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RE 12-08-98.1 A RESOLUTION OF THE CITY OF COPPELL, TEXAS RESOLUTION NO. 120898.1 A RESOLUTION OF THE CITY OF COPPELL, TEXAS, APPROVING- TERMS AND CONDITIONS OF A TAX ABATEMENT AGREEMENT BY AND AMONG THE CITY OF COPPELL, TEXAS, PRENTISS PROPERTIES ACQUISITION PARTNERS, L.P. AND INTERNATIONAL BUSINESS MACHINES; AUTHORIZING ITS EXECUTION BY THE MAYOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council has been presented a proposed Tax Abatement Agreement by and among the City of Coppell, Texas, Prentiss Properties Acquisition Partners, L.P. and International Business Machines, a copy of which is attached hereto and incorporated herein by reference; and WI~REAS, upon full review and consideration of the Agreement, and all matters related thereto, the City Council is of the opinion and finds that the terms and conditions thereof should be approved, and that the Mayor should be authorized to execute the Agreement on behalf of thc City of Coppell, Texas; NOW, THEREFORE, BE IT RESOLVED BY ~ CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, THAT: SECTION 1. The Agreement attached hereto having been reviewed by the City Council of the City of Coppell, Texas, and found to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all things approved, and the Mayor is hereby authorized to execute the Agreement on behalf of the City of Coppell, Texas. SECTION 2. The City Council finds that the improvements proposed to be built upon the Premises described in the Agreement will enhance the economic vitality of the community through a combination of new capital investment, increased sales tax revenues, and the creation of additional job opportunities. SECTION 3. The tax abatement to be granted by the Agreement will not include inventory, and supplies. 1 SS2230g SECTION 4. The improvements proposed for the Premises will ac, complish the tax abatement guidelines of the City of Coppell, Texas. SECTION 5. The City Manager delivered to the presiding officer of the governing body of each taxing unit in which the property subject to the Agreement is located, a written notice that the City of Coppell, Texas, intends to enter into the Agreement. The notice given by the City Manager included a copy of the Agreement approved by this Resolution. SECTION 6. This Resolution and the Tax Abatement Agreement are hereby approved by the affirmative vote of the majority of the members of the City Counc'd of the City of Coppell, Texas, at a regularly scheduled meeting of the City Council. SECTION 7. This Resolution shall become effective immediately fi.om and after its passage. DULY RESOLVED AND ADOPTED by the City Council of the City of Coppell, Texas, on thisthe ~'~/q dayof ~)c-~e~4~e~<, 1998. sh g X q, ATTEST: KATHI.F.I~I ROACH, CITY SECRETARY APPROVED AS TO FORM: PETER G. SMITI~/CY~'Y ATTORNEY (PGS/m ~2/U9a) 2 SS22308 STATE OF TEXAS § § TAX ABATEMENT AGREEMENT COUNTY OF DAIJAS § ~8~-~6 t~ 0~/03/99 1~0~056 $35. O0 This Tax Abatement Agreement (the "AGREEMENT') is ~ into by and among the City of Coppell, Texas (the "CITY"), a Home Rule City and municipal corporation of Dallas County, Texas, duly acting herein by and through its Mayor, Prentiss Properties Acquisition Partners, L.P., C'PRENTISS") and International Business Machines C'IBM"), acting by and through their respective authorized officer. WITNESSETH: WilEREAS, the City Council of the City, passed an Ordinance (the "ORDINANCE") establishing Tax Abatement Reinvestment Zone No. 22 (the "ZONE"), for commercialfmdustrial tax abatement, as authorized by the Property Redevelopmerit and Tax Abatement Act, Chapter 3 12 of the Tax Code, as amended (the "TAX CODE"); and WllEREAS, the CITY has adopted guidelines for tax abatement (the "TAX ABATEMENT GUIDEI,INES"); and WHEREAS, the TAX ABATEMENT GUIDEIJNES contain appropriate guidelines and criteria governing tax abatement agreements to be entered into by the CITY as contemplated by the TAX CODE; and WHEREAS, the CITY has adopted a resolution stating that it elects to be