Exhibit 4.11
______________________________________________________________________
HILLSBOROUGH COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY
and
TAMPA ELECTRIC COMPANY
______________________________________________________________________
SECOND SUPPLEMENTAL INSTALLMENT PURCHASE CONTRACT
______________________________________________________________________
Dated as of June 1, 1983
______________________________________________________________________
Relating to
Pollution Control Revenue Bonds
(Tampa Electric Company Project)
55
Exhibit 4.11
SECOND SUPPLEMENTAL INSTALLMENT PURCHASE CONTRACT
This SECOND SUPPLEMENTAL INSTALLMENT PURCHASE CONTRACT, dated as
o f June 1, 1983 (the "Second Supplemental Contract") to the
INSTALLMENT PURCHASE CONTRACT, dated as of August 1, 1981 (the
"Original Contract"), as supplemented and amended by the First
Supplemental Installment Purchase Contract, dated as of May 1, 1982,
(the "First Supplemental Contract") and an Amendment to Exhibit A of
the Installment Purchase Contract (the "Amendment to Exhibit A"),
dated April 7, 1983 (said Original Contract as so amended, together
with this Second Supplemental Contract, being herein called the
"Contract"), by and between the HILLSBOROUGH COUNTY INDUSTRIAL
DEVELOPMENT AUTHORITY, a public body corporate and politic the State
of Florida (the "issuer"), and TAMPA ELECTRIC COMPANY, a corporation
organized and existing under the laws of the State of Florida:
W I T N E S S E T H:
In consideration of the respective representations and agreements
hereinafter contained, the parties hereto agree as follows (provided
that in the performance of the agreements of the Issuer herein
contained, any obligation it may thereby incur for the payment of
money shall not be a debt, liability or obligation of any authority or
county or of the State of Florida or any political subdivision
thereof, except to the extent that the Bonds hereinafter mentioned
shall be limited obligations of the Issuer, payable solely out of
moneys derived from the Contract and the Bonds referred to therein):
56
Exhibit 4.11
ARTICLE I
DEFINITIONS AND RULES OF CONSTRUCTION
Section 1.1. Definitions. (a) All words and terms defined in
Section 1.1 of the Original Contract and in Section 1.1 of the First
Supplemental Contract shall have the same meanings in this Second
Supplemental Contract unless otherwise specifically defined herein.
(b) In addition to words and terms elsewhere defined in this
Second Supplemental Contract, the following words and terms shall have
the following meanings:
"Amendment to Exhibit A" means the Amendment to Exhibit A of the
Installment Purchase Contract, dated April 7, 1983, by and between the
H i llsborough County Industrial Development Authority and Tampa
Electric Company.
"Collateral" means, collectively, the pollution control
facilities described in Exhibit A to the Contract a copy of the
current form of which Exhibit A is attached hereto and each component
thereof which has been or will be acquired by the Company from the
Issuer.
"Contract" means the Original Contract, as amended by the First
Supplemental Contract and the Amendment to Exhibit A, together with
this Second Supplement Contract and any other supplements and
amendments thereto permitted by the Indenture.
"First Mortgage" means the Indenture of Mortgage, dated as of
August 1, 1946, as supplemented, from the Company to State Street Bank
and Trust Company, (formerly State Street Trust Company) and Flagship
Bank of Tampa (formerly First Savings & Trust Company of Tampa),
trustees.
"First Supplemental Contract" means the First Supplemental
Installment Purchase Contract, dated as of May 1, 1982, by and between
the Hillsborough County Industrial Development Authority and Tampa
Electric Company.
"First Supplemental Indenture" means the First Supplemental Trust
Indenture, dated, as of May 1, 1983, by and between the Hillsborough
County Industrial Development Authority and Exchange Bank and Trust
Company of Florida (now NCNB National Bank of Florida).
" I ndenture" means the Original Indenture, as amended and
supplemented by the First Supplemental Indenture, together with the
Second supplemental Indenture, pursuant to which (i) the Bonds are
authorized to be issued and (ii) the Issuer's rights under the
Contract (except the Issuer's rights under Sections 5.1 (c) and 9.4
hereof to payment of certain costs and expenses and under Section 7.4
hereof to indemnification), including the subordinated security
interest in the Collateral and the Purchase Price Installments and
57
Exhibit 4.11
other revenues and proceeds receivable by the Issuer from the sale of
the Project, are pledged and assigned as security for the payment of
principal of and premium, if any, and interest on the Bonds, as
amended or supplemented by any amendments or supplements permitted
thereby.
