that Lessee gives Lessor written notice of its intention so
to do, (b) diligently prosecutes any such contest, and (c) if
requested by Lessor or Trustee, that Lessee shall furnish a bond
in cash or by surety acceptable to Lessor and Trustee, in an
amount equal to double the amount of the lien as claimed, and
Lessee shall not be in default hereunder for failure to pay or
discharge any such lien so long as it is contesting the same as
aforesaid. If Lessee shall fail to cause such lien to be dis-
charged, or to contest the validity or amount thereof, within
the period aforesaid, then, in addition to any other right or re-
medy of Lessor, Lessor may, but shall not be obligated to, dis-
charge the same either by paying the amount claimed to be due or
by procuring the discharge of such lien by deposit or by bond-
ing proceedings. Any amount paid by Lessor shall be repaid by
Lessee to Lessor on demand, and if unpaid may be treated as
additional rent as provided in Articles II hereof. Nothing in this
Lease Agreement contained shall be deemed or construed in any way
as constituting the consent or request of the Lessor, express or
implied, by inference or otherwise, to any contractor, subcontractor,
laborer or materialman for the performance or any laborer the
furnishing of any materials for any specific improvement,alteration
or repair of or to the demised premises or any part thereof.
-32-
ARTICLE X.
ALTERATIONS AND REMOVAL OF EQUIPMENT
Section 1001. (a) The Lessee shall have the right from
time to dune, at its sole cost and expense, to make additions,
alterations and changes (hereinafter collectively referred to as
"alterations") in or to the demised premises; provided, however,
that no alterations of any kind shall be made which would impair
the market value or usefulness of the demised premises or change
the character of the building from that of plant for the manu-
facture of metal castings or related metal fabricating processes.
(b) In this regard progress of the opera-
tions of Lessee on the demised premises may justify an expansion
of facilities and operations with resulting increased employment
and other benefits to Lessor and its citizens. In this event,
if requested by Lessee, Lessor agrees to proceed under Act No. 9,
subject to the approval of its electors as required by Act No. 9,
and, subject to compliance with the conditions set forth in the
Trust Indenture securing the Bonds, to issue additional bonds
to finance the cost of such additional facilities, in which event
Lessor and Lessee shall execute a supplement to this Lease Agree-
ment increasing the basic annual rent by the amount necessary to
pay the annual principal and interest requirements of said addi-
tional bonds and increase the additional rent by the amount nec-
essary to pay the Paying Agent's fees and Trustee's changes, if
any, in connection with said additional Bonds, with all other pro-
visions of this Lease Agreement to be finally applicable to said
demised premises as so expanded (except any other modifications
or changes necessary and set forth in said supplemental agreement).
-33-
Lessor agrees to include appropriate provisions in the Trust
Indenture securing the Bonds reserving the right to issue, and `
specifying the conditions precedent to the issuance of, any
such additional bonds.
Section 1002. The Lessee shall have the right, from time
L-o time, when in its judgment, it becomes desirable to trade any
equipment or machinery which may have been purchased from the pro-
ceeds of the Bonds and placed in the demised premises, herein
referred to as "Lessor's equipment and fixtures", for new or dif-
ferent equipment and machinery, provided that the amount of money
allowed as the trade-in value of said equipment and machinery so
traded shall be paid to the Trustee for the credit of the Lessor
and credit therefor be allowed against the rental payment by the
Lessee next falling due as provided herein. When new equipment or
machinery is purchased in the manner set forth above, title to the
new equipment and machinery shall be taken in the name of the
Lessee, or its nominee, and such machinery shall be by the Lessee
plainly marked with the name of the true owner thereof.
When such equipment and machinery is purchased if its market
value, including the value of any trade-in allowance, is in excess
of Five Hundred Dollars ($500.00) the Lessee shall promptly give
notice to the Trustee, in writing, of the circumstances of the
transaction and identify in as much detail as may be practicable
the item of equipment or machinery traded in and the item of
equipment or machinery purchased.
-34-
ARTICLE XI.
INSPECTION OF PREMISES BY LESSOR
Section 1101. Lessee agrees to permit Lessor and the
authorized representatives of Lessor to enter the demised pre-
mises at all reasonable times during usual business hours for
the purpose of (a) inspecting the same (such right of entry and
inspection to extend to the Trustee and the authorized represen-
tatives of Trustee) and (b) making any necessary repairs to the
demised premises and performing any work therein that may be
necessary by reason of Lessee's default under the terms of this
Lease Agreement. Nothing herein shall imply any duty upon the part
of Lessor to do any such work which under any provisions of this
Lease Agreement the Lessee may be required to perform and the
performance thereof by Lessor shall not constitute a waiver of
Lessee's default in failing to perform the same. Lessor may during
the progress of any work in the dem ised premises keep and store
upon the parking area of the demised premises all necessary
materials, tools and equipment. Lessor shall not in any event
be liable for inconvenience, annoyance, disturbance, loss of
business or other damage of Lessee by reason of making such re-
pairs or the performance of any such work in the demised premises,
or on account of bringing materials, supplies and equipment into
or through the demised premises during the course thereof and the
obligations of Lessee under this Lease shall not thereby be
affected in any manner whatsoever.
