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Show S T A T K V. 0 N -STITUTIONAIj PROVISION OR STATUTORY LIMITATION NOR CONSTITUTE OR CIVK RISK TO A CENKRAL Oli I.I CATION OR LIABILITY OK. OR A CHARGE AGAINST, T H E GENERAL CREDIT OR TAXING POWERS OF THE CITY, THE STATE OF UTAH OR ANY OTHER POLITICAL SUBDIVISION SUB-DIVISION THEREOF. A copy ol the Resolution adopted on August 20. 1981, authorizing the issuance of the 1981 Bond and copies of the Lease, Memorandum of Lease, Indenture, Bond Purchase Pur-chase Agreement and Guaranty dated as of August 15, 1981, pursuant pur-suant to which the payment of the principal ol, premium, if any, and interest on the 1981 Bond is guaranteed to the Trustee, lor the benefit of the holder or holders of the 1981 Bond, by-American by-American Stores. Company, Com-pany, a Delaware corporation cor-poration and the owner of one hundred percent of the outstanding capital stock of the Company, may be examined at the olfice ol the City Recorder of Cedar City, Utah at 43 North 300 West Street, Cedar City, Utah, at any time during regular business hours of the City, that is, from 8:00 A.M. to 5:00 P.M. on any regular business day of the City, Monday through Friday, for a period of thirty (30) days alter publication of this Notice. Reference is made to the Resolution, Lease, Memorandum of Lease, Indenture, Bond Purchase Agreement and the Guaranty for all particulars and details concerning the 1981 Bond and the security and funds provided lor payment thereof. For a period of thirty 1 30 1 days alter publication of this Notice, any person in interest shall have the right to contest the legality of the Resolution or the 1981 Bond authorized thereby, any provisions made lor the security and payment thereol or the Lease, Memorandum of Lease, Indenture, Bond Purchase Pur-chase Agreement, Guaranty and any other matter with respect to the transaction. Alter such thirty i3oi day period no one shall have any cause of action to contest the regularity, lormality or legality thereol for any reason whatsoever. DATED this 20th day of August 1981. Jacqueline Bulloch City Recorder, Cedar City, Utah Published in the- Iron County Record Aug. 27, 1981. mandatory prepayment ; date; ibi wilh respect to the principal ani'iun! ol the 1981 Bond not then j outstanding, bill which was outstanding at the i time of the Event of Taxability, at a price , equal to the additional Federal income tax, including penalties and interest thereon, which the holder or holders of the 1981 Bond incur on the interest payable on the 1981 Bond between the Event of Taxability and the special mandatory prepayment date. THE 1981 BOND, INCLUDING IN-CLUDING ALL INTEREST IN-TEREST AND ANY PREMIUM PAYABLE THEREON, IS A LIMITED OBLIGATION OF THE CITY AND SHALL BE PAYABLE SOLELY FROM THE "REVENUES" i AS DEFINED IN THE INDENTURE) RECEIVED BY THE CITY UNDER THE LEASE (EXCEPT TO THE EXTENT PAID OUT OF THE PROCEEDS DERIVED FROM THE SALE OF THE 1981 BOND, OR FROM INCOME FROM THE INVESTMENT OF SUCH' PROCEEDS OR 'I HE REVENUES AND, UNDER CERTAIN CIRCUMSTANCES, FROM PROCEEDS FROM INSURANCE, CONDEMNATION AWARDS OR THE SALE OF THE PROJECT OR ANY PORTION THEREOF OR FROM ANY O T H E R SECURITY PROVIDED BY THE INDENTURE). WHICH REVENUES SHALL BE DEPOSITED INTO SPECIAL FUNDS CREATED AND ESTABLISHED PURSUANT PUR-SUANT TO THE INDENTURE IN-DENTURE WHICH ARE PLEDGED TO THE PAYMENT OF THE 1981 BOND, PREMIUM, IF ANY, AND INTEREST THEREON, TOGETHER WITH ALL OTHER SECURITY PROVIDED BY THE INDENTURE. THE 1981 BOND, PREMIUM, IF ANY, AND THE INTEREST THEREON DO NOT AND SHALL NEVER CONSTITUTE AN INDEBTEDNESS IN-DEBTEDNESS OF THE CITY WITHIN THE MEANING OF ANY may he prepaid (but without any reductions in the amount of or any deferral of the payment of the Installment Payments as a result of a n y p a r t i a I prepayments) as follows: (a) on any Installment Payment Date, at any time, at the option of the City (but only as directed by the Company), in whole or (under certain