State of Indiana, County of Marion. ss.

I, Fred J. Smith, do solemnly promise and swear that I will faithfully, impartially and justly perform the duties of treasurer of the Independent Concrete Pipe Company, a corporation of the State of Indiana, according to the best of my abilities and understanding. So help me God.

FRED J. SMITH

SUBSCRIBED AND SWORN TO before me, this 9th day of June, A. D. 1914.

HARVEY B. MARTIN, (Seal) Notary Public.

Notary Public, Marion County, Ind. My Commission expires May 5, 1915.

Upon motion, duly made, seconded and carried, the president was authorized to accept bond, in accordance with the statute, from the secretary and treasurer, and to present the same for the acceptance of the board of directors at the following meeting of the said board.

Upon motion, duly made, seconded and carried, the form of stock certificate presented, was adopted.

Upon motion, duly made, seconded and carried it was resolved that the seal, an im-(Seal) pression of which is herewith affixed, be adopted, as the corporate seal of the corporation.

The secretary was authorized and directed to procure the proper corporate books.

Upon motion duly made, seconded and carried, the following resolutions were unanimously adopted:

WHEREAS, Howard Schurmann, of the City of Indianapolis, Indiana, has made the following proposal, and has offered to sell to this corporation, the property mentioned, in accordance with the following letter:

Vincennes, Indiana, June 8th, 1914. Independent Concrete Pipe Company, Indianapolis, Indiana.

Gentlemen:

I hereby make you the following proposition, namely that, for and in consideration of your issuing and transferring to me, Ninety (90) shares of the capital stock of your corporation, of the par value of one hundred dollars ($100) each, I will, in full payment thereof, procure and transfer to your corporation, all the right, title and interest in the following contract:

Contract

THIS AGREEMENT, made at Chicago, Illinois, this 21st day of April, 1914, between Independent Concrete Pipe Company (not incorporated), having its principal place of business in Chicago, Illinois, hereinafter, for convenience, called the Manufacturer, the party of the first part, and John J. Quinn, the party of the second part, WITNESSETH:

That in consideration of the mutual promises and covenants hereinafter mentioned, the parties hereto agree each with the other as follows:

FIRST, The Manufacturer hereby agrees to manufacture for and sell and deliver to the contractor in accordance with specifications on file with the city engineer, and by reference hereby made a part hereof, reinforced concrete pipe in the amounts, of the sizes and for the prices hereinafter stated, to-wit:

630 feet more or less of 30-inch pipe at $1.40 per foot. 1520 feet more or less of 36-inch pipe at $1.75 per foot.

640 feet more or less of 42-inch pipe at $2.25 per foot. 2365 feet more or less of 48-inch pipe at $2.65 per foot. 1210 feet more or less of 54-inch pipe at $3.15 per foot. 1710 feet more or less of 60-inch pipe at $3.70 per foot, according to the measurements of the city engineer of the City of Vincennes, Indiana.

SECOND, the Manufacturer agrees to manufacture said pipe along the line of the proposed trench as will be most convenient for the manufacture of said pipe, the point of making to be the point of delivery.

THIRD, the contractor agrees to pay for said pipe so manufactured and delivered, the prices hereinafter set forth in the following manner: Bills will be rendered monthly and shall be due sixty (60) days from the fifteenth (15th) of the month in which the pipe were manufactured. Payments shall be made in New York or Chicago Exchange.

FOURTH, the Manufacturer agrees to ship forms within ten (10) days from the date hereof, and thereafter to prosecute the manufacture of said pipe with reasonable diligence until all of said pipe has been manufactured; delays caused by strikes, fires, transportation companies or other causes beyond the control of said manufacturer being hereby excepted.

FIFTH, the Manufacturer guarantees that the contractor at no time will want for pipe.

WITNESS, the hands and seals of the parties hereto: Independent Concrete Pipe Company, (Seal) By HOWARD SCHURMANN, General Manager. JOHN J. QUINN, (Seal) Contractor.

In taking over this contract the corporation must also assume my liabilities, under contract with William M. Alsop.

DATED, May 14, 1914.

Also my liabilities under contract with Robert W. Reid.

DATED, May 16, 1914.

An acceptance of the above main contract with John J. Quinn must include these two which are incidental to the first.

If this proposal is satisfactory, kindly indicate your acceptance of the same, at an early date.

Respectfully yours, HOWARD SCHURMANN.

WHEREAS, It appears to the board that such contract, as indicated in the above letter, is necessary for the business of this corporation, and is of the value of the stock to be issued therefor, NOW, therefore, BE IT RESOLVED, that this corporation accept the offer of the said HOWARD SCHURMANN to sell to this corporation the property hereinabove mentioned, which said property the board of directors do hereby adjudge and declare to be of the value of the stock issued therefor.

FURTHER RESOLVED that the president and secretary of this corporation be, and they are hereby authorized to execute, in the name of and on behalf of this corporation, and under its corporate seal, such agreement, as may be necessary for the taking over of said contract by this corporation, and that a copy thereof be inserted in the minute book, for the purpose of reference.

Upon motion, duly made, seconded and carried, the meeting was adjourned. JOHN SCOTT

________ Secretary.

INDEPENDENT CONCRETE PIPE COMPANY

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