Section 1102. Lessor is hereby given the right during
usual business hours to enter the demised premises during the
last year of the initial term of this Lease Agreement, or during
-35-
an extended term if it has been extended, to exhibit the same
to any prospective lessee, subject, however, to Lessee's options
to extend this Lease Agreement as set forth in Section 2601 hereof.
ARTICLE XII.
PUBLIC UTILITIES AND CHARGES
Section 1201. Lessee agrees to pay or cause to be paid
all charges for water, gas, sewer, electricity, light, heat or
power, telephone or other service used, rendered or supplied to
or for the Lessee upon or in connection with the demised premises
throughout the term of this Lease Agreement, and to indemnify Lessor
and save it harmless against any liability or damages on such account.
ARTICLE XIII.
INDENINIFICATION OF LESSOR
Section 130 1. Lessee agrees to indemnify and save harm-
less Lessor and the Trustee against and from any and all claims
by or on behalf of any person or persons, firm or firms, corporation
or corporations, other than Lessor and Trustee, arising from the
conduct or management of or from any work or thing whatsoever done
in and on the demised premises and will further indemnify and
save Lessor and the Trustee harmless against and from any and
all claims arising during the term of this Lease Agreement from
any condition of any building on the demised premises or any
street, curb or sidewalk adjoining the demised premises, or aris-
ing from any breach or default on the part of Lessee in the per-
formance of any covenant or agreement on the part of Lessee to
be performed, pursuant to the terms of this Lease Agreement, or
arising from any act or negligence of Lessee, or any of its agents,
-36-
contractors, servants, employees, or licensees, or arising from
any accident, injury or damage whatsoever caused to any person,
firm or corporation occurring during the term of this Lease agree-
went, in or about the demised premises, and from and against all
costs, expenses and liabilities incurred in or in connection
with any such claim or action or proceeding brought thereon; and
in case any action or proceeding be brought against Lessor or the
Trustee by reason of any such claim, Lessee upon notice from
Lessor or the Trustee covenants to resist or defend such action
or proceedings.
ARTICLE XIV.
DAMAGE OR DESTRUCTION
Section 1401. Lessee covenants and agrees that in case
of damage to or destruction of the demised premises or any part
thereof by fire or other casualty in an amount exceeding $5,000,
the Lessee shall immediately notify Lessor and the Trustee and,
at Lessee's sole cost and expense, whether or not the insurance
proceeds, if any, are sufficient for the purpose, shall proceed
to restore, repair, replace or rebuild the same, whether or not
such damage or destruction exceeds $5,000, as nearly as possible
to the condition they were in immediately prior to such damage
or destruction, subject to such alterations as the Lessee may elect
to make in conformity with the provisions of Article X hereof.
Such restoration, repairs, replacements, rebuilding or altera-
tions shall be commenced promptly and prosecuted with reasonable
diligence.
Section 1402. A11 insurance money paid on account of
such damage or destruction shall be applied as hereinafter set
-37-
(b) a certificate of an architect or engineer selected
by the Lessee and approved in writing by the Lessor and the Trustee
(which approval shall not be unreasonably withheld) stating
(i) that the work and materials described in the
accompanying certificate of Lessee were nec-
essary or appropriate to the Restoration and
are in place;
(ii) that the amount specified in such certificate
of Lessee does not exceed the reasonable cost
of such work and materials; and
(iii) specifying the additional amount, if any, re-
quired to complete the Restoration.
If the insurance money in the hands of Lessor and the
Trustee shall be insufficient to pay the entire cost of such work,
Lessee agrees to pay the deficiency. Any balance remaining over
and above the cost of such work shall be paid to the Lessee upon
receipt by the Lessor and the Trustee of certificates as required
by this Article to the effect that such work has been completed.
Section 1403. Lessee's obligation to make payment of the
basic rent and all other charges on the part of Lessee to be paid
and to perform all other covenants and agreements on the part of
Lessee to be performed shall not be affected by any such destruc-
tion or damage of any building on the demised premises by fire or
otherwise, and Lessee hereby waives the provisions of any statute
or law now or hereafter in effect contrary to such obligation of
Lessee as herein set forth, or which releases Lessee therefrom.
-39-
Section 1404. Notwithstanding the foregoing provisions of
this Article, any insurance monies in the hands of the Lessor and
the Trustee shall not be required to be paid out to the Lessee,
if and so long as the Lessee is in default in the payment of basic
rent or additional rent as required by the provisions of this
Lease Agreement or has received notice of any other default on
its part hereunder and such default is continuing. Any insur-
ance monies payable to the Lessor and the Trustee, pursuant to
the provisions of Article IV shall be disbursed in accordance
with and to the extent provided in this Article.
ARTICLE XV.