"Original Contract" means the Installment Purchase Contract,
dated as of August 1, 1981, by and between the Hillsborough County
Industrial Development Authority and Tampa Electric Company.
"Original Indenture" means the Trust Indenture, dated as of
August 1, 1981, by and between the Hillsborough County Industrial
Development Authority and Exchange Bank and Trust Company of Florida,
Tampa, Florida (now NCNB National Bank of Florida).
"Second Supplemental Contract" means this Second Supplemental
Installment Purchase Contract, as amended and supplemented by any
amendments and supplements hereto permitted by the Indenture.
"Second Supplemental Indenture" means the Second Supplemental
Trust Indenture, dated as of June 1, 1983, by and between the
Hillsborough County Industrial Development Authority and NCNB National
Bank of Florida (formerly, Exchange Bank and Trust Company of
F l orida), Tampa, Florida, as amended and supplemented by any
amendments and supplements thereto permitted by the Indenture.
"Subordinated Security Interest" means the subordinated security
interest in the Collateral created by Section 5.3 hereof.
Section 1.2. Rules of Construction. The rules of construction
set forth in Section 1.2 of the Original Contract shall be applicable
to this Second Supplemental Contract.
58
Exhibit 4.11
ARTICLE II
REPRESENTATIONS
Section 2.1 Representations by the Issuer. The Issuer makes the
following representations, as of the date of delivery of this Second
Supplemental Contract:
(a) The Issuer is duly authorized under the provisions of
t h e Act to enter into, execute and deliver this Second
Supplemental Contract, to undertake the transactions contemplated
by this Second Supplemental Contract and to carry out its
obligations hereunder, and the Issuer has duly authorized the
execution and delivery of this Second Supplemental Contract; and
(b) The Issuer has heretofore agreed to cause the
completion of the acquisition, construction and installation of
the Project, pursuant to the terms and conditions expressed in
the Contract, all for the purpose of promoting effective and
efficient pollution control throughout the State of Florida.
Section 2.2 Representations by the Company. The Company makes
the following representations, as of the date of delivery of this
Second Supplemental Contract:
(a) The Company is a corporation organized and existing
under the laws of the State of Florida and has power to enter
into this Second Supplemental Contract;
(b) By proper corporate action, the officers executing and
attesting this Second Supplemental Contract have been duly
authorized to execute and deliver this Second Supplemental
Contract;
(c) Neither the execution or delivery of this Second
Supplemental Contract nor the consummation of the transactions
contemplated herein, nor the fulfillment of or compliance with
the terms hereof will conflict with or result in a breach of any
of the terms or provisions of, or constitute a default under, the
Company's Restated Articles of Incorporation, its by-laws, or any
indenture, mortgage, deed of trust or other agreement or
instrument to which the Company is now a party or by which it is
bound;
59
Exhibit 4.11
(d) All necessary authorizations, approvals, consents and
other orders of any governmental authority or agency for the
execution and delivery by the Company of this Second Supplemental
Contract have been obtained and are in full force and effect.
60
Exhibit 4.11
ARTICLE III
AMENDMENT AND SUPPLEMENT
Section 3.1 Creation of Subordinated Security Interest. Article
V of the Original Contract as is hereby amended by adding at the end
thereof a new Section 5.3 as follows:
"Section 5.3. Creation of Subordinated Security Interest. As
security for the performance by the Company of its obligations under
Section 5.1(a) hereof, the Company hereby grants to the Issuer a
subordinated security interest in the Collateral and in each component
thereof which has been or will be acquired hereunder by the Company
from the Issuer. It is agreed that the security interest hereby
granted (including the Issuer's rights of possession or repossession
of the Collateral or any rights conferred upon the Issuer under the
Uniform Commercial Code of the State of Florida or otherwise) is
hereby made, and shall at all times be, subject to (i) the rights of
the holders of the First Mortgage Bonds (as defined in the First
Mortgage) of the Company issued ad outstanding or to be issued under,
and the lien of the First Mortgage and (ii) any future security
interest or lien created to secure any indebtedness or other
obligations of the Company now existing or hereinafter issued or
incurred under any indenture or other instrument which expressly
provides that any such security interest or lien securing such
indebtedness or obligations shall be superior to the security interest
hereby granted; provided that nothing in said First Mortgage or in
such other instrument or indenture or in this Section 5.3 shall affect
or diminish the obligations of the Company under Section 5.1 (a)
hereof. Such security interest shall remain in effect until the
Company shall have satisfied its obligations under Section 5.1(a)
hereof at which time the Issuer shall cause the execution and delivery
to the Company of such documents as shall be necessary to effect or
evidence the termination of such security interest."