circumstances) in part, upon the happening of certain events as described in the Indenture In-denture and in the form of 1981 Bond set forth in the Resolution, at a prepayment price equal to the principal amount thereol being prepaid, without premium, plus accrued interest to the prepayment date; (b) on any Installment Payment Date, at any time on or after August 15, 1986, at the option of the City i but only as directed by the Company), in whole or (under certain circumstances) cir-cumstances) in part, in the event the Company shall certify, in writing, that the Project (or any part thereof), in the case of a partial prepayment) is uneconomical or unsuitable lor continued use in the Company's business, subject to the prohibition on any use of the Project ( or such part) by the Company or any "affiliate" of the Company Com-pany lor a period of not less than ten years, at a prepayment price (expressed (ex-pressed as percentages of principal amount) set forth in the following table, plus accrued interest in-terest to the prepayment date: Prepayment Dale (Dllei Inclusive) Prepayment Price Aug. IS, 1986-Aug. 14, 1987 I OS", Aug. 15, 198?-Aug. M, 1988 104 Vil, Aug. 15, 1988-Aug. 14, 1989 104, Aug. 15, 1989-Aug. 14, 1990 I03'i7ii Aug. 15, 1990-Aug. 14, 1991 1037 Aug. 15, 1991-Aug. 14, 1992 102'iS Aug. 15, 1992-Aug. 14, 1993 102 Aug. 15, 1993-Aug. 14, 1994 101 Vilt Aug. 15, 1994-Aug. 14, 1995 101 "o Aug. 15, 1995-Aug. 14, 1996 lOO'li Aug. 15, 1996 and thereafter IOCWi provided, that, in the event that only part of the Project is determined to be so uneconomical or unsuitable, the principal amount of the 1981 Bond then unpaid shall only be subject to prepayment in an amount which will not ; ' i exceed, as a crccntago of such total unpaid ' principal, the ratio that the total square-footage ol the portion ol the Project so determined k-ars to the total square-footage square-footage of the Project; and (c),' on any Installment In-stallment Payment Date, at any time on or alter August 15, 1990, at the option of the City (but only as directed by the Company), in whole or in part, in such principal amounts as directed by the Company, at the prepayment prices (expressed as percentages per-centages of principal amount) set forth in the following table, plus accrued interest to the prepayment date: Prepayment Date (Datea Inclusive) Prepayment Price Aug. 15, 1990-Aug. 14, 1991 105 Aug. 15, 1991-Aug. 14, 1992 104'io Aug. IS, 1992-Aug. 14, 1993 104 Aug. 15, 1993-Aug. 14, 1994 August 15, 1994-Aug. 14, 1995 103 Aug. 15, 1995-Aug. 14, 1996 l02'i Aug. 15, 1996-Aug. 14, 1997 102 Aug. IS, 1997-Aug. 14, 1998 101 'Alt Aug. 15, 1998-Aug. 14, 1999 101 Aug. IS, 1999-Aug. 14, 2000 100'! Aig, IS, 2000 and thereafter 100 Any such prepayments shall be made on the next Installment Payment Date alter the call for prepayment and no Installment In-stallment Payments on the 1981 Bond shall be deferred by reason of any partial prepayment of the principal thereof. The 1981 Bond is also subject to special mandatory prepayment in the event of a Determination Deter-mination (as defined in the Indenture) that interest in-terest on the 1981 Bond is subject to Federal income in-come taxation, at the following prices: ia) with respect to the principal amount of the 1981 Bond then outstanding out-standing at a price equal to the principal amount hereof, plus accrued interest to the special mandatory prepayment date, plus an amount equal to the additional Federal income tax, including penalties and interest thereon, which the holder or holders of the 1981 Bond incur on the interest payable on the 1981 Bond between the "Event of Taxability" (as defined in the Indenture) In-denture) and the special . -i Skaggs Companies, Inc. (the "Company"). The Resolution further authorizes and provides for the execution by the City of a Lease and Agreement (the "Lease") to be dated as of August 15, 1981. between bet-ween the City and the Company, pursuant to which the Company will lease the Project