CONDEMNATION
Section 1501.. If during the term of this Lease Agreement
title to the whole or substantially all the demised premises shall
~.
be taken as a result of the exercise of the power of eminent do-
main (hereinafter referred to as the "proceeding"), all right,
title and interest of Lessee hereunder shall cease and come to an
end on the date of vesting of title pursuant to such proceeding,
rent hereunder shall be paid and adjusted to that date, and the
Lessor and the Trustee shall be entitled to and shall receive the
total award made in such proceeding, which award the Lesse here-
by assigns to Lessor and the Trustee. In the event the net amount
awarded as damages or paid as a result of such taking (after de-
ducting all attorney's fees and other expenses and costs in the
proceeding), together with the amount then in the Bond Fund, shall
be insufficient to pay in full, on the first interest paying date
after receipt of the award and after the required Bond Redemption
-40-
Notice can be given, the amount necessary to pay all principal,
interest, paying agent's fees, Trustee's charges, redemption pre-
miums, and all other costs of redemption (a 11 of which, for pur-
poses of this Section, shall be called "Total Bond Redemption
Expense"), Lessee agrees to pay, as additional rent hereunder,
the amount by which (a) the Total Bond Redemption Expense shall
exceed (b) the net amount awarded as damages or paid (less such
fees, expenses and costs) as a result of such taking plus the
amount then on deposit in the Bond Fund. The Lessee's agree-
meets contained in this Section 1501 shall survive such termination.
For the purposes of this Article XV "substantially all the de-
mised premises" shall be deemed to have been taken if a taking
under any such proceeding shall involve such an area that Lessee
cannot reasonably operate in the remainder, or if the demised
premises shall be deprived of adequate access to and from the
streets and highways, or either of them, abutting the demised
premises.
Section 1502. If during the term of this Lease title to
less than the whole or substantially all of the demised premises
shall be taken in any such proceeding, Lessor and the Trustee
shall be entitled to and shall receive the total award ro Lessor
and the Trustee, and the terms of this Lease Agreement shall not
be reduced or affected in any way, and
(a) the Lessee, at its sole cost and expense, shall
proceed to restore, repair, replace or rebuild the remaining part
of the demised premises as nearly as possible to the condition
they were in immediately prior to such taking, to the extent that
the same may be feasible, subject to such alterations as the
Lessee may elect to make in conformity with the provisions of
Article X hereof. Such restoration, repairs, replacements, re-
-41-
building or alterations, including temporary repairs or the pro-
tection of other property pending the completion of any thereof,
are referred to in this Article XV as the "Work";
(b) the conditions under which the Work is to be per-
formed and the method or proceeding with and performing the same
shall be governed by all the provisions of Article VIII hereof;
(c) if the amount of the award or awards received as
compensation for such taking, after deduction of all expenses
incurred in connection with the obtaining of the award or awards
(hereinafter referred to as "condemnation proceeds"), is $25,000
or less, such condemnation proceeds shall be paid by the Lessor
and the Trustee to the Lessee for application to the cost of the
Work, or if said amount is in excess of $25,000, the condemn$•
Lion proceeds shall be paid to and deposited with the Lessor and
the Trustee for application pursuant to the terms of Subsection
(d) hereof;
(d) any condemnation proceeds in the hands of the Lessor
and the Trustee under the provisions of Subsection (c) hereof
shall, subject to the same conditions in respect of Lessee's de-
faults provided in Section 1404, be held, applied, made avail-
able and paid over to the Lessee in the same manner as is provided
to be done with respect to insurance proceeds in the case of
amounts in excess of $25,000, subject to the receipt of the cer-
tificates required under the provisions of Section 1402 hereof,
provided that the words "insurance proceeds" and "Restoration"
appearing in the certificates described in said Section 1402
shall when furnished for the purposes of this Subsection (d)
refer respectively to "condemnation proceeds" and the "Work",
-42-
and provided, further, that any balance remaining over and
above the cost of the Work shall be paid to the Lessee or at
Lessee's election shall be paid into the Bond Fund, in which
event Lessee shall receive credit on its obligation to pay basic
rent. Any balance remaining in the Bond Fund after all Bonds
have been redeemed shall be paid to Lessee.
Section 1503. In any taking of the demised premises, or
any part thereof, Lessee shall have the power to prove in the
proceeding and to receive any award which may be made for damage
to or condemnation of the Lessee's own property.
Section 1504. If all or any portion of the demised pre-
mixes shall be taken by the exercise of the right of eminent
domain for governmental use or occupancy for a limited period,
this Lease Agreement shall not terminate and Lessee shall continue
to perform and observe all of its obligations hereunder as though
such taking had not occurred except only to the extent that and
so long as it may be prevented from so doing by reason of such
taking, but in no event shall Lessee be relieved of the prompt
discharge of its obligations to pay the full basic rent and
additional rent by reason of such taking. In the event of a
taking of the nature in this Section referred to for a period
of time ending on or prior to the date of the expiration of the
term hereof, Lessee sha 11 be entitled to receive the entire
amount of any award made for such taking, whether paid by way
of damages, rent or otherwise, subject to the same conditions
in respect of Lessee's defaults provided in Section 1404. In
the event of such a taking for a period which extends beyond the
date of the expiration of the term hereof, Lessee shall be en-
titled to receive that portion of any award made for such taking
(whether paid by way of damages, rent or otherwise), allocable to
-43-
the period of time from the date of such taking to the date of
the expiration of the term hereof, and Lessor shall be entitled
to receive the balance of such award. Lessee covenants that at
the termination of any such governmental occupancy, it will, at
its sole cost and expense, restore the buildings on the demised
premises as nearly as may be reasonably possible to the condition
in which the same were imtaediately prior to such taking, but
Lessee shall not be required to do such restoration work if on
or prior to the date of such termination of governmental occup-
ancy, the date of the expiration of the term of this Lease Agree-
went shall have occurred.