S e c t ion 3.2. Execution of Counterparts. This Second
S u pplemental Installment Purchase Contract maybe simultaneously
executed in several counterparts, each of which shall be an original
and all of which shall constitute but one and the same instrument.
61
Exhibit 4.11
IN WITNESS WHEREOF, the Issuer and the Company have caused this
Second Supplemental Contract to be executed in their respective names
by their duly authorized officers and their respective seals to be
hereunto affixed and attested by their duly authorized officers for
and on their behalves and the Trustee has consented to this Second
Supplemental Contract all as of the date first above written.
HILLSBOROUGH COUNTY INDUSTRIAL
DEVELOPMENT AUTHORITY
By ____________________________
Chairman of the Hillsborough
County Industrial Development
Authority
OFFICIAL SEAL
Attest:
______________________________
Asst. Secretary
Approved by General Counsel to
the Hillsborough Industrial
Development Authority as to
form and legal sufficiency
By ____________________________
Warren M. Cason, Esq.
62
Exhibit 4.11
TAMPA ELECTRIC COMPANY
By _____________________________
Senior Vice President-Finance
CORPORATE SEAL
Attest:
____________________________
Secretary
CONSENT:
NCNB NATIONAL BANK OF FLORIDA
Trustee
By___________________________
Vice President
63
Exhibit 4.11
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this 22 day
of June, 1983, by SAMUEL I. LATIMER, the Chairman of the Hillsborough
County Industrial Development Authority, the public body corporate and
politic and public instrumentality described in and which executed the
above instrument.
________________________________
Notary Public
(NOTARIAL SEAL) My commission expires:
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this 22 day
of June, 1983, by Ellswotth G. Simmons, Asst. Secretary of the
Hillsborough County Industrial Development Authority, the public body
corporate ad politic and public instrumentality described in and which
executed the above instrument.
________________________________
Notary Public
(NOTARIAL SEAL) My commission expires:
64
Exhibit 4.11
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this 23 day
of June, 1983, by J.K. TAGGART, a Senior Vice President of Tampa
Electric Company, on behalf of said corporation.
________________________________
Notary Public
(NOTARIAL SEAL) My commission expires:
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this 23 day
of June, 1983, by J.E. SPROULL, the Secretary of Tampa Electric
Company, on behalf of said corporation.
________________________________
Notary Public
(NOTARIAL SEAL) My commission expires:
65
Exhibit 4.11
EXHIBIT A
DESCRIPTION OF THE PROJECT
The Project referred to in the Installment Purchase Contract to
which this Exhibit A is attached consists of certain pollution control
facilities to be acquired, constructed and installed at Unit No. 4 of
the Big Bend Station of Tampa Electric Company in Hillsborough County,
Florida, more particularly described as follows:
BIG BEND UNIT NO. 4
A. Electrostatic Precipitator
Particulate control for Big Bend Unit No. 4 will be
a c c omplished by the use of a rigid frame electrostatic
precipitator. The precipitator is designed for a 99.7+%
p a rticulate removal efficiency and includes the following
associated equipment: ductwork and breaching, structural steel,
foundations, pilings, hoppers/hopper heat tracing and electrical
power and control devices.
1. Precipatator Flyash Storage Silo
This silo is a cylindrical tank supported by structural
steel columns. The associated equipment includes bag
filter, vent controls, weigh scale, pumps, supporting
structural steel, foundations and piling.
2. Storage Ponds
Earthen storage ponds with dikes to a maximum elevation
of 35 feet will be provided for the storage of flyash in the
event flyash cannot be marketed. These ponds will be lined
to protect the ground water systems from leachate.