eligible to participate in tax abatement; and WHEREAS, in order to maintain and enhance the commercial and industrial economic and employment base of the Coppell area, it is in the best interests of the taxpayers for the CITY to enter into this AGREEMENT in accordance with said ORDINANCE, the TAX ABATEMENT GUIDELINES and the TAX CODE; and WHEREAS, PRENTISS' development described herein will create permanent new jobs in the CITY; and WHEREAS, the City Council finds that the contemplated use of the PREMISES (hereinafter defined), the contemplated improvements to the PREMISES in the amount set forth in this AGREEMENT, and the other terms hereof are consistent with encouraging development of the ZONE in accordance with the purposes for its creation and/or in compliance with the TAX ABATEMENT GUIDELINE, the ORDINANCE adopted by the CITY, the TAX CODE and all other applicable laws; and Tax Abatement Agreement - Page 1 8821494 99022 05178 WHEREAS, the City Council finds that the improvements sought are feasible and practicable and would be of benefit to the land to be included in the ZONE and to the CITY after expiration of this AGREEMENT; and WltEREAS, a copy of this AGREEMENT has been furnished, in the manner prescribed by the Code, to the presiding officers of the governing bodies of each of the taxing units in which the PREMISES is located; and WHEREAS, the CITY desires to enter into an agreement with PRENTISS as the owner of the PREMISES and IBM, the owner of TANGIBI,E PERSONAL PROPERTY (hereinafier defined) within the Tax Abatement Reinvestment Zone No. 22 for the abatement of taxes pursuant to Chapter 312 of the Tax Code, as amended; NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for good and other valuable consideration, the adequacy and receipt of which is hereby acknowledged, including the expansion of primary employment, the attraction of major investment in the ZONE, which contributes to the economic development of Coppell and the enhancement of the tax base in the CITY, the parties agree as follows: GENERAL PROVISIONS 1. PRENTISS is the owner of that real property described in Exhibit "A" attached hereto and made a part hereof for all purposes (the "PREMISES"), which PREMISES are located within the city limits of the CITY and within the ZONE. IBM is leasing the PREMISES and is the owner of TANGIBLE PERSONAL PROPERTY to be located on the PREMISES subsequent to the execution of this AGREEMENT. 2. The PREMISES are not in an improvement project financed by tax increment bonds. 3. This AGREEMENT is entered into subject to the rights of the holders of outstanding bonds of the CITY. 4. The PREMISES are not owned or leased by any member of the Coppell City Council or any member of the Coppell Planning and Zoning Commission, or any member of the goveming body of any taxing units joining in or adopting this AGREEMENT. TAX ABATEMENT AUTHORrzED 5. This AGREEMENT is authorized by the Texas Property Redevelopment and Tax Abatement Act of the Tax Code, Chapter 312, and in accordance with the City Tax Abatement Guidelines and Criteria, and approved by resolution of the City Council of the City authorizing the execution of this AGREEMENT. Tax Abatement Agreement - Page 2 8821494 99022 05179 6. Subject to the terms and conditions of this AGREEMENT, and provides that the combined TAXABI,E VALUE for the IMPROVEMENTS and TANGIBI,E PERSONAL PROPERTY is at least Five 1Vfillion Five Hundred Thousand Dollars ($5,500,000) as of January 1, of the FIRST YEAR OF ABATEMENT to and as of January 1 of each year thereafter for a period of four (4) consecutive years, the CITY hereby grants PRENTISS an abatement of seventy-five percent (75%) of the TAXABI,E VALUE of the IMPROVEMENTS and IBM an abatement of seventy-five percent (75%) of the TAXABI,E VALUE of the TANGIBLE PERSONAL PROPERTY located on the PREMISES, for a period of five (5) years. The actual percentage of taxes subject to abatement for each year of this AGREEMENT will apply only to the portion of the taxable value of the IMPROVEMENTS that exceeds that property's TAXABI,E VALUE for the year in which this AGREEMENT is executed (base year/1998). The tax abatement agreement for TANGIBLE PERSONAL PROPERTY will only apply to the TANGIBI ,E PERSONAL PROPERTY added to the PREMISES aecer this AGREEMENT is executed. 