Section 1505. In the event that title to any of the
demised premises is taken in any such proceeding, Lessee coven-
ants and agrees (except as otherwise provided in Section 1501) to
continue to make payments, for the remainder of the term, of the
basic rent and additional rent required by the terms of this
Lease Agreement to be made by Lessee. In the event of a taking
of the whole or substantially all the demised premises as pro-
vided in Section 1501, the Lessee shall continue to make pay-
meets of the rent required by this Lease Agreement from the date
of vesting of title pursuant to such proceeding until the con-
demnation award shall be actually received by the Lessor and
Trustee; provided, however, the Lessee shall be repaid soley out
of the net condemnation award the amount of rents so paid after
the date of vesting of title. This agreement to repay shall not
be construed in any way to impair or diminish Lessee's obligations
under Section 1501 to pay as additional rent the amount of any
insufficiency of the net condemnation award and the funds in the
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Bond Fund to pay the Total Bond Redemption Expense as therein
defined.
Section 1506. Notwithstanding the fact that all or any
portion of the demised premises shall be taken by right of eminent
domain, Lessee shall have the right to exercise any options granted
to it by the provisions of Article XXVI and the foregoing provi-
sions of this Article XV shall be construed in the light of the
effect of any option so exercised by Lessee. In the event of
the exercise of an option to purchase and payment of the pur-
chase price, whether before or after such taking, the entire
condemnation award shall belong to Lessee.
ARTICLE XVI.
FURNISHING OF FINANCIAL STATEMENTS
Section 1601. Lessee will furnish to Lessor and to the
Trustee :
(a) as soon as available and in any event within one
hundred twenty (120) days after the end of each fiscal year of
the Lessee, a consolidated balance sheet of the Lessee and its
consolidated subsidiaries as at the end of such fiscal year and
the related statements of income and surplus for such fiscal year,
all in reasonable detail and accompanied by a report or certifi-
cate of independent certified public accountants of recognized
standing, in the manner normally reported by the Lessee to its
shareholders, and
(b) copies of all reports sent to stockholders of the
Lessee other than routine reports enclosing dividend checks.
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ARTICLE XVII.
DEFAULT PROVISIONS
Section 1701. This Lease Agreement is made on condition
also that if any one or moreof the following events (herein
referred to as any "event of default") shall happen:
(a) Lessee shall default in the due and punctual pay-
meet of the basic rent or any additional rent payable hereunder,
and such default shall continue for fifteen (15) days after re-
ceipt of written notice from Lessor or the Trustee of such non-
payment; or
(b) Lessee shall neglect or fail to perform or observe
any of the covenants herein contained on Lessee's part to be per-
formed or observed (other than those referred to in Subsection
(a) of this Section 1701) and Lessee shall fail to remedy the
same within ninety (90) days after Lessor or the Trustee shall
have given to Lessee written notice specifying such neglect or
failure (or within such additional period, if any, as may be
reasonably required to cure such default if it is of such nature
that it cannot be cured within said ninety (90) days period be-
cause of governmental restriction or any other cause beyond the
control of the Lessee); or
(c) This Lease Agreement or the premises or any part
thereof shall be taken upon execution or by other process of law
directed against the Lessee, or shall be taken upon or subject
to any attachment at the instance of any creditor of or claimant
against the Lessee, and said attachment shall not be discharged
or disposed of within ninety (90) days after the levy thereof; or
(d) Lessee shall be involved in financial difficulties
as evidenced (i) by its admitting in writing its inability to
-4b-
pay its debts generally as they become due, or (i) by its filing
a petition in bankruptcy or for reorganization or for the adop-
tion of an arrangement under the Bankruptcy Act (as now existing
or in the future amended) or an answer or other pleading admit-
ting the material allegations of such a petition or seeking, con-
senting to or acquiescing in the relief provided for under such
Act, or (iii) by its making an assignment of all or a substan-
tial part of its property for the benefit of its creditors, or
(iv) by its seeking or consenting to or acquiescing in the appoint-
went of a receiver or trustee for all or a substantial part of
its property or of the demised premises or of its interest in this
Lease Agreement, or (v) by its being adjudicated a bankrupt or
insolvent, or (vi) by the entry of a court order without its
consent which order shall not be vacated, set aside or stayed
within ninety (90) days from the date of entry (1) appointing a
receiver or trustee for all or a substantial part of its property
or (2) approving a petition filed against it for the effecting of
an arrangement in bankruptcy or for a reorganization pursuant to
said Bankruptcy Act or for any other judicial modification or
alteration of the rights of creditors; then:
In any such event, Lessor shall have the right at its
election, then or at any time thereafter while such event of de-
fault shall continue, either
(1) To give Lessee written notice of intention to
terminate this Lease Agreement on the date of such no-
tice or on any later date specified therein, and on the
date specified in such notice Lessee's right to posses-
sion of the premises shall cease and this Lease Agreement
shall thereupon be terminated, or
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(2) Without demand or notice, to re-enter and take
possession of the premises or any part thereof and respoasess
the same as if Lessor's former estate and expel Lessee and
those claiming through or under Lessee and remove the effects
of both or either (forcibly if necessary) without being
deemed guilty of any manner of trespass and without pre-
judice to any remedies for arrears of rent or preceding
breach of covenant. Should Lessor elect to re-enter as
provided in this paragraph (2) or should Lessor take
possession pursuant to legal proceedings or pursuant to
any notice provided for by law, Lessor may (a) terminate
this Lease Agreement, or (b) from dune to time, without
terminating this Lease Agreement re let the premises or any
part thereof for such term or terms and at such rental or
rentals and upon such other terms and conditions as Lessor
may dQcym advisable, with the right to make alterations
and repairs to the premises. No such re-entry or taking
of possession of the premises by Lessor shall be construed
as an election on Lessor's part to terminate this Lease
Agree~:ent unless a written notice of such intention be
given to Lessee or unless the termination thereof be
decreed by a court of competent jurisdiction.
Section 17Q2. No termination or repossession referred to
in this A1-ticle XVII shall relieve Lessee of its liability for rental
payments and its other obligations under this Lease Agreement, all
of which shall survive such termination or repossession.
In the event of any such termination, Lessee shall pay
the basic rent and all additional rent and other sums as here-
inbefore provided up to the time of such termination, and thereafter
Lessee, until the end of what would have been the term of this
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Lease Agreement in the absence of such termination, and whether
or not the demised premises shall have been re let, shall be liable
to Lessor for, and shall pay to Lessor, as liquidated current
damages,
(a) The basic rent and additional rent and other sums as
hereinbefore provided which would otherwise be payable hereunder
if such termination had not occurred, less
(b) The net proceeds, if any, of any re letting of the
demised premises, after deducting all Lessor's expenses in con-
nection with such re letting, including, without limitation, all
repossession costs, brokerage commissions, legal expenses, at-
torney's fees, expenses of employees, alteration costs, and ex-
penses of preparation for such re letting.
Lessee shall pay such liquidated current damages to Lessor
on the days on which the basic rent would have been payable here-
under if this Lease Agreement had not been terminated, and Lessor
shall be entitled to receive the same from Lessee on each such
day.
At any time after such termination, whether or not Lessor
shall have collected any such current damages, Lessor shall be
entitled to recover from Lessee, and Lessee shall pay to Lessor,
on demand, as liquidated final damages and in lieu of all such
current damages beyond the date of such demand, and amount equal
to the excess, of any, of
(x) the basic rent and additional rent and other
sums as hereinabove provided which would be payable here-
under from the date of such demand (or, if it be earlier,
the date to which Lessee shall have satisfied its obliga-
tions under this Section 1702 to pay current damages) for
what would be the then unexpired term of this Lease
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Agreement of the same remained in effect, over
(y) the term fair net rental value of the demised
premises for the same period.
If any statute or rule of law governing the proceeding
in which such liquidated final damages are to be proved shall
validly limit the amount thereof to an amount less than the amount
agreed upon hereinabove, Lessor shall be entitled to the maximum
amount allowable under such statute or rule of law.
Section 1703. In the event of any termination of this
Lease Agreement by Lessor,
to time, to provide Lessor
demised premises for a sub;
of this Lease Agreement as
termination, and
(a) If Lessor does
(b) If Lessor does
Lessee shall have the right, from time
with a satisfactory tenant for the
stantial portion of the unexpired term
it existed immediately prior to such
not accept such tenant, or
accept such tenant
then in either event the liquidated damages payable by Lessee
hereunder shall be reduced by the amount such tenant paid, or wcu ld
have been obligated to pay if the tenant had been accepted by
Lessor, less Lessor's expenses in connection with such re letting
as defined in Subparagraph (b) of Section. 1701 hereof.
Section 1704. In the event of any termination of the
term of this Lease Agreement, Lessee, so far as permitted by law,
hereby expressly waives (a) any right to redemption or re-entry
or repossession or to restore the operation of this Lease Agree-
ment, (b) any right to a trial by jury in the event of summary
proceedings, and (c) the benefits of any laws now or hereafter
in force exempting property from liability for rent or for debt.
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ARTICLE XVIII.
USE OF LEASED PREMISES ASSIGNMENTS
Section 1801. Lessee may use the leased premises for any
lawful purpose within the purview of Act No. 9.