3. Piping
This item consists of the necessary piping, pumps and
c o ntrols to convey the precipitator flyash from the
precipitator hoppers by way of a dry vacuum system to the
flyash silo. From dry flyash silo, flyash is transported
wet by way of piping to the above noted flyash storage
ponds.
66
Exhibit 4.11
B. Bottom Ash Removal
1. Hoppers
Steel hoppers collect ash which falls out the bottom of
the pulverized fuel furnace. Included with the bottom ash
h o p per are the necessary structural steel supports,
foundations, pilings, and associated electrical controls.
2. Ponds
Bottom ash storage ponds are provided for storage of
the collected bottom ash. The initial or primary settling
pond receives the water from the ash hoppers. This water is
then decanted and recycled to the plant for reuse. After
the primary ponds are filled, they will be hydraulically
dredged to a more permanent long term storage pond. The
primary decanting or settling receiving ponds will be lined;
the larger more permanent bottom ash storage pond will be
unlined.
3. Piping
This item includes the necessary piping to sluice the
bottom ash slurry from the hoppers to the bottom ash
receiving ponds. Also included are the piping and pumps
required to return the water to the plant for reuse in this
ash system.
C. Flue Gas Desulfurization System (FGD System)
1. Description of System
The type of FGD System selected for Big Bend Unit No. 4
is a two stage forced oxidation limestone regenerable system
designed to have an efficiency between eighty-five to ninety
percent (85%-90%). The FGD System consists of three (3)
modules with one (1) spare. The modules will consist of
booster fans, quenchers, absorbers, absorber feed tank,
associated piping and pumps. Reheat fans and a reheater are
provided to reheat the exiting gas flow from the FGD System
to provide the necessary buoyancy and drying requirements
for the exiting stack gas.
2. Limestone Preparation
Included with the FGD System are the raw limestone
facilities required for receiving, unloading, grinding,
preparation, and transfer of limestone to the FGD System
proper. The limestone unloading and handling system
i n cludes all necessary controls, structural supports,
foundations and piling required.
3. FGD Waste Handling
67
Exhibit 4.11
Another major portion of the FGD System is the waste
handling facility. This system includes a building which
houses the necessary dewatering, separation, treatment
equipment and is for processing the gypsum waste from the
FGD System, plus transfer facilities for moving the gypsum
from the waste handling building to the on-site storage
area. This area includes a stacking system and the
necessary ponding and containment ditches for the gypsum
pile runoff.
D. Liquid Waste Treatment
The waste treatment system for Big Bend Unit no. 4 will be
an extension of the existing waste treatment systems for Big Bend
Units No. 1, 2 and 3. The floor drains are collected and
transferred to a common reinforced concrete transfer sump with
all necessary pumping and piping and then transported to an
existing settling pond before return to the plant for use as
recycle water for equipment wash down.
E. Fine Mesh Screens
Fine mesh traveling water screens and associated equipment
will be installed in the circulating water system to remove small
marine organisms from the circulating water system. The caught
organisms will be collected with a low pressure screenwash and
returned via a flume to Tampa Bay.
F. Sanitary Waste Streams
A d ditional sanitary water treatment capacity will be
installed with Unit No. 4. The discharge from this system will
be piped to the waste water transfer sump described above.
68
Exhibit 4.11
BIG BEND UNIT NO. 4 COAL HANDLING AND BLENDING SYSTEM
A. Coal Pile Runoff System Modifications
The existing coal pile runoff collection system
will be modified so as to collect the runoff from the
extended and modified coal handling and blending
system. The collected runoff water will be monitored
prior to returning this water to the bay.
B. Dust Suppression Equipment
Dust suppression equipment will be provided at all
major transfer points in the newly installed coal
h a ndling and blending system. This suppression
equipment will consist of either water sprays and/or
vacuum type bag filters. A dust suppression system
will also be included in the tripper room over the top
of the blending bins.