7. The period of tax abatement herein authorized shall be for a period of five (5) years. 8. During the period of tax abatement herein authorized, PRENTISS and IBM shall be subject to all CITY taxation not abated, including but not limited to, sales tax and ad valorera taxation on land, inventory and supplies. DEFINITIONS 9. Wherever used in this AGREEMENT, the following terms shall have the meanings ascribed to them: k The PREMISES shall mean the properly described on Exhibit "A" attached hereto and incorporated herein for all purposes including any IMPROVEMENTS and TANGIBI,E PERSONAL PROPERTY, excluding inventory and supplies, which is added to the property subsequent to the execution of this AGREEMENT; B. The IMPROVEMENTS shall mean the contemplated improvements described herein located on the PREMISES and as further described in the plans submitted to the CrrY, including but not limited to buildings, structures, tangible personal property, equipment, and fixtures added to the PREMISES other than inventory and supplies. C. The TAXABI,E VALUE shall mean the appraised value as certified by the Appraisal District as of January 1 of a given year. D. The BASE YEAR TAXABI,E VALUE shall mean the total assessed taxable value forthe year in which the Tax Abatement Agreement is executed (1998). Tax Abatement Agreement - Page 3 8821494 99022 Ci5180 E. The FIRST YEAR OF ~ TAX ABATEMENT shall be January 1 of the calendar year immediately following the issuance of a certificate of occupancy for the IMPROVEMENTS. F. TANGIBLE PERSONAL PROPERTY shall mean tangible personal property, equipment and fixtures other than inventory or supplies added to the PREMISES subsequent to the execution of this AGREEMENT. G. An EVENT OF BANKRUPTCY OR INSOLVENCY shall mean the dissolution or termination of PRENTISS or IBM's existence as a going business, insolvency, appointment of receiver for any part of PRENTISS or IBM's property and such appointment is not terminated within sixty (60) days after such appointment is initially-made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against PRENTISS and IBM, as the case may be, and such proceeding is not dismissed within sixty (60) days after the filing thereof. 10. PRENTISS is the owner of the real property described in Exhibit "A" and agrees to construct or cause to be constructed on the PREMISES an office/warehouse/facility consisting of approximately 150,000 square feet (and other ancillary facilities such as required parking and landscaping more fully descnlxxt in the submittals filed by PRENTISS with the CrrY f~om time to time in order to obtain a building permit) (the "IMPROVEMENTS"). The cost of the IMPROVEMENTS should be approximately Seventeen lVfdlion Dollars ($17,000,000). The approximate location of the IMPROVEMENTS will be shown on a Site Plan of the PREMISES to be submitted to the CITY. The TAXABI,E VALUE of the IMPROVEMENTS, excluding the land shall be no less than Seventeen Million Dollars ($17,000,000) as of January 1 of the FIRST YEAR OF ABATEMENT and as of January 1 of each year thereafter for a period of four (4) consecutive years. The TAXABI ,F, VALUE of the TANGIBLE PERSONAL PROPERTY shall be no less than Six Million Five Hundred Thousand Dollars ($6,500,000) as of January 1 of the FIRST YEAR OF ABATEMENT. Nothing in this AGREEMENT shall obligate PRENTISS to construct the IMPROVEMENTS on the PREMISES, or IBM to locate TANGIBLE PERSONAL PROPERTY on the PREMISES, but said actions are a condition precedent to tax abatement pursuant to this AGREEMENT. CONSTRUCTION OF IMPROVEMENTS 11. As a condition precedent to the initiation of tax abatement pursuant to this AGREEMENT, PRENTISS will diligently and faithfully, in good and workmanlike manner, pursue the completion of the contemplated IMPROVEMENTS