Section 1802. Lessee shall not assign this Lease Agreement
nor its leasehold estate hereunder without the prior written ap-
proval of Lessor and the Trustee so long as any of the Bonds are
outstanding and unpaid, which approval shall not unreasonably be
withheld. This Section 1802 shall not apply, however, in the event
of a merger of Lessee into, or consolidation of Lessee with, an-
other corporation, or the sale of all or substantially all of the
assets of Lessee to a corporation, provided the surviving or the
new corporation or the purchaser immediately after the merger or
consolidation or the sale is completed has net assets at least
equal to those of Lessee immediately prior thereto, determined
in each instance by generally accepted accounting principles, and
the interest of Lessee into and under this Lease Agreement and its
leasehold estate shall in such case pass, and Lessor hereby con-
sents to the transfer and passing of such interest and estate pur-
suant to such merger, consolidation or sale; provided, however,
such corporation to which the interest of the Lessee in, to and
under this Lease Agreement and the leasehold estate passes shall,
by instrument in recordable form, assume and agree to perform all
of the covenants, duties and obligations of this Lease Agreement
to be performed by Lessee hereunder.
Section 1803. Lessor shall not assign this Lease Agree-
ment or its interest hereunder or convey the demised premises or
make any other disposition thereof without the prior written con-
sent of Lessee, and if Lessor attempts so to assign or otherwise
dispose of the demised premises, Lessee may proceed by injunction
-51-
or any other available remedy to prevent Lessor from effecting
any such assignment or disposition, except that Lessee consents
that this Lease Agreement may be assigned by Lessor to the Trustee
to secure the Bonds, and the demised premises may be mortgaged
to the Trustee, subject to this Lease Agreement, to secure the
Bonds.
ARTICLE XIX.
NOTICES
Section 1901. All notices, demands, requests and appro-
vals required or permitted to be given or delivered under this
Lease Agreement shall be in writing and shall be deemed given
or delivered
(a) If to Lessee, when delivered personally to
the President, a Vice President, Secretary or the Sta-
tutory Agent in Arkansas of Lessee, or when deposited
in a United States Post Office, postage prepaa_d, regis-
tered or certified mail, and addressed as follows:
Mid- South Foundry, Inc.
West Memphis, Arkansas
or to such other last specified address as Lessee may from
time to time specify in writing delivered to Lessor, or
(b) If to Lessor, when delivered personally to the
City Clerk of the City of West Memphis, Arkansas, or when
deposited in a United Sates Post Office, postage prepaid,
registered or certified mail, and addressed as follows:
City of West Memphis
Attention; The City Clerk
West Memphis, Arkansas
or to such other last specified address as Lessor may
specify from time to time in writing delivered to Lessee
and Guarantor, or
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(c) If to Guarantor, when delivered personally to
the President, a Vice President, Secretary or the Sta-
tutory Agent in Illinois of Guarantor or
when deposited in a United States Post Off ice, postage
prepaid, registered or certified mail, and addressed as
follows:
East St. Louis Castings Company
4200 St. Clair Avenue
East St. Louis, Illinois
or to such other last specified address as Guarantor may
from time to time specify in writing delivered to Lessor.
In the event of personal delivery as aforesaid, such
person to whom the delivery is made shall, upon request,
acknowledge receipt of such notice on a copy thereof.
ARTICLE XX.
CUMULATIVE REMEDIES - NO WAIVER
Section 2001, The specific remedies to which Lessor or
Lessee may resort under the terms of this Lease Agreement are
cumulative and are not intended to be exclusive of any other re-
medies or means of redress to which each may be lawfully entitled
in case of any breach or threatened breach by either of them of
any provision of this Lease Agreement. The failure of Lessor
or the Trustee to insist in any one or more cases upon the strict
performance of any of the covenants of this Lease Agreement or
to exercise any option herein contained, shall not be construed
as a waiver or relinquishment for the future of such covenant or
option. A receipt by Lessor or the Trustee of rent with knowledge
of the breach of any covenant hereof shall not be deemed a waiver
of such breach, and no waiver, change, modification or discharge
-53-
by either party hereto of any provision in this Lease Agreement
shall be deemed to have been made or shall be effective unless
expressed inwriting and signed by Lessor, Lessee and the Trustee.
In addition to the other remedies in this Lease Agreement provided,
Lessor, and the Trustee, shall each be entitled to the restraint,
by injunction, of the violation or attempted or threatened viola-
tion of any of the covenants, conditions or provisions of this
Lease Agreement or to a decree compelling performance of any such
covenants, conditions or provisions.
ARTICLE XXI.
PRIORITY OF LEASE
Section 2101. Notwithstanding anything to the contrary
in this Lease Agreement, this Lease Agreement (and the amendment
provided for in Article II hereof) and the estate of Lessee here-
under are and shall continue to be superior and prior to the
Trust Indenture and any other and all encumbrances, mortgages,
deeds of trust and trust indentures, or any of them, now or here-
after a lien upon the leased premises or any part thereof or inter-
est therein, including without limitation, any mortgage, deed of
trust or trust indenture, and all supplements thereto, securing
the Bonds .
ARTICLE XXII.
COVENANTS TO BIND AND BENEFIT RESPECTIVE PARTIES
Section 2201. The covenants and agreement herein contained
shall, subject to the provisions of Article XVIII hereof, bind and
inure to the benefit of Lessor and Lessee, and their respective
successors and assigns, subject, however, to the provisions of this
Lease Agreement.
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ARTICLE XXIII.
