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HomeMy WebLinkAboutResolution - 3932 - Contract - Farm Progress Company - Farm & Stock Show - 07/23/1992DGV:da RESOLUTION Resolution No. 3932 July 23, 1992 Item #17A BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock an Agreement between the City of Lubbock and Farm Progress Companies, Inc., attached herewith, which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copi Passed by the City Council this ATTEST: - ll an tte oy -- i-ty Secretary - APPROVED AS TO CONTENT: Ca—rroll McDona Assist nt City Manager APPROVED AS TO FORM: DoWd G. Vandiver,—Firs Assistant City Attorney DG V :da/AGENDA-D 1 /A-FARMPG. res July 15, 1992 Resolution No. 3932 July 23, 1992 Item #17A AGREEMENT THIS AGREEMENT (the "Agreement") made this 23rd day of July, 1992 between the CITY OF LUBBOCK, a municipal corporation organized under the laws of Texas and having its principal offices at 1625 13th Street, Lubbock, Texas 79401 (the "City") and FARM PROGRESS COMPANIES, INC., a corporation organized under the laws of Illinois and having its principal offices at 191 South Gary Avenue, Carol Stream, Illinois 60188 ("Farm Progress"). WHEREAS, the City is the owner of approximately 800 acres of land described in Exhibit A attached hereto (the "Site"); and WHEREAS, Farm Progress is the owner of Texas Farmer -Stockman magazine (the "Magazine"); and WHEREAS, Farm Progress desires to conduct on the Site an annual farm and stock show sponsored by the Magazine (the "Show"); and WHEREAS, the City has agreed that Farm Progress may use the Site for the Show, on the terms and conditions set forth herein. NOW, THEREFORE, the parties agree as follows: 1. Term. The term of this Agreement shall begin on August 1, 1992 and expire on December 31, 2002 (the "Term"), subject to prior termination as provided in paragraph 11. 2. Use of the Site. The City hereby grants to Farm Progress a license for the exclusive use of the Site for the Show during a three-day period each year in mid-October beginning in 1993 (the "Show Dates") and otherwise as required by Farm Progress in connection with the preparation for and activities relating to each Show. The City will provide Farm Progress with ready access at all times to the Site for such purposes. 3. Show Dates. The Show Dates for the first Show will be October 12, 13 and 14, 1993. The Show Dates for each subsequent Show are as follows: 1994 - October 11, 12, 13 1999 - October 12, 13, 14 1995 - October 10, 11, 12 2000 - October 10, 11, 12 1996 - October 8, 9, 10 2001 - October 9, 10, 11 1997 - October 7, 8, 9 2002 - October 8, 9, 10 1998 - October 13, 14, 15 4. Fee. As full consideration for use of the Site, Farm Progress will pay the City a fee of $1.00 per acre of land on the Site, or $ 800.00 (the "Fee") per Show. The Fee for the 1993 Show will be paid at least 30 days prior to the Show Date and the Fee for any subsequent Show will be paid at least 30 days prior to each Show Date. 5. Preparation of the Site. Farm Progress and the City will make improvements to the Site prior to the 1993 Show as described in this paragraph 5. (a) Farm Progress will lay out the Site to provide for visitor parking, exhibitor parking, an exhibit field, seed demonstration plots and field demonstration areas, consisting of approximately the following number of acres: 80 acres ...... . 20 - 25 acres ...... . 60 - 70 acres ...... . 15 - 25 acres ...... . 500 - 600 acres ...... . Visitor Parking Area Exhibitor Parking Area Exhibit Field Seed Demonstration Plots Field Demonstration Areas (b) Farm Progress will make the following improvements on the Site: (i) seeding of the Exhibit Field with a perennial grass; (ii) installation of a gravel, caliche or dirt road at Farm Progress; election, leading from public roads to the Exhibit Field as well as roads within the Exhibit Field; and (iii) installation of telephones and an underground electrical system for use by exhibitors on the Exhibit Field. (c) The City will supply and make readily accessible to Farm Progress and its contractors caliche required to construct and/or install the Exhibit Field and roads described in subparagraph (b) above. The City will also provide to Farm Progress, through the Lubbock Power and Light Company up to 32 KVA transformers for installation as part of the underground electrical system and any necessary replacements thereto. (d) The City will provide for potable drinking water on the Site sufficient for Show visitors. 6. Farming of Field; Demonstration; Grass and Seed Demonstration Plots. (a) The City will be responsible for carrying out all farming operations on the Field Demonstration Areas, including land preparation, planting and cultivating crops such as cotton, corn, soybeans and grain sorghum according to the acreage requirements designated by Farm Progress, irrigation, and shall be responsible for the repair and maintenance of such acreage. The City will provide the services of the Farm Manager of the City of Lubbock (the "Farm Manager") to carry out such responsibilities, and the City and Farm Manager will inform Farm Progress of farm operations on the Field Demonstration Areas on a regular basis. Since timing of the field work and maturity of the crops is important in order for field demonstrations to be conducted at the Show, the Farm Manager will give priority to those objectives. Farm Progress will attempt to harvest as much of the crops as possible before and during the Show, subject to crop maturity and weather. The City will be responsible for any harvest not completed by the end of the Show and will be entitled to retain the crops and all proceeds from the sale of the crops. (b) Farm Progress will plant and cultivate all seed variety and herbicide plots for the Seed Demonstration Plots. The City will harvest the plots after the Show and will be entitled to retain the crops and any proceeds from their sales. Farm Progress may require a tractor and planter or drill from the Farm Manager to seed the plot area. (c) By March 1st of each year, Farm Progress will submit to the City a proposed water plan for crop needs in the Field Demonstration Areas and the Seed Demonstration Plots. Minimum and maximum amounts of water for such acreage will be determined by mutual agreement. 2 7. The Show. (a) Farm Progress will have the sole and exclusive right to operate and manage the Show to determine the Show program, Show activities and exhibitor qualifications and to charge and retain any fees to visitors and other persons in connection with the Show. (b) Farm Progress will have the sole and exclusive right to promote the Show, including, to the extent desired by Farm Progress, printing advertisements in the Magazine. The City may not give Show exhibitors, suppliers of merchandise or structures for the Show or any other person (including representatives of the City) any privileges of display or demonstration, such as posting signs, handing out literature or promoting products, prior to or during any Show without the approval of Farm Progress. (c) The name of the Show, any trademarks used in connection with the Show and the Show itself shall be owned solely by Farm Progress. 8. Equipment. Improvements and Maintenance. Farm Progress shall have the right to keep, use and store equipment on the Site, to improve the Site in connection with the Show, and to change the layout of the Site. Any permanent structure either party desires to be erected on the Site shall be subject to the prior mutual approval of Farm Progress and the City. All improvements installed or erected by the City shall be maintained by the City. Without limiting the foregoing, the City expressly agrees that it will maintain during the entire term in good condition the center pivot irrigation systems present on the Site on the date hereon as well as the drinking water system. Farm Progress agrees to perform all maintenance on the Site that is not otherwise the responsibility of the City. Upon the expiration or termination of this Agreement, Farm Progress shall have the right at its expense to remove any or all equipment, buildings and other improvements which Farm Progress owns or has provided. Any equipment or improvements not removed shall be deemed abandoned by Farm Progress. 9. Insurance. Each party will maintain during the Term comprehensive all-risk property insurance or self-insurance covering its own personal property, fixtures, equipment and improvements on the Site. Farm Progress will maintain during the Term general liability insurance, with both parties as named insureds, in an amount not less than two million dollars per occurrence for property damage, bodily injury and product liability, covering all the activities of Farm Progress in holding the Show. Each party will deliver certificates of insurance or certificate of self-insurance to the other party evidencing the insurance coverage obtained by such party. 