on or before December 31, 1999, as good and valuable consideration for this AGREEMENT, and that all construction of the IMPROVEMENTS will be in accordance with all applicable state and local laws, codes, and Tax Abatemere Agreement - Page 4 8821494 99022 05181 regulations, (or valid waiver thereof); provided, that PRENTISS shall have such additional time to complete the IMPROVEMENTS as may be required in the event of"Force Majeure," ifPRENTISS is diligently and faithfully pursuing completion of the IMPROVEMENTS. For this purpose, "Force Majeure' shall mean any contingency or cause beyond the reasonable control of PRENTISS including without limitation, acts of God or the public enemy, war, riot, civil commotion, insurrection, adverse weather, government or de facto governmental action (unless caused by acts or omissions of PRENTISS), fires, explosions or floods, strikes, flowdowns or work stoppages, shortages of material or labor, or delays caused by CITY. 12. Subject to events of casualty, condemnation or Force Majettre, PRENTISS agrees to maintain the IMPROVEMENTS during the term of this AGREEMENT in accordance with all applicable state and local laws, codes, and regulations. 13. PRENTISS agrees to provide to IBM and any other applicable tenants of the PREMISES, the benefit of the abatement of real property taxes granted herein. PRENTISS shaH, upon written request, provide the CITY with satisfactory evidence that the benefits of this AGREEMENT have been provided to other applicable tenants of the PREMISES. 14. The CITY, its agents and. employees shall have the right of access to the PREMISES during construction to inspect the IMPROVEMENTS at reasonable times and with reasonable notice to PRENTISS and IBM, and in accordance with PRENTISS and IBM's visitor access and security policies, in order to insure that the construction of the IMPROVEMENTS are in accor~ce with this AGREEMENT and all applicable state and local laws and regulations (or valid waiver thereof). GENERAL REQUIREMENTS 15. Construction plans for the IMPROVEMENTS constructed on the PREMISES will be fled with the CITY. The plans for such IMPROVEMENTS as fled shall be deemed to be incorporated by reference herein and made a part hereof for all purposes. 16. Subject to events of casualty, condemnation or Force Majeure, PRENTISS agrees from the date a certificate of occupancy is issued until the expiration of this AGREEMENT to continuously operate and maintain the PREMISES as an office/warehouse/distribution facility, in compliance with aH applicable federal, state and local laws. IBM agrees to lease the IMPROVEMENTS from PRENTISS and continuously occupy and use the PREMISES as an office/warehouse/distribution facih'ty for a period of at least five (5) years from the date a certificate of occupancy is issued for the IMPROVEMENTS. 17. After completion of the IMPROVEMENTS, PRENTISS shall certify in writing to the CITY the construction cost of the IMPROVEMENTS. PRENTISS and IBM shall each annually certify to the CITY that they are in compliance with each term of the AGREEMENT. Tax Abatement'Agreement - Page 5 ss21494 99022 05182 18. The PREMISES and the IMPROVEMENTS constructed thereon at all times shall be used in the manner (i) that is consistent with the City's Comprehensive Zoning Ordinance, as amended, and (ii) that, during the period taxes are abated hereunder, is consistent with the general purposes of encouraging development or redevelopmere within the ZONE. DEFAULT: RECAPTURE OF TAX REVENUE 19. In the event PRENTISS and/or IBM fail in performance of any of the following conditions: (i) completion of the IMPROVEMENTS in accordance with this AGREEMENT or in accordance with applicable State or local laws, codes or regulations; ('~) has any delinquent ad valorera or State sales taxes owed to the CITY (provided such party retains its right to timely and properly protest such taxes or assessment); (iii) upon the occurrence of any "Event of Bankruptcy or Insolvency"; or (iv) breaches any of the material tenns and conditions of this