R2012-158 AUTHORIZING AGREEMENTS WITH ARCHER DANIELS MIDLAND COMPANY

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of any wholly or majority owned subsidiary of ADM except for facilities of any current or former"large user"of the City's water system,other than ADM,as that term is defined in Chapter 64 of the City Code, or any subsidiary or affiliate of such large user,and ADM is willing to upgrade the North.Plant to meet all of ADM's industrial cooling and process water requirements at these.facilities;and WHEREAS,raider the terms and conditions of the Raw Water Supply Agreement attached hereto as Exhibit G and made a part hereof,the City is willing to sell to ADM, and ADM is willing to purchase, a raw water supply from Lake Decatur for the North Plant upon its acquisition by ADM. NOW,THEREFORE,for and in consideration of the mutual covenants hereinafter contained, and for other good and valuable consideration,the receipt of which hereby is acknowledged,the parties hereto agree as follows: .1. Recitals. The foregoing recitals are accurate and are incorporated as part of this Agreement. 2. Agreement to Purchase and Sell. The City agrees to sell and convey to ADM, and ADM agrees to purchase and acquire from the City,under these terms and conditions, assets constituting the City's North Plant water intake and treatment facilities as described in Paragraph 3. .3. Description of Assets to Be Sold. The North Plant assets to be conveyed by the City to ADM and to be acquired by ADM by good and sufficient documents of conveyance and transfer as escribed in Paragraph 19(a)hereof,shall consist of the following,together with all additions and improvements thereto made prior to the Closing Date: (a) The real estate described on Exhibit B attached hereto and made a part hereof. (b) The existing water intakes from Lake Decatur for the North Plant, as described on Exhibit C attached hereto and made a part hereof. (c) The existing raw water pumping station and raw water transmission main,as described and shown on the plans and blueprints of the North Plant furnished to ADM by the City,receipt of which by ADM hereby is acknowledged, and which hereby are I incorporated by reference as Exhibit D attached hereto and made a part hereof. I