69
Exhibit 4.11
________________________________________________________________________
HILLSBOROUGH COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY
and
NCNB NATIONAL BANK OF FLORIDA,
Trustee
___________________________________
SECOND SUPPLEMENTAL TRUST INDENTURE
Dated as of June 1, 1983
_________________
Relating to
Pollution Control Revenue Bonds
(Tampa Electric Company Project)
70
Exhibit 4.11
SECOND SUPPLEMENTAL TRUST INDENTURE
THIS SECOND SUPPLEMENTAL TRUST INDENTURE, dated as of June 1, 1983
(herein called the "Second Supplemental Indenture") to the TRUST INDENTURE,
dated as of August 1, 1981 (herein called the "Original Indenture"), as
supplemented and amended by the First Supplemental Trust Indenture (herein
called the "First Supplemental Indenture"), dated as of May 1, 1982 (said
trust indenture as so amended and, together with this Second Supplemental
Indenture and any supplements and amendments thereafter, being herein
called the "Indenture"), by and between the HILLSBOROUGH COUNTY INDUSTRIAL
DEVELOPMENT AUTHORITY, a public body corporate and politic and a public
instrumentality created pursuant to the laws of the State of Florida
(herein called the "Issuer"), and NCNB NATIONAL BANK OF FLORIDA (formerly,
Exchange Bank and Trust Company of Florida) a national banking association
duly organized and existing under the laws of the United States of America
and having its principal office in the City of Tampa, Florida, which is
authorized under such laws to exercise corporate trust powers and is
subject to examination by federal authorities (said banking association and
any bank or trust company becoming successor trustee under the Indenture,
being herein called the "Trustee").
W I T N E S S E T H:
WHEREAS, the Issuer is authorized by Part III of Chapter 159, Florida
Statutes, as amended (herein called the "ACT"), to finance and refinance
c a pital projects including industrial and manufacturing plants and
pollution control facilities with appurtenant facilities for the purpose of
promoting effective and efficient pollution control throughout the State of
Florida and including pollution control facilities or devices incorporated
as a part of any project and to issue revenue bonds payable solely from
revenues derived from the sale, operation or leasing of such capital
projects; and
WHEREAS, the Issuer has heretofore made the necessary arrangements
with Tampa Electric Company (herein called the "Company"), a corporation
duly organized and existing under the laws of the State of Florida, for the
acquisition, construction and installation by the Issuer of the "Project",
as described in Exhibit A to the Contract (hereinafter mentioned), which
Project is of the character of projects permitted by, and will accomplish
the purposes of, the Act; and
71
Exhibit 4.11
WHEREAS, the Issuer has entered into an Installment Purchase Contract,
dated as of August 1, 1981, (herein called the "Original Contract"), as
amended and supplemented by a First Supplemental Installment Purchase
Contract, dated as of May 1, 1982, and an Amendment to Exhibit A of the
Installment Purchase Contract (herein called the "Amendment to Exhibit A"),
dated April 7, 1983 (said Original Contract, as so amended and as
supplemented by the Second Supplemental Installment Purchase Contract
hereinafter mentioned and any other amendments or supplements thereto
permitted by the Indenture, being herein called the "Contract"), with the
Company, pursuant to which the Issuer has sold to the Company, and the
Company has purchased from the Issuer, all the Issuer's rights, title and
interest in the Project at a purchase price which, together with the
interest thereon, is payable in installments (herein called the "Purchase
Price Installments") in amounts sufficient to pay the principal of and
premiums, if any, and interest on the Bonds issued to pay a portion of the
Cost (as defined in the Contract) of the Project; and
WHEREAS, for the purpose of providing funds to pay a portion of the
Cost of the Project, the Issuer heretofore authorized, pursuant to a
resolution duly adopted on May 11, 1981, the issuance of not exceeding
$ 2 50,000,000 aggregate principal amount of its Hillsborough County
Industrial Development Authority Pollution Control Revenue Bonds (Tampa
Electric Company Project; and
WHEREAS, pursuant to resolutions duly passed and adopted by the Issuer
on May 11, 1981 and August 5, 1981, the Issuer determined to issue and
sell, pursuant to Section 208 of the Indenture, a series of said revenue
bonds, designated "Pollution Control Revenue Bonds (Tampa Electric Company
Project), Series "A", dated as of August 1, 1981 (said bonds being herein
called the "Series A Bonds"), in the aggregate principal amount of
$25,000,000 and to reserve the remaining $225,000,000 of said revenue bonds
for future issuance; and
WHEREAS, pursuant to a resolution duly passed and adopted on April 28,
1982, the Issuer determined to issue and sell, pursuant to Section 209 of
the Indenture, a series of revenue bonds, designated "Pollution Control
Revenue Bonds (Tampa Electric Company Project), Series "B", dated as of May
1, 1982, in the aggregate principal amount of $100,000,000 and to reserve
the remaining $125,000,000 of said revenue bonds for future issuance; and
72
Exhibit 4.11
WHEREAS, the Issuer will enter into a Second Supplemental Installment
Purchase Contract, dated as of June 1, 1983 (herein called the "Second
Supplemental Contract") with the Company, pursuant to which the Company
will grant to the Issuer to the extent described in the Second Supplemental
Contract a subordinated security interest in the Collateral as defined in
the Second Supplemental Contract (herein called the "Subordinated Security
Interest"); and
WHEREAS, the execution and delivery of this Second Supplemental
Indenture and the Second Supplemental Contract have been duly authorized by
a resolution of the Issuer, as permitted by Articles XI and XII of the
Indenture; and
WHEREAS, all acts, conditions and things required by the Constitution
and laws of the State of Florida to happen, exist and be performed
precedent to and in the execution and delivery of this Second Supplemental
Indenture and the Second Supplemental Contract have happened, exist and
have been performed as so required in order to make the Original Indenture,
as amended by the First Supplemental Indenture and this Second Supplemental
Indenture, a valid and binding trust indenture for the security of the
Bonds in accordance with its terms and in order to make the Original
Contract, as amended by the First Supplemental Contract, the Amendment to
Exhibit A and the Second Supplemental Contract, a valid and binding
installment purchase contract in accordance with its terms; and
WHEREAS, the Trustee has accepted the trusts created by this Second
Supplemental Indenture and in evidence thereof has joined in the execution
hereof;
NOW, THEREFORE, THIS SECOND SUPPLEMENTAL TRUST INDENTURE WITNESSETH,
that in consideration of the premises, of the acceptance by the Trustee of
the trusts hereby created, and also for and in consideration of the sum of
One Dollar ($1.00) to the Issuer in hand paid by the Trustee at or before
the execution and delivery of this Second Supplemental Indenture, the
receipt of which is hereby acknowledged, and in order further to secure the
payment of the principal of all the Bonds at any time issued and
outstanding hereunder and the premium, if any, and the interest thereon
according to their tenor, purport and effect, and in order further to
secure the performance and observance of all the covenants, agreements and
conditions therein and herein contained, the Issuer has executed and
delivered this Second Supplemental Indenture and has pledged and assigned
and does hereby pledge and assign to the Trustee its Subordinated Security
Interest in the Collateral, all as security for the payment of the Bonds
and the premium, if any, and interest thereon and as security for the
satisfaction of any other obligation assumed by it in connection with such
Bonds, and it is so mutually agreed and covenanted by and between the
parties hereto, for the equal and proportionate benefit and security,
except as otherwise hereinafter expressly provided, of al and singular the
present and future holders of the Bonds and the coupons appertaining
thereto issued and to be issued under this Indenture, without preference,
priority or distinction as to lien or otherwise, except as otherwise
hereinafter expressly provided, of any one Bond over any other Bond, by
reason of priority in the issue, sale or negotiation thereof or otherwise;
PROVIDED, HOWEVER, that if, after the rights, title and interest of
the Trustee in and to the estate pledged and assigned to it under the
73
Exhibit 4.11
Indenture and this Supplemental Indenture shall have ceased, terminated and
become void in accordance with Article XIII of the Indenture, and the
principal of and premium, if any, and interest on all of the Bonds shall
have been paid to the Bondholders and the bearers of interest coupons or
shall have been paid to the Company pursuant to Section 505 of the
Indenture, then the Indenture and all covenants, agreements and other
obligations of the Issuer thereunder and hereunder shall cease, determine
and be void, and thereupon the Trustee shall cancel and Issuer and the
Company such instruments in writing as shall be required to evidence the
discharge thereof; otherwise the Indenture is to be and shall remain in
full force and effect.