AGREEMENT, then such party, after the expiration of the notice and cure periods described herein, shall be in default of this AGREEMENT. (an "Event of Default"). As liquidated damages in the "Event of Default," and during the continuance of such '"Event of Default,,, the 'I)efaulting Party" shall, within thirty (30) days after demand, pay to the CrI'Y all taxes which otherwise would have been paid to the CITY without benefit of a tax abatement with interest at the statutory rate for delinquent taxes as determined by Section 33.01 of the TAX CODE as amended but without penalty. The parties acknowledge that actual damages in the event of default termination would be speculative and difficult to determine. The parties further agree that any property tax revenue lost, including interest as a result of this AGREEMENT, shall be recoverable against "Defaulting Party", its successors and assigns and shall constitute a tax lien on the PREMISES itself and shall become due, owing and shah be paid to the CITY within thirty (30) days alter termination. 20. Upon breach by PRENTISS and/or IBM of any material obligations under this AGREEMENT, the CITY shah notify the "Defaulting Party" in writing. PRENTISS and/or IBM shall have thirty (30) days from receipt of the notice in which to cure any such default. If the default cannot reasonably be cured within a thirty (30) day period, and the '~2)efaulting Party" commences action reasonably calculated to cure such '"Event of Default" within said thirty (30) day period and continues thereafter to diligently prosecute same to conclusion such '"Defaulting Party" shall have up to, but not exceeding an additional sixty (60) days in which to effectuate the cure of such breach. The CTI'Y may in its discretion extend the period in which the violation must be cured for an additional thirty (30) days. The CITY shah also notify the non-defaulting party who shah have the same right to cure any such default on behalf of the "Defaulting Party". 21. If a '~)efaulting Party" fails to cure the default within the time provided as spedfled herein or, as such time period may be extended, an '"Event of Default" shall be deemed to have occurred and during the continuance of such '"Event of Default", then the CITY at its sole option shall have the right to terminate this AGREEMENT with respect to the '"Defaulting Party" by written notice to such "Terminated Party." Tax Abatement Agreement - Page 6 8s21494 99022 b5183 22. Upon terninaflon of this AGREEMENT by CITY all tax revenue abated as a result of this AGREEMENT shall become a debt to the CITY as liquidated damages, and shall become due and payable not later than thirty (30) days alter a notice of termination is made. The CITY shall have all remedies for the collection of the recaptured tax revenues provided generally in the TAX CODE for the collection of delinquent property tax. The CITY at its sole discretion has the option to provide a repayment schedule. The computation of tax revenue abated for the purposes of the AGREEMENT shall be based Upon the full taxable value without tax abatement for the years in which tax abatement hereunder was received by "Terninated Party" with respect to the PREMISES, as determined by the Appraisal District, multiplied by the tax rate of the years in question, as calculated by the City Tax Assessor-Collector. The liquidated damages shall incur penalties as provided for delinquent taxes shall commence to accrue after expiration of the thirty (:30) day payment period. ANNUAL APPLICATION FOR TAX EXEMPTION 23. It shall be the responsibility of PRENTISS and IBM pursuant to the TAX CODE, to file an annual exemption application form with the Chief Appraiser for each appraisal district in which the eligible taxable property has silos. A copy of the exemption application shall be provided to the CITY. 24. PRENTISS shall annually render the value of the IMPROVEMENTS and IBM shall annually render the value of TANGIBLE PERSONAL PROPERTY located on the PREMISES to the Appraisal District and provide a copy of