10. Representatives and Warranties: Indemnification. (a) The City hereby represents, warrants and covenants to Farm Progress that: (i) The City is a municipal corporation duly organized, validly existing and in good standing under the laws of the State of Texas, and the City shall do whatever is necessary to maintain such status; (ii) This Agreement is the legal, valid and binding obligation of the City, enforceable in accordance with its terms; 3 (iii) The City is the sole and exclusive owner of the Site, which Site is not subject to any condition or encumbrance which conflicts with this Agreement or which would interfere with the holding of the Show; (iv) The City has full power and authority to enter into and perform this Agreement and to grant the rights granted herein and shall do whatever may be necessary to enable it to perform its obligations hereunder and grant such rights during the entire Term; (v) The City has not entered into any agreement or understanding with any third party or permitted any act or occurrence which conflicts with this Agreement or which would interfere with the holding of the Show; (vi) Any right to use the Site granted by the City to any third party will be subject and subordinate to the rights granted to Farm Progress hereunder and will not interfere with the use of the Site for the Show; (vii) The use of the Site for the Show does not violate any zoning or other laws and regulations; (viii) The City will not sell or transfer the Site prior to the expiration or termination of this Agreement without the prior written consent of Farm Progress and, should Farm Progress consent to any such sale, the deed to the purchaser shall recite the existence of this Agreement and require the purchaser to take title subject to the rights of Farm Progress granted herein; and (ix) No action, suit, claim, investigation or proceeding is pending, or to the best of the City's knowledge, threatened against the City which would prevent the City from performing its obligations pursuant to this Agreement or which would interfere with the holding of the Show. (b) Farm Progress hereby represents, warrants and covenants to the City that: (i) Farm Progress is a corporation duly organized, validly existing and in good standing under the laws of the State of Illinois, and it shall do whatever is necessary to maintain such status; (ii) This Agreement is the legal, valid and binding obligation of Farm Progress, enforceable in accordance with its terms; and (iii) No action, suit, claim, investigation or proceeding is pending, or to the best of Farm Progress' knowledge, threatened against Farm Progress which would prevent Farm Progress from performing its obligations pursuant to this Agreement or which would interfere with the holding of the Show. (c) The representations and warranties set forth herein shall survive the termination or expiration of this Agreement for any reason and shall be true and correct as of the date of this Agreement and thereafter with respect to each Show. 4 (d) Each party agrees to indemnify and hold harmless the other party for any loss, damage, expense, claim or charge, including attorney's fees, arising out of or relating to any breach or alleged breach of the representations, warranties, covenants and agreements made hereunder by such indemnifying party. 11. Termination. If at any time after the 1993 Show, Farm Progress decides that the prospects for the Show are not favorable, it may terminate this Agreement by giving written notice thereof to the City, provided, however, that notice of termination of this Agreement with respect to any Show must be given on or prior to the preceding November 15th. 12. Non -Competition. Each party agrees that during the Term thereof and for one year after the termination or expiration hereof for any reason, it will not, without the prior written consent of the other party, sponsor or participate in any manner in, or enter into any agreement or lease (including with respect to the City a lease or license of any part of the Site; with any third party for the purpose of sponsoring or participating in any manner in an agricultural event or farm or stock show in the City of Lubbock which is similar to the Show or which would compete with or interfere with the Show. This provision shall not be construed to apply to the South Plains Fair conducted annually in Lubbock. 