THIS SECOND SUPPLEMENTAL TRUST INDENTURE FURTHER WITNESSETH, and it is
expressly declared that all Bonds issued and secured under the Indenture
are to be issued, authenticated and delivered and all said Purchase Price
Installments, revenues and other income and moneys hereby pledged and
assigned, are to be dealt with and disposed of under, upon and subject to
the terms, conditions, stipulations, covenants, agreements, trusts, users
and purposes as hereinafter expressed, and the Issuer has agreed and
covenanted, and does hereby agree and covenant, with the Trustee and with
the respective holders and owners, from time to time, of the Bonds or
coupons, or any part thereof, as follows, that is to say:
74
Exhibit 4.11
ARTICLE I
DEFINITIONS AND RULES OF CONSTRUCTION
Section 101. Definitions. All words and terms defined in Section 1.1
of the Original Contract, as amended by the First Supplemental Contract,
the Amendment to Exhibit A and the Second Supplemental Contract, and in the
Original Indenture, as amended by the First Supplemental Indenture shall
have the same meanings in this Second Supplemental Indenture, unless
otherwise specifically defined herein. All terms used herein which are
defined in the recitals hereto shall have the meanings there given to them
unless the context otherwise requires.
Section 102. Rules of Construction. The rules of construction set
forth in Section 102 of the Original Indenture shall be applicable to this
Second Supplemental Indenture.
ARTICLE II
SUPPLEMENT
Section 201. Subordinated Security Interest. Article V of the
Indenture is hereby amended by adding at the end thereof a new Section 507
as follows:
"Section 507. Termination of Subordinated Security interest. Upon
satisfaction by the Company of its obligations under Section 5.1 (a) of the
Contract, the Trustee shall cause the execution and delivery to the Company
of such documents as shall be necessary to effect or to evidence the
termination of the Subordinated Security Interest."
75
Exhibit 4.11
Section 202. Counterparts. This Second Supplemental Indenture may be
executed in multiple counterparts, each of which shall be regarded for all
purposes as an original, and such counterparts shall constitute but one and
the same instrument.
I N WITNESS WHEREOF, HILLSBOROUGH COUNTY INDUSTRIAL DEVELOPMENT
AUTHORITY has caused this Second Supplemental Indenture to be executed by
its Chairman and its official seal to be impressed thereon and attested by
its Secretary, and NCNB NATIONAL BANK OF FLORIDA (formerly, Exchange Bank
and Trust Company of Florida) has caused this Second Supplemental Indenture
to be executed by a Vice President and its corporate seal to be impressed
thereon and attested by an Corporate Trust Officer for and on its behalf,
all as of the date first above written.
HILLSBOROUGH COUNTY INDUSTRIAL
DEVELOPMENT AUTHORITY
(Seal) By______________________________
Chairman
Approved by General Counsel
to the Hillsborough County
Industrial Development
___________________________ Authority
Asst. Secretary
By______________________________
Warren M. Cason, Esq.
NCNB NATIONAL BANK OF FLORIDA
By______________________________
(Seal)
Attest:
___________________________
Corporate Trust Officer
76
Exhibit 4.11
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this 22 day of
June, 1983, by SAMUEL I. LATIMER, the Chairman of the Hillsborough County
Industrial Development Authority, the public body corporate and politic and
p u b lic instrumentality described in and which executed the above
instrument.
________________________________
Notary Public
(NOTARIAL SEAL) My commission expires:
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this 22 day of
June, 1983, by Ellsworth G. Simmons, Asst. Secretary of Hillsborough County
Industrial Development Authority, the public body corporate and politic and
p u b lic instrumentality described in and which executed the above
instrument.
________________________________
Notary Public
(NOTARIAL SEAL) My commission expires:
77
Exhibit 4.11
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this June 23,
1983, by EDGAR L. TROCKE a Vice President of NCNB NATIONAL BANK OF FLORIDA,
the national banking association described in and which executed the above
instrument on behalf of said national banking association.
________________________________
Notary Public
My commission expires:
(NOTARIAL SEAL)
STATE OF FLORIDA )
) ss.:
COUNTY OF HILLSBOROUGH )
The foregoing instrument was acknowledged before me this June 23,
1983, by RENEE COCHELL, a Corporate Trust Officer of NCNB NATIONAL BANK OF
FLORIDA, the national banking association described in and which executed
the above instrument on behalf of said national banking association.
________________________________
Notary Public
My commission expires:
(NOTARIAL SEAL)
78