the same to the CITY. SUCCESSORS AND ASSIGNS 25. This AGREEMENT shall be binding on and inure to the benefit of the parties to it and their respective heirs, executors~ administrators, legal representatives, sucr2,,ssors, and assigns. This AGREEMENT may not be assigned without the consent of the CITY, which shall not be unreasonably withheld, or delayed. NOTICE 26. All notices required by this AGREEMENT shall be addressed to the following or other such other party or address as either party designates in writing by certified mail, postage prepaid or by hand delivery: flintended for PRENTISS, to: Prentiss Properties Acquisition Partners, L.P. Atm: Dennis J. DuBois 3890 W. Northwest Hwy Suite 400 Dallas, Texas 75220 Tax Abatement Agreement - Page 7 ss2~494 99022 U518h. If intended for IBM, to: International Business Machines Attn: Craig Ande~on 1501 LBJ Fre~way Suite 465 Dallas, Texas 75234 If intended for CITY, to: City of CoppeAl, Texas Manager P. O. Box 478 Coppell, Texas 75019 CITY COUNCIL AUTHOlilZATION 27. This AGREEMENT was authorized by resolution of the City Council approved by its Council meeting authorizing the Mayor to execute this AGREEMENT on behalf of the CITY. SEVERABll JTY 28. In the event any section, subsection, paragraph, sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this AGREEMENT, shall be enforceable and shall be enforced as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. APPLICABI,E LAW 29. This AGREEMENT shall be construed under the laws of the State of Texas. Venue for any action under this AGREEMENT shah be the State District Court of Dallas County, Texas. This AGREEMENT is performable in Dallas County, Texas. COUNTERPART8 30. This AGREEMENT may be executed in any number of counterparts, each of which shall be deemed .an original and constitute one and the same instrument. ENTIRE AGREEMENT 31. This AGREEMENT embodies the complete agreement of the parties hereto, superseding all oral or written previous and contemporary agreements between the parties and relating Tax Abatement Agreement - Page 8 8821494 99022 d5t85 to the matters in this AGREEMENT, and except as otherwise provided herein cannot be modified without written agreement of the parties to be attached to and made a part of this AGREEMENT. 32. The provisions ofthis AGREEMENT are hereby declared covenants running with the PRE1V!I~ES and are fully binding on all successors, heirs, and assigns of PRENTISS who acquire any right, rifle, or interest in or to the PREMISES or any part thereof. Any person who acquires any right, title, or interest in or to the PREMIgES, or any part hereof~ thereby agrees and covenants to abide by and fidly perform the provisions of this AGREEMENT with respect to the right, ti~e or interest in such PREMISES. RECORDATION OF AGREEMENT 33. A certified copy of this AGREEMENT shall be recorded in the Deed Records of Dallas County, Texas. INCORPORATION OF RECITALS 34. The determinations recited and declared in the preambles to this AGREEMENT are hereby incorporated herein as part of this AGREEMENT. 35. All exhibits to this AGREEMENT are incorporated herein by reference for all purposes wherever reference is made to the same. CONSTRUCTION 36. Both parties have participated in the negotiation and preparation of this AGREEMENT. This AGREEMENT shall not be constructed more or less strongly against either party. PRENTISS and IBM acknowledge that they have obtained, or have had the opportunity to obtain legal counsel to assist in the preparation of this AGREEMENT and that PRENTISS and IBM have fully satisfied themselves, without warranty or representation not expressly contained herein, by CITY that the tax abatement contemplated hereby is available in all respects. EXECUTED in duplicate originals this the 8th day of Decernher, 1998. CITY OF COPPEIL, TEXAS By: c Y s~, ~~ Tax Abatement Agreement - Page 9 8821494 99022 U5186 ATTEST: KATHI,EEN ROACH, CITY SF_,CRETARY AGREED AS TO FORM: PETER G. S Y EXECUTED in duplicate originals this the/~7~ day of ~ce/x~e~ 1998. PRENTISS PROPERTIES ACQUISITION PARTNERS, LP., a Delaware limited partnership By: Prentiss Properties I, Inc., general partner By: . ~ ~~ EXECUTED in duplicate originals this the ] day o~,o~ 1998. INT'$ATIONAL BUSINESS MACHINES a New York Corporation Tax Abatement Agreement - Page 10 ss21494 99022 - 5i87 CITY' S ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF DALI,AS § by C~dy Sh~ ~yor of ~e Ci~ of Cop~ Te~, a Te~ m~dp~, on beh~ of ~d m~p~. ...,,~..., ~.