13. Relationship. Neither party is authorized to bind the other party except as specifically permitted herein. Nothing herein shall be construed to mean that the parties are joint venturers, partners or employer-employee. 14. Governing Law. This Agreement shall be governed by and construed solely in accordance with the laws of the State of Texas. 15. Assignment. Farm Progress shall have the right to assign this Agreement to any parent, subsidiary or affiliate of Farm Progress or to any purchaser or transferee of the Magazine or of a majority of the stock or substantially all of the assets of Farm Progress. The City may not assign this Agreement without the prior written consent of Farm Progress. This Agreement shall be binding on the respective successors and permitted assigns of the parties. 16. Notices. Any notice required to be given hereunder shall be in writing and sent by U.S. mail, courier service, facsimile or hand delivered and shall be deemed given on the earlier of actual receipt or five days after deposit in the U.S. mails. Any such notice shall be addressed as follows (or as either party shall have previously notified the other party in accordance with this paragraph): If to the City, to: David R. Langston, Mayor City of Lubbock P.O. Box 2000 Lubbock, Texas 79457 5 Attention: with a copy to: Carroll McDonald, Assistant City Manager City of Lubbock P.O. Box 2000 Lubbock, Texas 79457 Attention: If to Farm Progress, to: Farm Progress Companies 191 South Gary Avenue Carol Stream, IL 60188 Attention: Thomas Budd, Vice President, Publisher with a copy to: Capital Cities/ABC, Inc. 77 West 66th Street New York, NY 10023 Attention: Catherine A. Bostron, Esq. Legal Department 17. Recording of Agreement. At the option of Farm Progress, this Agreement, or a short form hereof, may be recorded in the office of the County Clerk, Lubbock County, Texas. 18. Miscellaneous. This Agreement and Exhibit A attached hereto constitute the entire agreement and understanding of the parties and supersede all prior agreements and understandings between them, whether written or oral, with respect to the subject matter hereof. This Agreement may not be amended except in writing signed by the party to be charged. In the event any provision of this Agreement is held to be illegal or unenforce- able, it shall not affect any other provisions hereof and, if possible, such illegal or unenforceable provision shall be deemed re -written to the extent necessary to make it legal and enforceable. Cel IN WITNESS WHEREOF, the parties hereto have signed this Agreement as of the date and year first written above. ,UBBOCK: ATTEST: Ranette Boyd, 1�ty-Secretary APPROVED AS TO CONTENT: 4 e �— a&A'ez.�, /�')' x�� Carroll McDonald, Assistant City Manager APPROVED AS TO FORM: D d G. Viandiver, First Assistant City Attorney DGV :da/INST-D8/A-FARMPG.doc July 15, 1992 7 FARM PROGRESS COMPANIES, INC. 4 1 1 ALLAN R. JOHNSON, i RESIDENT EXHIBIT A DESCRIPTION OF SITE Plot No. 9 - South Hall; Plot No. 15 - Delwin Jones; Plot No. 25 - North Anderson; Plot No. 17 - South Anderson; Plot No. 14 - 5 Tower (Boles); and Plot No. 35 - Boles Border Ground, as described on the map dated See Below and recorded in Book , Page in the office of the County Clerk, Lubbock County, Texas. 9 15 25 17 14 35 - Volume 2986 Page 272 Date 12/12/88 - Volume 2853 Page 43 Date 07/07/88 - Volume 3378 Page 301 Date 06/29/90 - Volume 2318 Page 73 Date 09/30/86 P Volume 2837 Page 129 J 3 =13 2 Lubbock Engineering Company 1638 Main Street Lubbock, Texas November 18, 1969 FIELD NOTES FIELD NOTES for the South ►4 of the East %2 of Section 73, Block A, Lubbock County, Texas, and being more particularly described as follows: BEGINNIM at a 1" iron pipe set in the East line of Section 73, 2723.4 feet SOo-15t W of a RR spike found in pavement for the Northeast corner of said Section 73, said i/p being the Northeast corner of the track herein described; THENCE 114890-571-00" 1Y, 2640.0 feet to a 1" iron pipe set for the Northwest corner of this survey; THENCE SOo-151 W, 2713.17 feet to a 1" iron pipe set at Southwest corner of large concrete block for the Southwest corner of this survey; THENCE S890-431-40" E, along the South line of Section 