QUIET ENJOYMENT AND POSSESSION
Section 2301. The Lessor covenants that the Lessee, on
paying the rentals and performing the covenants and agreements herein
on the Lessee's part to be performed, shall and may peaceably and
quietly have, hold and enjoy the said demised premises for the
term of this Lease Agreement and that the Lessor will defend the
Lessee's enjoyment and possession of said demised premises against
all parties .
ARTICLE XXIV.
GENERAL
Section 2401. If any term or provision of this Lease
Agreement or the application thereof to any person or circum-
stance shall, to any extent, be invalid or unenforceable, the
remainder of this Lease Agreement or the application of such term
or provisions to persons or circumstances other than those as
to which it is held invalid or unenforceable, shall not be affected
thereby, and each term and provision of this Lease Agreement
shall be valid and be enforced to the fullest extent permitted by
law.
Section 2402. The Article captions in this Lease Agree-
went are for convenience and reference only and in no way define,
limit or describe the scope or intent of this Lease Agreement or
any part thereof, or in any way affect this Lease Agreement and
shall not be considered in any construction thereof.
Section 2403. This Lease Agreement shall be construed
and enforced in accordance with the laws of the State of Arkansas.
-55-
Section 2404. It is agreed that after
paid and discharged, or adequate provision is
went and discharge, the Trustee shall cease t
title and interest in, to or under this Lease
after, all rights of approval or other rights
with reference to said Trustee shall inure to
be applicable to Lessor.
ARTICLE XXV.
RECORDING
the Bonds are fully
made for their pay-
~ have any right,
Agreement. There-
herein specified
the benefit of and
Section 2501. This Lease Agreement, and each and every
assignment and modification hereof, shall be recorded in the office
of the Circuit Clerk and Ex-Officio Recorder of Deeds and Mortgages
of Crittenden County, Arkansas. The Lease Agreement as originally
executed shall be so recorded prior to the recordation of any
mortgage or deed of trust or trust indenture with respect to the
demised premises.
ARTICLE XXVI.
LESSEE' S OPTION
Section 2601. (a) Lessee shall have and is hereby
granted the option to extend this Lease Agreement for four (4)
successive terms of five (5) years each, for a basic annual rental
of One Hundred Dollars ($100) per year plus the additional rentals
hereinabove provided in Section 204 (b) hereof.
(b) Whenever used in this Lease Agreement the terms
"renewal term" and "extension term" shall have the same meaning
and shall be construed to mean the additional term or terms pur-
suant to the options set forth in this Article XXVI.
-56-
Section 2602. The option granted in Section 2601 may be
exercised by giving written notice to Lessor in the manner here-
in provided in Article XIX, at least thirty (30) days prior to the
end of the initial term or of the extension term, as the case may
be.
Section 2603. (a) At the expiration of the term hereby
demised, or at any time during the term hereby demised when the
said Bonds shall have become callable, Lessee may purchase the
demised premises for a purchase price in such an amount as will,
together with any moneys in the hands of the Lessor, or held for
its account by the Trustee, for the payment of the principal of
znd interest on the Bonds, in any event be sufficient, to pay in
full, principal and interest, all said B~jnds then outstanding, all
paying agent's charges in connection therewith, all costs in call-
ing the said Bonch for prior payment, and all other costs in con-
nection with the prior payment of said Bonds, and all indebtedness
which the Lessor may have incurred or paid under the terms of this
Lease Agreement, or under the Deed of Trust given to secure the
payment of the said Bonds, or with the consenfi of the Lessee.
(b) Upon notice by Lessee of its intention to exercise such
option to purchase given to Lessor sufficiently in advance to enable
Lessor to publish a notice of call for prior payment on the next
interest payment date, according to their tenor, of the said Bonds
then outstanding, and upon the deposit of its portion of the purchase
price aforesaid by the Lessee with the Trustee and/or paying agent
for the payment of the said Bonds, and Lessor will forthwith deposit
its portion of the purchase price aforesaid with the Trustee and/or
paying agent and call the outstanding Bonds for such prior payment.
-57-
o ~
(c) Upon the exercise of such option to purchase, as provided
in Section 2603 (a) and (b) hereof, the Lessor shall deliver to the
Lessee, at Lessee's cost, an abstract of title to the demised premises,
a bill of sale for all of Lessor's equipment and fixtures, and shall
convey to the Lessee title to the demised premises by deed with
special warranties against the acts of the Lessor, as of the date
of the said deed.
Section 2604. Upon the expiration of the term hereby demised,
or after the expiration of, or at any time during any renewal period
thereof, and of ter the payment in full, principal and interest, of
said Bonds, the Lessee may purchase the demised premises and Lessor's
equipment and fixtures for a purchase price of One Dollar ($1.00)
plus all indebtedness which the Lessor may have incurred or paid
on behalf of the Lessee, and which remains unpaid at the time of
the exercise of such option, and Lessor shall deliver to Lessee
an abstract of title and deed as provided in Section 2603 (c) hereof.
Section 2605. So long as this Lease Agreement shall continue
in existence, either during the original term or during any renewal
hereof, and so long as Lessee shall not be in default of any of the
terms, conditions, or provisions hereof, then Lessor covenants that
it will not sell or mortgage the demised premises to any person other
than the Lessee, except as herein provided regarding the Trust Indenture
executed to secure the Bonds.