~:.~~~~~o~ ~b.~, s~ ~ ~. a.v~ ..~- Tax Abatement Agreement - Page 11 s321494 99022 05188 PRENTISS' ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF DALLAS § Thi s~ instrument was acknowledged before me on t e / ~ day of C~;~i4~e~ 19~__~/ by~'J-~4~var~ Di fbec',K-- , V/C~f)f~ec~;~ of Prentiss Properties I, Inc. general partner for Prentiss Properties Acquisition Partners, L.P., a Delaware limited partnership, on behalf of said partnership. '~'~ sNfT x My Commission expires: Tax Abatement Agreement - Page 12 8821494 99022 05189 IBM'S ACKNOWLEDGMENT STATE OF '~XA.5 § co~r~ or ?)r~//,~ S § T~s instrument was acknowledged before me on the/f/~ day of [)~ce,,r1~,etr~, 19_~_~, by dr~,'.~ ~,~erSan. Pco~..~ of International Business Machines, a New York Corporation, on behalf of skid Corporation. ~ Notary Public, State of My Commission expires: Tax Abatoment Agreement - Page 13 ss21494 99022 05190 . EXHIBIT A LEGAL DESCRIPTION Being a trot of land situated in the James A. Simmons Survey Abstract No. 1296, in the City of Coppell, Dallas County, Texas, and being all of Lot 1, Block 5 of Park West Commerce Center as recorded in Volume 98191, Page 33 Dallas County Deed Records (D.C.D.R.), and being more particularly described as follows; BEGINNING at a ~-inch iron rod with a yellow plastic cap stamped "HaliT Assoc" (hereafter called "with cap"), found at. the northwest comer of said Lot 1, Block 5 of Park West Commerce Center Volume 98191 Page 33, said point being located along the south right-of-way of Airline Drive (60 feet wide); TI~NCE South 89 degrees 06 minutes 46 seconds East, along said south right-of-way of Airline Drive a distance of 760.47 f~t to a ~-inch iron rod with cap found for a comer; THENCE South 74 degrees 11 minutes 05 seconds East continuing along said south right- of-way a distance of 64.05 feet to a ¼-inch rod with cap found for a comer; THENCE South 89 degrees 06 minutes 46 seconds East a distance of 124.92 feet to a inch iron rod with cap found for a corner at the northwest point of a radial comer c].ip located along the west right-of-way of Beltline Road (120 foot right-of-way at this point); THENCE along said comer clip, departing said south right-of-way an arc distance of 59.94 feet, through a central angle of 90 degrees 22 minutes and 29 seconds, a radius of 38.00 feet to a ~-inch iron rod with cap found for a corner on the west right-of-way of Beltline Road; THENCE South 01 degree 15 m~nutes 30 seconds West along said west right-of-way a distance of 332.09 feet to a point for a comer; THENCE South 08 degrees 06 minutes 14 seconds West, a distance of 100.72 feet to a pont for a comer, THENCE South 01 degrees 15 minutes 30 seconds West a distance of 149.25 feet to a point for a comer, THENCE South 89 degrees 06 minutes 46 seconds East a distance of 12.00 feet to a point for a comer;, THENCE South 01 degrees 15 rn{nutes 30 seconds West a distance of 9.50 feet to a point for a comer, THENCE North 89 degrees 06 minutes 46 seconds West departing said west right-of-way line a distance of 981.45 feet to a point for a corner; THENCE North 00 degrees 53 rn~nutes 14 seconds East along the west line of said Lot 1, Block 5, a distance of 645.50 feet to the POINT OF. BEGINNING AND CONTAINING 628,966 square feet or 14.439 acres of land more or less. , 99022 05191 61S0 -,. ' ~ , ,:" ' ~,, ';c.'~a~,e Of ~olor ar race iS invalid ~ ':~ ?; 5 -:': ':~:: .:,'~ COU~ OF DAL~ m .,,, :.'~' ~:~ r~,/t~s ir:strumeat was filed on the date and time p~:s: ~;f fh,,~ named records at Dallas Coun~, T~ a& 8~m~ he~t, gn by -~, FEB 3 19~ COU~ CLER~ Dallas Count, Tel ?o.