73, 2640.0 feet to a 1" iron pipe set for the Southeast corner of said Section 73, and the Southeast corner of this survey; THENCE NOo-151 E. along the East line of Section 73, 2723.4 feet to the place of beginning. Containing 164.745 Acres. Certified Correct T ble James R i James Public Surveyor NJ:jw `� L DESCRIPTION 262.67 ACRE TRACT BEGINNING at a 1" iron pipe, found at the Northwest corner of Section 5 1/2, George M Boles Grantee, Abstract 1127, Block S. for the Northwest and beginning corner of this tract; er THENCE South 89"55'25" East, along the North line of Sections 5 1/2 and 5, 3552.16 feet to a concrete marker found for the Northeast corner of a 98.1 acr• tract as recorded in Volume 786, Page 395, deed records of Lubbock County, Texas, and the Northeast corner of this tract; THENCE South 00'47'09" East, along the East line of tracts as recorded in Volume 786, Page 395, Volume 1385, Page 282 and Volume 922, Page 411, deed records of Lubbock County, Texas, 3600.08 feet to a 1/2" iron rod, found for the Southeast corner of this tract; THENCE South 89°59'30" West, along the North line of a tract as recorded in Volume 583, Page 586, and the South line of a tract as recorded in Volume 922, Page 411, deed records of Lubbock County, Texas, 599.66 feet to a 1/2" iron rod, set for the most Easterly Southwest corner of this tract; THENCE North 00'48'30" West, along a tract as recorded in Volume 922, Page 409, deed records of Lubbock County, Texas, 599.66 feet to a 1/2" iron rod, set for an "L" corner of this tract; THENCE South 89"59'30" West, along the North line of a tract as recorded in Volume 922, Page 409, and the South line of a tract as recorded in Volume 922, Page 410, deed records of Lubbock County, Texas, 2394.73 feet to a 1/2" iron rod, set in the West line of Section 5 1/2, George M. Boles Grantee, for the most Westerly Southwest corner of this tract; THENCE North 00°02'40" West, along the West line of Section 5 1/2, George M. Boles Grantee, and the West line of tracts as recorded in Volume 922, Page 410, Volume 1385, Page 282 and Volume 786, Page 395, deed records of Lubbock County, Texas, 3005.40 feet to the point of beginning. CONTAINING 262.67 acres. - DESCRIPTION 33.02 ACRE TRACT BEGINNING at a 1/2" iron rod, set in the West line of Section 5 1/2, George M. Boles Survey, for the Northwest and beginning corner of this tract, whence a 1" iron pipe, found at the Northwest corner of Section 5 1/2, George M. Boles Survey bears North 00°02'40" West, 3005.40 feet; THENCE North 89°59'30" East, 2394.73 feet to a 1/2" iron rod, set for the Northeast corner of this tract; THENCE South 00'48'30" East, 599.66 feet to a 1/2" iron rod, set for the Southeast corner of this tract; THENCE South 89°59'30" West, 2402.73 feet to a 3/8" iron rod, found in the West line of Section 5 1/2, George M. Boles Survey, for the E, = Southwest corner of this tract; THENCE North 00°02'40" West, along the West line of Section 5 1/2, George M. Boles Survey, 599.60 feet to the point of beginning. CONTAINING 33.02 acres. BEING the same tract of land as recorded in Volume 922, Page 409, deed records of Lubbock County, Texas. Rod HW:js RESOLUTION Item #16 WHEREAS, the City of Lubbock, Texas, a Home Rule Municipality located in Lubbock County, Texas, has determined and does hereby determine that the pub- lic needs, safety and welfare demand and create a public necessity for the acquisition of additional land for municipal public uses and purposes, to -wit: for the disposal of sewage effluent as an integral part of the sewage disposal system of the City of Lubbock; NOW THEREFORE: BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: SECTION 1. THAT the fee simple title to the following described tract of land located in Lubbock County, Texas, be acquired for public purposes and municipal purposes as set forth in the preamble hereof, to -wit: Approximately 317.589 acres of land more particularly described as the East one-half (1/2) of Section 5, Block S, Abstract No. 440, Lubbock County, Texas. SECTION 2. THAT the City Attorney of said City of Lubbock is hereby authorized and instructed to institute condemnation (eminent domain) proceed- ings to acquire the fee simple title to said land as hereinabove described for public purposes and municipal purposes and the Right -of -Way Department of the City of Lubbock is authorized to offer the owners