ARTICLE XXVII.
GUARANTY
Section 2701. For the consideration heretofore stated and
for value received, and as a material inducement for Lessor to
let and demise to Lessee, Guarantor does hereby unconditionally
guarantee to Lessee, and unto its assigns, the prompt payment of
the rentals hereunder and the due performance of all acts required
-58-
. a
to be performed by Lessee, and upon default of such prompt payment
of rentals, or upon the failure of due performance of any act
required to be performed by Lessee, then, and in any such event,
upon demand by Lessor, or its assigns, Guarantor does hereby agree
to make such payment of rentals or perform such acts required to
be done or performed by Lessee under the provisions of this Lease
Agreement.
For the said consideration, Guarantor agrees that Lessor
may assign this guaranty with any assignment of rental reserved
herein, and that the assignee, or assignees, may enforce this
guaranty in the place and stead of Lessor. The parties to this
Lease Agreement know that the Guarantor has, or will prior to
the recording of this lease, execute as security for the guarantee
herein stated a mortgage or deed of trust encumbering its real
property in the State of Illinois as security for the guarantee
herein provided.
When all of the Bonds have been paid in full, or when
there is on deposit with the Trustee funds sufficient for such
payment, the Lessor will execute and deliver to the Guarantor,
in such form as may be desired by the Guarantor, an instrument
releasing the Guarantor from further liability or obligation
in respect to the guaranty.
-59-
,,
ARTICLE XXVTII.
HOLDING OVER
CITY OF WEST MEMPHIS , ARKANSAS
Section 2801. Should Lessee remain in possession of the
demised premises after the expiration of the initial term, if this
Lease Agreement is not extended pursuant to the provisions of
Article XXVI hereof, or if Lessee should remain in the possession
of the demised premises after the expiration of any extension term
without exercising its option to extend for succeeding terms, or
after the expiration of the fourth extension term if this Lease
Agreement is so extended, then, unless a new agreement in writing
shall have been entered into between Lessor and Lessee, Lessee
shall be held to be a tenant from month to month only at the
same annual rate of rental equal to the last annual rental rate
payable hereunder and otherwise subject to all the terms and
conditions of this Lease Agreement except as to duration of
tenancy.
IN WITNESS WHEREOF, the parties hereto have caused this
Lease Agreement to be signed by their duly authorized officials
and officers as of the day and year first hereinabove written.
ATTEST:
City Clerk
(SEAL)
ATTEST:
Secretary
By:
u o
Mayor
LESSOR
MID-SOUTH FOUNDRY, INC .
By:
President
LESSEE
(SEAL)
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n. 6
4 49
EAST ST. LOUIS CASTINGS COMPANY
By:
President
GUARANTOR
ATTEST:
Secretary
(SEAL)
ACKNOWLEDGMENT
STATE OF ARKANSAS
COUNTY OF CRITTENDEN
On this day of 1964, before me,
a Notary Public duly commissioned, qualified and acting, within
and for the State and County aforesaid, appeared in person the
within named
and ,
Mayor and City Clerk, respectively, of the City of West Memphis,
Arkansas, a City in the State of Arkansas, to me personally known,
who stated that they were duly authorized in their respective capacit-
ies to execute the foregoing instrument for and in the name of
said City, and further stated and acknowledged that they had
signed, executed and delivered said foregoing instrument for the
consideration, uses and purposes therein mentioned and set forth.
IN TESTIMONY WHEREOF, I have hereunto set my hand and
official seal this day of , 1964.
My Commission expires:
Nctary Public
(S E A L) -61-
C 0
ACKNOWLEDGMENT
STATE OF ARKANSAS
COUNTY OF CRITTENDE*Z
to `~`
On this day of 1964, before me,
a Notary Public duly commissioned, qualified and acting within
and for the State and County aforesaid, appeared in person the
within named and
as
and respectively,
of Mid- South Foundry, Inc,, to me personally well known, who
stated that they were duly authorized in their respective capa-
cities to execute the foregoing instrument for and in the name and
behalf of said Corporation, and further stated and acknowledged
that they had so signed, executed and delivered said foregoing in-
strument for the consideration, uses and purposes therein mentioned
and set forth.
IN TESTIMONY WHEREOF, I have hereunto set my hand and
official seal this day of 1964.
My Commission will expire:
(SEAL)
Notary Public
-62-
^. c r°' ~
A ^ ~ ~
ACKNOWLEDGMENT
STATE OF ILLINOIS
COUNTY C
On this day of 1964, before
me, a Notary Public duly commissioned, qualified and acting within
and for the State and County aforesaid, appeared in person the
within named and
as and respect-
ively, of EAST S T. LOUIS CASTINGS COMPANY, to me persona 11y well known,
who stated that they were duly authorized in their respective capa-
cities to execute the foregoing instrument for and in the name and
behalf of said Corporation, and further stated and acknowledged
that they had so signed, executed and delivered said foregoing in-
strument for the consideration, uses and purposes therein mentioned
and set forth.
IN TESTIMONY WHEREOF, I have hereunto set my hand and
official seal this day of 1964.
My Commission will expire:
(SEAL)
Notary Public
-63-