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<br /> FIRST SUPPLEHENTAL TRUST INDENTURE <br /> This First Supplemental Trust Indenture (this "Supplemental Inden- <br /> ture"), dated as of April 1, 1983, is by and among (i) TEXAS COHHERCE <br /> BANK NATIONAL ASSOCIATION, a national banking association with its <br /> principal corporate trust office located in Houston, Texas, as trustee <br /> (the "Trustee") under that certain Trust Indenture, dated as of April 1, <br /> 1980 (the "Original Indenture"), by and between the Trustee and CITY OF <br /> SAN HARCOS INDUSTRIAL DEVELOPMENT CORPORATION, a nonprofit industrial <br /> development corporation, created and existing under the Development <br /> Corporation Act of 1979, Article 5190.6, Vernon's Annotated Texas Civil <br /> Statutes, as amended (the "Corporation"), (H) the Corporation, <br /> (Hi) Stewart & Stevenson Services, Inc., a Texas corporation (the <br /> "User") and (iv) the undersigned holders of the Corporation's $8,500,000 <br /> Industrial Development Revenue Bonds, Series 1980 (Stewart & Stevenson <br /> Services, Inc., Project) (the "Bonds"), being the holders of all of the <br /> aggregate principal amount of Bonds outstanding. <br /> WITNESSETH <br /> ---------- <br /> WHEREAS, the Bonds, dated April 1, 1980, were issued on April 25, <br /> 1980, for the purpose of financing the cost of acquiring, constructing <br /> and installing certain industrial facilities (the "Project") of the <br /> User; and <br /> WHEREAS, the Corporation, the User and the holders of the Bonds <br /> executing this Supplemental Indenture each desire to amend the Original <br /> Indenture to provide for redemption of a portion of the Bonds prior to <br /> maturity with excess Original Proceeds (as defined in the Original <br /> Indenture); and <br /> WHEREAS, Section 1102 of the Original Indenture permits the Corpo- <br /> ration and the Trustee to enter into one or more supplements to the <br /> Original Indenture, amending, modifying, adding to or eliminating any of <br /> the provisions of the Original Indenture with the consent of, and notice <br /> to, the holder of each Bond outstanding; and <br /> WHEREAS, all things necessary to make this Supplemental Indenture a <br /> valid and legally binding instrument and to constitute the Original <br /> Indenture, as amended and supplemented by this Supplemental Indenture, a <br /> valid and legally binding instrument for the security of the Bonds which <br /> now are or at any time hereafter may be issued and outstanding under the <br /> Original Indenture, have been done and performed; <br /> NOW, THEREFORE, in consideration of the premises and other good and <br /> valuable consideration, the receipt of which is hereby acknowledged, and <br /> the mutual benefits herein expressed, the undersigned agree as follows: <br />