of said land, being Edmond A. Anderson and his wife, Helen L. Anderson, and Henry Louis Anderson, the amount of $364,348.00, which is the amount appraised as the value and total damages, for the fee simple title and acquisition of said real estate herein- above described and improvements located thereon, and that unless such offer is accepted by June 29, 1990, the City Attorney is authorized to proceed with condemnation proceedings. Passed by the City Council this 28th day of June , 1990. ATTEST: anette Boyd, City Secretary APPROVED AS TO CONTENT: L�, e— /_3 Ed Bucy, Rig t -o. -Way Agent B. C. McMIN MAYOR APPROVED AS TO FORM: flArold Willard, Assistant City Attorney va 2318 aw 79 - - - ------------ TRACT go. 3: "act Case, Lubbock County. 1. 1.11 b no 11" 563. rose ur ..c.". of Lubbock County. Uses, being .0 follow.: Ilseof P.M. a SICINNINC at a 1/2" iroo rod est to the North r"11-0 1— "3- • I a %44 635, which beers S. 89'41'30" K., 2632.4 fast 00*18 .. 43.2 at fl— the Southwest ..,.at of Section 3, Stilson and Case, Lubbock Cousty, • THINCE S. 49*48'15" W., along the North rig" t -of -way line of P.M. Road 235, • 4,.t..c. of 413.00 fast to .sac 1/2" iron rod; '"C't. North right-cf-.y line of P.M. load. 835, • di t_c.%;".O. f 2 Ton rod; r THENCI S. 99*48'15" V., along theNorth right-of-way line Of P.M. lsad 873, ... :' feat to 1/2 1,.n rod will cap see at the Southeast I.ct %co". 4 is Volu— 1192. ?.So 339; reser f • 53.90 ere tract q TKINCt M. 00*30'20" W., along the last line of said 55.90 sere tract, a 4i:canc*of10:S.iron•e (*et to a 1/2" iron rod with cap set at toot comer of 0 acre said 35.90 tract; an TKENCK S. 89*59'20" W.. along— • liaa id 55.90 acre tract, a di.cc* of 88.9 test to . 1/2" itrod at .a. eat c. met of said 55.90 sere tract. THINCK W. 00*02'40" W., along the Seat line of said 55.90 acre tract, a distance of 422.2 toot to a 1/2" it" red with cap set at the northeast corner of said 55.90 acre tract; TKINC9 M. 39*59'20" L. a distance .1 1777.3 feet to a 1/2" irm red with cap " the Northeast side of a buried stewand 2.5 foot north of a fe"s ::., Gr TVZKS 9. 00*46'30" 2 a distance of 1495.3 feet to the, Poist of Bgi—i S. - - - ------------ �' . :X3 van 2318 , 85 TRACT NO. 9: A tract located in BCCTION 5-1/2, George N. solae, S. F. 6773 and in SECTION 5, STILSON AND CASE, said tract being one and the saes as first Tract described in volume 1182, Page 339, Dud Records of Lubbock County, Texas, being further described as follorot SECINNING at a 3/8" iron rod found in the test line of section 11, Bleck "S", in the west line of section 5-1/2, George H. sola and in the lest lir Of a 565.91 acre race recorded in Volume 360, Pale 267, said rod beard B. 00' 02' 60" w., 662.6 feet from the Southwest corner of Bettina 5-1/2, George M. Sala and iron • North corner of section 10, Block "S"; THENCE N. 00' 02' 60" N., along the Nat line of tactics 5-1/2, George M. ielsa, along the tut line of Section ll, Block "B" and along the tut lir Of aid 565.91 ecrg tact, 6 distance of $75.8 feet to a found 3/8" iron rod; THENCE N, 69' 59' 20" t., at 960.6 feet pass the East Its* of section 5-1/2, Ceurge M. 5e1er and the Nut line of Section 5, Stilson and Caa, continuing for a total distance of 1621.5 test to a 1/2" iron rod with up sec at the Northwest corner of a 59.65 acre tract recorded is Values 585, Page 506; THENCE S. 00' 02' 60" S., along the Nest line of aid 39.65 acre tract, a die once of 622.2 teat to a 1/2" iron rod with cap at for a Wet terser of Bald 59.65 aero tact; TNENCI M. 89' 59' 20" l., along a line of aid 59.63 acre tact, a- diatsncs of 88.9 feet to a 1/2" iron rod with cap eat at an "L" corner of said 59.65 acre tract; THENCS S. 00' 30' I0" l., along the Eat line of said 39.65 acre tract, a distance of 1080,5 tat to a 1/2" iron rod with cep sec is the Borth right-cf„er line of r. M. Rad 833 and at the Swthwaa termer of said $9.65 acre tract; THENCE S- 89' 6S' 15" w., along the Borth line of F. M. Read 853, a distance of 933.0 Oast to a 1/2" iron rod met with cap-, THENCS N. 00' 42' 60" Y. a distance Of 352.00 test to • 1/2" tree rad at with cap; TNENCS H. 89' 61' 30" M. a distance of 720.5 feet to a 1/2m items red est with cap; THENCg N. DO' 02' 60" V. a distance of 250.6 tat to a 1/2" irr red set with cap; TIQNCE N. 89' 61' 30" W. a distance of 261.1 fast to the Point of Beginning. E70IIBTT -Am - page 10 1 S