from the City (with options to purchase the Project from the City ) and will be the user of the Project, and will pay rentals sufficient to pay the principal of, premium, if any, and interest on the 1981 Bond as the same become due. The Resolution further authorizes and provides for the execution by the City of a Memorandum of the Lease, to be dated as of August 15, 1981 (the "Memorandum of Lease"), and to be used for recording purposes. The Resolution further authorizes and provides for the execution by the City of a Mortgage and Indenture of Trust (the "Indenture") to be dated as of August 15, 1981, between the City and First Interstate Bank of Utah, as trustee (the "Trustee"), for the benefit of the holder or holders of the 1981 Bond, pursuant to which the 1981 Bond will be issued and secured by certain collateral, including in-cluding the rentals payable by the Company under the Lease and a mortgage and security interest on and in the Project. The Resolution further authorizes and provides lor the execution of a Bond Purchase Agreement dated as of August 20, 1981, between the City and Nationwide Mutual Insurance Company, an Ohio corporation cor-poration ("Nationwide"), ("Nation-wide"), pursuant to which the 1981 Bond will be purchased by Nationwide at a purchase price of $3,000,000, without any premium or discount, plus accrued interest from August 15, 1981, to the date of delivery. No deposit has been made by said purchaser toward the purchase price. The 1981 Bond will be issued in the form of a single, typewritten, fully registered bond, without coupons, in the principal sum of $3,000,000, will be dated as of August 15, 1981, will bear interest from said date at the rate of twelve and one-quarter percent (12.25 percent) per annum, and will be payable in forty (40) equal semi-annual installment in-stallment payments (the "Installment Payments''), Payment-s''), each in the amount of $202,534.08, representing both principal and interest, in-terest, commencing on February 15, 1982, and semi-annually thereafter on August 15 and February 15 of each year, to and including August 15, 2001, or until the principal and all interest on the 1981 Bond is fully paid (the "Installment Payment Dates"). The principal amount payable on the 1981 Bond NOTICE OF BOND TO BE ISSUED BY CEDAK CITY, IRON COUNTY, UTAH NOTICE IS HEREBY GIVEN, that on August 6, 1981, the City Council of Cedar City, Iron County, Utah (the "City"), adopted a Resolution (the "Resolution") authorizing and providing for the issuance and sale by the City of the City's Industrial In-dustrial Development Revenue Bond in the principal amount of $3,000,000 to be dated as of August 15, 1981 (the "1981 Bond"), for the purpose of paying all or part of the costs of acquiring certain land located entirely within the incorporated boundaries boun-daries of the City and acquiring, constructing and installing thereon a commercial shopping facility for the general public (consisting of a building, equipment, furnishings and improvements im-provements (the "Project"), for use by lamily: and Irom Mar. 15 to Uel. lor the supplemental sup-plemental irrigation ol 2.3I7." aes., but limited to the sole supply or (UWiTIi aes. in same as heretofore. 51291 i 19-315) I). Robinson & ola (). Robinson. PO Box 475, I 'a rowan. UT 3.0 see. I t. ol water is to he diverted Irom two. 14-iiu-h wells, nm-7iKi it. deep, at the iollowing points: 1 1 S. litKl It. E. tin It. Irom W, Cor.; 2 S.. loo It. W. 2:140 It. Irom K' i Cor.; both See. 21. T:ilS. KlllW i20 mi N. ol Modenai; and used lor stockwatering 2tni eattlc; and Irom Mar. IS to Oct. 31 lor the irrigation ol lii.i.o aes. in S'j See. 21. T31S, R19W. I'rotcsts resisting the granting ol these applications ap-plications with reasons therel ore must be filed in duplicate with the State Engineer, 231 E. 400 S., Sl.C. I T H4111, on or I h' I ore Sept. 2(i, 1981. . DeeC. Hansen, P.E. STATE ENGINEER l'ublished in the Iron Co. Heeord Aug. 13, 20, and 27. 1081. |