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Home My Public Portal About082-1990- ORDINANCE CONSENTING TO THE SALE OF ASSTS OF AMEDCO SORDINANQE NO. 82-1990 AN ORDINANCE CONSENTING TO THE SALE OF ASSETS OF AMEDCO STEEL, INC., DB/A AMEDCO CASKET STAMPING CO., TO YOUR ACQUISITION CORP., AND AUTHORIZING EXECUTION AND DELIVERY OF ASSUMPTION AGREEMENT AND MORTGAGES ESTOPPEL CERTIFICATE, AND RELATED MATTERS. WHEREAS, The City of Richmond, Indiana (the "City"), Amedco Steel, Inc., d/b/a Amedco Casket Stamping Co., an Indiana corporation (the "Borrower"), and Mark Twain Bank, N.A. (formerly Mark Twain National Bank), a national banking association (the 'Bondholder"), entered into a Bond Purchase and Loan Agreement dated as of May 1, 1983 (the "Bond Purchase and Loan Agreement"); and WHEREAS, the City, the Borrower and the Bondholder entered into a Mortgage and Security Agreement dated as of May 1, 1983 (the "Mortgage and Security Agreement') ; and WHEREAS, the Borrower executed and delivered a Promissory Note to the City dated as of May 1, 1983 (the "Note"), and the City endorsed the Note without recourse to the Bondholder; and WHEREAS, York Products, Inc. (formerly Amedco, Inc.), a Delaware corporation (the "Guarantor") executed and delivered a Bond Guaranty Agreement to the Bondholder dated as of May 1, 1983 (the"Bond Guaranty Agreement"); and WHEREAS, the Borrower has agree, subject to certain terms and conditions, to sell its assets situated at its Richmond, Indiana, facility (the "Sale") to York Acquisition Corp., a Pennsylvania corporation (the "Purchaser"); and WHEREAS, the parties hereto desire that the Purchaser assume any and all of the obligations, agreements, covenants, terms and conditions (collectively, the "Obligations") of the Borrower under the Bond Purchase and Loan Agreement, the Mortgage and Security Agreement, the Note and the Bond Guaranty Agreement (collectively, the "Loan Documents"), without affecting, modifying, impairing or discharging any of the Obligations of the Borrower, the Guarantor, the City or the Bondholder under any of the Loan Documents; NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OR THE CITY OF RICHMOND, INDIANA, THAT: SECTION 1. Consent to Sale. The City hereby consents to the Sale and the delivery and recording of the mortgage described in the Mortgagee Estoppel Certificate to be executed by the City of Richmond, Indiana, in connection therewith. SECTION 2. Assumption Agreement. The Mayor and the Clerk are hereby authorized and directed to execute and deliver, in the name of and on behalf of the City, the assumption Agreement in substantially the form submitted to this Common Council. SECTION 3. Mortgagee Estoppel Certificate. The Mayor and the Clerk are hereby authorized and directed to execute and deliver, in the name of and on behalf of the City, the Mortgagee Estoppel Certificate in substantially the form submitted to this Common Council, which is hereby approved in all respects. SECTION 4. Changes. The Mayor and the Clerk are hereby authorized, without further approval of the Common Council or the Richmond Economic Development Commission, to approve such changes in the Assumption Agreement and the Mortgagee Estoppel Certificate as the Mayor and the Clerk may deem necessary or appropriate, such approval to be conclusively evidenced by their execution thereof. SECTION 5. General. The Mayor and the Clerk are each hereby authorized and directed, in the name and on behalf of the City, to execute any and all agreements, documents and instruments, perform any and all acts, approve any and all matters, and do any and all things deemed by them, or either of them, to be necessary or desirable in order to carry out and comply with the intent, conditions and purposes of this ordinance (including the preambles hereto and the documents mentioned herein). SECTION 6. Repeal. All ordinances or parts of ordinances in conflict herewith are hereby repealed. SECTION 7. Effective Date. This ordinance shall be in full force and effect immediately upon its adoption by the Common Council and approval by the Presiding Officer. 6e PASSED AND ADOPTED by the Common Council of the City of Richmond, Indiana, this /f day Of JTCA'- , 1990. �}� / PvAsident of C mm Council ATTEST: City Cle PRESENTED by me to the Mayor `'of`the City of Richmond, Indiana this Lk day of 1990. APPROVED by me, Frank H. Waltermann, Mayor of the City of Richmond, Indiana thisa day of � 1990. ayor DISPOSITION OF ORDINANCE NO. -;LL -199 C> RESOLUTION NO. -199 by Common Council Drdinance No.d" 2- Resolution No. _ Elstro Lundy Hankinson McBride Parker Hutton Morris Paust Brookbank Date Susp, rules Ist read Title only Seconded Proof of Publicaton ...... .••••- ......•••. .................................................................. Seconded Move to 2nd read ...•••• ...... ...... •..... •.... .......... ................. Seconded ..... ..... ......... v Engrossment v Seconded v Susp rules 3rd read ----- --------- ------- ----- ------ ------ ------ ---------- Seconded Passage c� - ` v -• ..... O R- •••• ......•.. ..... ..... - ---- --- ----------- Rejection d Date Passed !0 `/S -`)d COMMITTEE ASSIGNMENTS: Committee Date Commitee Hearing Date Reassigned to Council Agenda PUBLICATION DATES: AMENDMENTS: COMMENTS: