Brazil - Piratininga Electric Power Project : Loan 0095 - Loan Agreement - Conformed

LOAN NUMBER 95 BR PIRATININGA ELECTRIC POWER PROJECT Loan Agreement between International Bank for Reconstruction and Development and Brazilian Traction, Light and Power Company, Limited, dated February 24, 1954. Guarantee Agreement between The United States of Brazil and International Bank for Reconstruction and Development, dated February 24, 1954. LOAN NUMBER 95 BR Loan Agreement (Piratininga Electric Power Project) BETWEEN INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT AND BRAZILIAN TRACTION, LIGHT AND POWER COMPANY, LIMITED DATED FEBRUARY 24, 1954 loan Zgreement AGREEMENT, dated February 24, 1954, between INTERNATTONAL BANK FOR RECONSTRUCTION AND DEVELOP- MENT (hereinafter called the Bank) and BRAziAN TRAC- TION, LIGHT AND POWER COMPANY, LIMITED (hereinafter called the Borrower). ARTICLE I Loan Regulations; Special Definitions SECTION 1.01. The parties to this Loan Agreement ac- cept all the provisions of Loan Regulat:ons No. 4 of the Bank dated October 15, 1952, subject, however, to the modi- fications thereof set forth in Schedule 3 to this Agreement (said Loan Regulations No. 4 as so modified being herein- after called the Loan Regulations), with the same force and effect as if they were fully set forth herein. SECTION 1.02. Except where the context otherwise re- quires the following terms have the following meanings wherever used in this Agreement or in any Schedule to this Agreement: (1) The term "Subsidiary" means any corporation, firm or association directly or indirectly controlled by the Bor- rower. (2) The term "Indenture" means The Collateral Trust Indenture dated January 1st, 1949, entered into between the Borrower and National Trust Company, Limited, as trustee, and shall include all indentures supplemental thereto which have been or shall be executed and delivered in accordance with the provisions of such Collateral Trust Indenture. 4 (3) The term "Subsidiary Indenture" means the inden- ture dated (4-tober 1, 1948 of each of the following sub- sidiaries: The Rio de Janeiro Tramway, Light and Power Company, Limited, Sio Paulo Light and Power Company, Limited, Brazilian Telephone Company, Brazilian Hydro Electric Company, Limited, and Sdo Paulo Electric Com- pany, Limited, and the indenture dlated April 1, 1949 of The City of Santos Iniprovements Company, Limited, and any indenture of any Subsidiary entitling the holders of bonds and debentures issued thereunder to the benefit of terms and provisions (other than terms and provisions fixing the rate of interest on or the date of maturity of such bonds and debentures) and liens not less favorable to such hold- ers than the terms and provisions and liens of the indenture above referred to of The Rio de Janeiro Tramway, Light and Power Company, Limited appertaining to unsubor- dinated debentures issued thereunder and includes all in- dentures supplemental to any such indenture which shall be executed and delivered in accordance with the provisions of such indenture. (4) The term "Indenture of Guarantee" means the In- denture of Guarantee to be exe6uted by the Guarantor pursuant to Section 4.01 of the Guarantee Agreement and shall inclade all amendments and supplements to such In- denture of Guarantee. (5) The term "Eligible Collateral" means Eligible Col- lateral as that term is defined in Section 2.01 of the In- deLture. (6) The term "Bonds" means and includes (a) Collat- eral Trust Bonds issued and authenticated under the In- denture, with the guarantee of the Guarantor endorsed thereon and athenticated by the Trustee uinder the In- denture of Cuaraee as therein provided, and delivered to the Bank under the provisions of Article IV of this 5 Agreement and (b) Collateral Trust Bonds so issued, au- thenticated and guaranteed in exchange for or on transfer of or in substitution for Bonds as herein defined. Wher- ever reference is made in the Loan Regulations to Bonds it shall mean Bonds as herein defined. (7) The term "Desenvolvimento" means the Banoo Nacional do Desenvolvimento Economico, a legal entity or- ganized and existing under Law No. 1628 dated June 20, 1952, of the Guarantor and. shall include any successor to the Banco Nacional do Desenvolvimento Economico. ARTICLE II The Loan SECTION 2.01. The Bank agrees to lend to the Borrower, on the terms and conditions in this Agreement set forth or referred to, an amount in various currencies equivalent to eighteen million seven hundred and ninety thousand dollars ($18,790,000). SECTION 2.02. The Bank shall open a Loan Account on its books in the name of the Borrower and shall credit to suh Account the amount of the Loan. The amount of the Loan may be withdrawn from the Loan Account as pro- vided in, and subject to the rights of cancellation and sus- pension set forth in, the Loan Regulations. SHN'TION 2.03. The Borrower shall pay to the Bank a commitment charge at the rate of three-quarters of one per cent (% of 17) per annum on the principal amount of the Loan not so withdrawn from time to time. The date specified for the purposes of Section 2.02 of the Loan Regulations is a date 60 days after the date of this Agreement or the Effective Date, whichever shall be the earlier. SET10N 2.04. The Borrower shall pay interest at the rate of four and seven-eighths per cent (4-7/8o) per annum 6 on the principal amount of the Loan so withdrawn and out- standing from time to time. SECTION 2.05. Except as the Bank and the Borrower shall otherwise agree, the charge payable for special com- mitments entered into by the Bank at the request of the Borrower pursuant to Section 4.02 of the Loan Regulations shall be at the rate of one-half of one per cent (/2 of 17) per annum on the principal amount of any such special commitments outstanding from time to time. SECTIoN 2.06. Interest and other charges shall be pay- able semi-annually on March 1, and September 1 in each year. SEcTIoN 2.07. The Borrower shall repay the principal of the Loan in accordance with the amortization schedule set forth in Schedule 1 to this Agreement. ARTICLE III Use of Proceeds of the Loan SECTIoN 3.01. The Borrower shall apply the proceeds of the Loan exclusively to financing the cost of goods re- quired to carry out the Project described in Schedule 2 to this Agreement. The specific goods to be financed out of the, proceeds of the Loan shall be determined by agreement between the Bank and the Borrower, subject to modifica- tion by further agreement between them. SECroN 3.02. The Borrower shall cause all goods financed out of the proceeds of the Loan to be imported into the territories of the Guarantor and there to be used exclu- sively in the carrying out of the Project. 7 ARTICLE IV Bonds SECTION 4.01. The Borrower shall execute and deliver Bonds representing the principal amount of the Loan as hereinafter and in the Loan Regulations provided. SECTION 4.02. Except as the Bank and the Borrower shall otherwise agree the Bonds so executed and delivered: (a) shall be designated as permitted by the Indenture; (b) shall be dated as permitted by the Indenture; (c) shall have such of the respective maturities of the principal of the Loan set forth in Schedule 1 to this Agreement as the Bank shall specify in the request pursuant to Section 6.03 of the Loan Regulations; provided, however, that the Borrower shall not be required to deliver Bonds maturing on any date set forth in Schedule 1 to this Agreement in a total principal amount which is a greater proportion of the amount set forth opposite such date as a pay- ment of principal than the total amount withdrawn from the Loan Account on the date of such request is of the total amount of the Loan; (d) shall be payable as to principal, interest and pre- mium, if any, on the redemption thereof, and shall be registerable, transferable and exchangeable in accordance with the provisions of the Indenture at an office or agency to be maintained as provided in the Indenture by the Borrower at such place in the country in whose currency the Bonds are payable as the Bank shall specify in such request; (e) shall be issuable in such denominations permitted by the Indenture as the Bank shall request and shall be interchangeable in authorized denominations in ac- cordance with the provisions of the Indenture; 8 (f) shall be payable as to principal, premium, if any, and interest without deduction for and free from any and all taxes, duties, imposts and fees imposed by the United States of Brazil or by any taxing au- thority thereof or therein except when such Bonds are beneficially owned by an individual or corpora- tion resident in the United States if Brazil; (g) shall provide that the principal of such Bonds, at the option of the Bank may be declared and become due and payable upon the occurrence of an event of default under, and in the manner and with the effect provided in, this Agreement; (h) shall be entitled to the benefits of a covenant to be set forth in the Indenture by which the Borrower will covenant not to declare or pay any dividends on any class of its capital stock unless it shall maintain with the Trustee under the Indenture a reserve fund (which may be invested in bonds or other obligations of the Bank) for the payment of interest on and the repayment of the principal of the Bonds of each series in an amount at least equal to (i) the interest on all Bonds of each series for a period of one year and (ii) the sum required to repay the principal of all Bonds of each series maturing during the next succeeding period of six months subject to the right of the Borrower to use the reserve fund at any time and from time to time in which event the restriction on the declaration and payment of dividends by the Borrower shall apply until the reserve fund is re- plenished; (i) shall be substantially in the form of the coupon bond or registered bond without coupons set forth in Schedule A to the indenture dated January 1, 1953 supplemental to the Indenture as the Bank shall specify in such request with such additions and changes permitted by the Indenture as are required to give effect to the provisions of this Section. 9 SECTION 4.03. The Borrower agrees that, so long as any part of the Loan shall be outstanding and unpaid, no Col- lateral Trust Bonds of any series issued under the Inden- ture of which any part shall be delivered to the Bank pur- suant to this Agreement, will be issued and delivered to any person or entity other than the Bank except in exchange for, on transfer of, or in substitution for Collateral Trust Bonds of the same series. ARTICLE V Particular Covenants SECTION 5.01. (a) The Borrower shall cause the Project to be carried out with due diligence and efficiency and in conformity with sound engineering and financial practices. (b) The Borrower shall furnish to the Bank, promptly upon request, the plans and specifications for the Project and any material modifications subsequently made therein. (c) The Borrower shall maintain records adequate to identify the goods financed out of the proceeds of the Loan, to disclose the use thereof in the Project, to record the progress of the Project (including the cost thereof) and to reflect in accordance with consistently maintained sound accounting practices the financial condition and operations of the Borrower and the Subsidiaries; shall enable the Bank's representatives (including independent accountants and engineers satisfactory to the Borrower) to inspect the Project, the goods and any relevant records and documents; and shall furnish to the Bank all such information as the Bank shall reasonably request concerning the expenditure of the proceeds of the Loan, the Project, the goods, and the financial condition and operations of the Borrower and any of the Subsidiaries. SECTION 5.02. (a) The Bank and the Borrower shall co- operate fully to assure that the purposes of the Loan will be accomplished. To that end, each of them shall furnish to the other all such information as it shall reasonably re- quest with regard to the general status of the Loan. 10 (b) The Bank and the Borrower shall from time to time exchange views through their representatives with regard to matters relating to the purposes of the Loan and the maintenance of the service thereof. The Borrower shall promptly inform the Bank of any condition which, in the judgment of the Borrower, interferes with, or threatens to interfere with, the accomplishment of the purposes of the Loan or the maintenance of the service thereof. SECTION 5.03. The Borrower will notify the Bank promptly of any proposal to issue Collateral Trust Bonds under the Indenture to anyone other than the Bank or to issue to anyone other than the Borrower any funded debt (as such term is defined in the Indenture) of any Subsid- iary (except The San Paulo Gas Company, Limited) whose obligations are on the date of this Agreement or shall be from time to time specifically pledged under the Indenture, or of any proposal to sell or otherwise dispose of any such funded debt held by the Borrower to anyone other than the Trustee under the Indenture, and prior to any such issu- ance, sale, or disposition the Borrower will afford to the Bank all the opportunity which is reasonably practicable in the circumstances to exchange views with the Borrower with respect to such proposal; provided, however, that the exchange by the Borrower with a Subsidiary of funded debt of such Subsidiary for shares of such Subsidiary shall not be deemed to be a sale or other disposition of such funded debt within the meaning of this section. SECTION 5.04. The Borrower shall pay or cause to be paid all taxes or fees, if any, imposed under the laws of the Guarantor or laws in effect in the territories of the Guar- antor on or in connection with the execution, issue, delivery or registration of this Agreement, the Guarantee Agree- ment, the Bonds, the Indenture, the Indenture of Guar- antee, the Subsidiary Debentures and the Subsidiary In- dentures, or the payment of principal, interest or other charges thereunder; provided, however, that the provisions of this Section shall not apply to taxation of, or fees upon, 11 payments under any Bond to a holder thereof other than the Bank when such Bond is beneficially owned by an indi- vidual or corporate resident of the Guarantor. SECTION 5.05. The Borrower shall pay or cause to be paid all taxes and fees, if any, imposed under the laws of the United States or Canada or the country or countries in whose currency the Loan and the Bonds are payable or laws in effect in the territories of such country or countries on or in connection with the execution, issue, delivery or registration of this Agreement, the Guarantee Agreement, the Bonds, the Indenture, the Indenture of Guarantee, the Subsidiary Debentures and the Subsidiary Indentures. SECTION 5.06. Except as shall be otherwise agreed be- tween the Bank and the Borrower, the Borrower shall in- sure or cause to be insured the goods financed with the proceeds of the Loan against risks incident to their pur- chase and importation into the territories of the Guarantor and each contract of insurance shall be for such amounts as shall be consistent with sound commercial practice and shall be payable in dollars or in the currency in which the cost of the goods insured thereunder shall be payable. SECTION 5.07. The Borrower will perform duly and punctually and in accordance with the terms of the Inden- ture all the covenants and agreements on its part as set forth in the Indenture; provided, however, that for the purposes of this Section 5.07 (i) the words "the current annual interest and amorti- zation requirements (including sinking fund pay- ments, if any) of the Bonds then outstanding" as used in Section 5.09 of the Indenture shall be deemed to include the service charge provided for in Section 6.04 of the Loan Regulations; and (ii) the term "Eligible Collateral" as such term is used in the Indenture shall be deemed to include only 12 bonds and debentures issued under Subsidiary Indentures. SECTION 5.08. The Borrower will pay all reasonable charges, fees, and expenses which the Trustee and any suc- cessor Trustee under the Indenture of Guarantee shall make for or incur in the performance of their duties thereunler and shall give such Trustee and any successor Trustee such written undertakings to that effect as any of them may request. SECTION 5.09. If at the close of any fiscal year of the Borrower the aggregate amount owing, otherwise than as funded debt, to the Borrower and all subsidiaries by all subsidiaries whose obligations are then pledged under the Indenture shall exceed $25,000,000, or the equivalent there- of in currencies other than dollars at the then prevailing official rates of exchange, then within six months thereafter the Borrower will cause such indebtedness in an amount equal to such excess to be converted into funded debt. For the purposes of this Section 5.09, any amount owing to a subsidiary whose obligations are pledged under the Inden- ture by a subsidiary whose obligations are pledged under the Indenture shall be disregarded if and to the extent that amounts owing by such first subsidiary are included in computing the aggregate amount owing to the Borrower and all subsidiaries. The terms "subsidiaries" and "funded debt" as used in this Section 5.09 shall have the respective meanings set forth in Section 2.01 of the Inden- ture. SECTION 5.10. Except as shall be otherwise agreed between the Bank and the Borrower, the Borrower will not cause or permit any Prior Lien Bonds (as such term is defined in Article I of the respective Subsidiary Indentures of the companies named in this Section) of The Rio de Janeiro Tramway Light and Power Company, Limited or Sio Paulo Light and Power Company, Limited, or Sdo Paulo Electric Company, Limited to be issued or outstanding other than Prior Lien Bonds issued or out- 13 standing on the date of this Agreement. If any of such companies shall cease to be a subsidiary (as such term is defined in the Indenture) of the Borrower the provisions of this Section shall cease to apply with respect to such company. ARTICLE VI Remedies of the Bank SECTION 6.01. (i) If a default shall have occurred in the payment of principal or interest or any other payment re- quired under the Loan or the Bonds or under any other loan agreement between the Bank and the Borrower and shall continue for a period of sixty days or (ii) if any event specified in paragraph (e) or paragraph (f) of Section 5.02 of the Loan Regulations shall occur, or (iii) if a de- fault shall have occurred in the performance of any other covenant or agreement on the part of the Borrower under the Loan Agreement or the Bonds and shall continue for a period of sixty days after notice thereof shall have been given by the Bank to the Borrower, then at any subsequent time during the continuance thereof, the Bank, at its option, may declare the principal of the Loan and of all the Bonds then outstanding to be due and payable immediately, and upon any such declaration such principal shall become due and payable immediately, anything in this Agreement or in the Bonds or in the Indenture to the contrary notwith- standing. ARTICLE VII Effective Date; Termination SECTION 7.01. The following events are specified as ad- ditional conditions to the effectiveness of this Agreement within the meaning of Section 9.01(c) of the Loan Regula- tions: (a) The Guarantee Agreement shall have been duly reg. istered by the Tribunal de Contas of the Guarantor pur- 14 suant to Law No. 1518 of December 24, 1951, and Articles 22 and 23 of Law No. 1628 of June 20, 1952, of the Guaran- tor and to Article 77 of the Constitution of the Guarantor. (b) The Indenture of Guarantee shall have been duly executed and delivered by the Guarantor as provided in Section 4.01 of the Guarantee Agreement. (c) The Borrower shall have deposited with the Trustee under the Indenture and subjected to the specific mortgage pledge and charge of the Indenture, Eligible Collateral aggregating in principal amount one hundred and twenty- eight million dollars ($128,000,000). SECTION 7.02. The following are specified as additional matters, within the meaning of Section 9.02(d) of the Loan Regulations, to be included in the opinion or opinions to be furnished to the Bank: (a) That the Indenture of Guarantee has been duly au- thorized or ratified by and executed and delivered on be- half of the Guarantor and constitutes a valid and binding obligation of the Guarantor in accordance with its terms. (b) That the Bonds when executed, issued and authenti- cated as provided in this Agreement, and in the Indenture with the guarantee of the Guarantor thereon endorsed and authenticated as provided in the Indenture of Guarantee, and delivered as provided in this Agreement, will constitute valid and binding obligations of the Borrower and the Guarantor in accordance with their terms. (c) That the Indenture has been duly executed, delivered and registered as therein provided, constitutes a valid and binding obligation of the Borrower in accordance with its terms and has created valid effective charges and priorities in accordance with its terms. (d) That the Subsidiary Indentures have been duly exe- cuted, delivered and registered as therein provided, con- stitute valid and binding obligations in accordance with 0 15 their terms of the Subsidiaries which executed them and have created valid effective charges and priorities in ao- cordance with their terms. (e) That the Eligible Collateral delivered to the Trustee pursuant to Section 7.01(c) of this Agreement constitutes "Eligible Collateral" as that term is defined in Section 2.01 of the Indenture. SECTIoN 7.03. A date 90 days after the date of this Agreement is hereby specified for the purposes of Section 9.04 of the Loan Regulations. ARTIOLE VIII Miscellaneous SECTIoN 8.01. The Closing Date shall be December 31, 1954. SECTION 8.02. The following addresses are specified for the purposes of Section 8.01 of the Loan Regulations: For the Borrower: Brazilian Traction, Light and Power Company, Limited, 25 King Street West, Toronto, Ontario, Canada. For the Bank: International Bank for Reconstruction and Development, 1818 H Street, N.W., Washington, D. C., United States of America. 16 SECTION 8.03. The Loan Regulations shall not be deemed to require the Bank to submit to arbitration any contro- versy between the parties to this Agreement and any claim by either party to this Agreement against the other party arising under this Agreement in respect of the Bonds. SECTION 8.04. Notwithstanding anything herein con- tained, any provision of this Agreement may be amended from time to time by agreement in writing between the Bank and the Borrower; provided, however, that, unless the Guarantor shall have consented thereto, no such amend- Ment shall increase the aggregate principal amount of the Loan to an amount in excess of $18,790,000, or the equiva- lent thereof in currencies other than dollars as herein pro- vided, or shall increase the rate of amortization thereof, premium, if any, on the redemption thereof, or interest, commitment charge or service charge thereon. IN WITNESS WHEREOF, the parties hereto, acting through their representatives thereunto duly authorized, have caused this Loan Agreement to be signed in their respec- tive names and delivered in the District of Columbia, United States of America, as of the day and year first above written. INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT by R. L. GARNER Vice-President (Seal) BRAZILIAN TRACTION, LIGHT AND POWER COMPANY, LIMITED by E. C. Fox Vice-President (Seal) 17 SCHEDULE 1 Amortization Schedule Payment of Principal Principal (ex- Amount Outstanding pressed in After Each Payment dollars) * (expressed in Date Payment Due dollars)* $18,790,000 Sept. 1, 1955 $500,000 18,290,000 Mar. 1, 1956 500,000 17,790,000 Sept. 1, 1956 500,000 17,290,000 Mar. 1, 1957 500,000 16,790,000 Sept. 1, 1957 500,000 16,290,000 Mar. 1, 1958 500,000 15,790,000 Sept. 1, 1958 500,000 15,290,000 Mar. 1, 1959 500,000 14,790,000 Sept. 1, 1959 500,000 14,290,000 Mar. 1, 1960 500,000 13,790,000 Sept. 1, 1960 500,000 13,290,000 Mar. 1, 196i 500,000 12,790,000 Sept. 1, 1961 500,000 12,290,000 Mar. 1, 1962 500,000 11,790,000 Sept. 1, 1962 500,000 11,290,000 Mar. 1, 1963 500,000 10,790,000 Sept. 1, 1963 500,000 10,290,000 Mar. 1, 1964 500,000 9,790,000 Sept. 1, 1964 500,000 9,290,000 Mar. 1, 1965 500,000 8,790,000 Sept. 1, 1965 500,000 8,290,000 Mar. 1, 1966 500,000 7,790,000 Sept. 1, 1966 500,000 7,290,000 Mar. 1, 1967 500,000 6,790,000 Sept. 1, 1967 500,000 6,290,000 Mar. 1, 1968 500,000 5,790,000 Sept. 1, 1968 500,000 5,290,000 Mar. 1, 1969 500,000 4,790,000 Sept. 1, 1969 500,000 4,290,000 Mar. 1, 1970 500,000 3,790,000 Sept. 1, 1970 500,000 3,290,000 Mar. 1, 1971 500,000 2,790,000 Sept. 1, 1971 500,000 2,290,000 Mar. 1, 1972 500,000 1,790,000 Sept. 1, 1972 500,000 1,290,000 Mar. 1, 1973 500,000 790,000 Sept. 1, 1973 500,000 290,000 Mar. 1, 1974 290,000 * To the extent that any part of the Loan is repayable in a cur- rency other than dollars (see Loan Regulations, Section 3.02), the figures in these columns represent dollar equivalents determined as for purposes of withdrawal. 18 Premiums on Prepayment and Redemption The following percentages are specified as the premiums payable on repayment in advance of maturity of any part of the principal amount of the Loan pursuant to Section 2.05(b) of the Loan Regulations or on the redemption of any Bond prior to its maturity pursuant to Section 6.16 of the Loan Regulations: Time of Prepayment or Redemption Premium Not more than 5 years before maturity 1. % More than 5 years but not more than 10 years before maturity ............. More than 10 years but not more than 15 years before maturity ............... 1%% More than 15 years before maturity .... 212 19 SHEDULE 2 Description of Project At Piratininga near the city of Sdo Paulo a thermal elec- tric generating station will be erected. Two 80,000 kilowatt hydrogen-cooled generators, each driven by a condensing steam turbine, will be installed in the station. There will he two boilers of the semi-outdoor type each capable of producing 850,000 pounds per hour of steam at a pressure of 850 pounds per square inch at a temperature of 925 de- grees Fahrenheit. Steam will be extracted from the turbines at five points at suitable pressures to heat regeneratively the boiler feed-water to a temperature of about 400 degrees Fahrenheit. The boilers will be designed to burn either oil or pulverized coal with present provision for oil only. Two fuel oil storage tanks, each having a capacity of 100,000 barrels, will be installed at the site of the genera- ting station and will be served by the Santos-Sho Paulo pipeline. Each main generating unit will be connected to a bank of three 40,000 kva, 13.2/88 kv transformers. Suitable switchgear will be installed and appropriate connections will be made so as to link the generating station with the distribution system of the city of Sdo Paulo. 20 SC0EDULE 3 Modifications of Loan Regulations No. 4 For the purposes of this Agreement, Loan Regulations No. 4 of the Bank, dated October 15, 1952, shall be deemed to be modified as follows: (a) by the deletion of Section 6.06. (b) by the deletion of Section 6.07 and Schedules 1, 2, and 3. (c) by the deletion of the first two sentences of Section 6.09. (d) by the deletion of Section 6.12. (e) Section 7.04 (c) is modified so as to provide that if the Borrower and the Guarantor shall not agree on the appointment of the second arbitrator the Arbitral Tribunal shall consist of five arbitrators, one appointed by the Guar- antor, two appointed by the Bank, one appointed by the Borrower, and the fifth arbitrator (sometimes referred to in said Loan Regulations as the Umpire) shall be appointed in the manner provided in said Loan Regulations for the appointment of the Umpire. (f) by the deletion of paragraph (c) of Section 9.02. (g) by the deletion of paragraph 10 of Section 10.01.