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RE 2008-1209.1201000067236 3r RESOLUTION 1116 RESOLUTION NO. � A RESOLUTION OF THE CITY OF COPPELL, TEXAS, APPROVING THE TERMS AND CONDITIONS OF A TAX ABATEMENT AGREEMENT BY AND BETWEEN THE CITY OF COPPELL, TEXAS AND KTR COPPELL LLC; 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 between the City of Coppell, Texas and KTR Coppell LLC, a Texas limited liability company, a copy of which is attached hereto and incorporated herein by reference; and WHEREAS, 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 the City of Coppell, Texas; NOW, THEREFORE, BE IT RESOLVED BY THE 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 ac ;eptable 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 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. SECTION 4. The improvements proposed for the Premises will accomplish 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 Council of the City of Coppell, Texas, at a regularly scheduled meeting of the City Council. SECTION 7. This Resolution shall become effective immediately from and after its passage. DULY RESOLVED AND ADOPTED by the City Council of the City of Coppell, Texas, on this the day ..1 ATTEST: LI Y B , * Cl Y SECRETARY APPRO S TO FO CITY ATTORNE (PGS /tc 11/25/08) 7 STATE OF TEXAS § § TAX ABATEMENT AGREEMENT COUNTY OF DALLAS § This Tax Abatement Agreement (the "Agreement ") is entered into by and between the City of Coppell, Texas (the "City"), and KTR Coppell LLC, a Texas limited liability company ( "Owner "), acting by and through their authorized representatives. WITNESSETH: WHEREAS, the City Council of the City of Coppell, Texas, (the "City"), passed an Ordinance (the "Ordinance ") establishing Tax Abatement Reinvestment Zone No. 59 (the "Zone "), for commercial/industrial tax abatement, as authorized by the Property Redevelopment and Tax Abatement Act, Chapter 312 of the Texas Tax Code, as amended (the "Tax Code "); and WHEREAS, the City has adopted guidelines for tax abatement (the "Tax Abatement Guidelines "); and WHEREAS, the Tax Abatement Guidelines 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 resolutio:1 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, Owner owns approximately 79.5 acres of land described in Exhibit "A" ( "Land ") and intends to construct three (3) office /warehouse buildings containing in the aggregate approximately 413,250 square feet of space hereinafter collectively defined as (the "Improvements ") on the Land; and WHEREAS, the Owner may, but is not required, as a condition of tax abatement for the aforesaid three (3) office /warehouse buildings construct a fourth ( building containing approximately 90,000 square feet of space (hereinafter defined as `Building D "); and WHEREAS, Owner's development efforts 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 thereto 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 Guidelines, the Ordinance adopted by the City, the Tax Code and all other applicable laws; and KTR Coppell LLG/Tax Abatement Agreement —Page 1 21239 HOU:- 2744756.6 WHEREAS, the City Council finds that the Improvements sought are feasible and practicable and would be of benefit to the Premises to be included in the Zone and to the City after expiration of this Agreement; and WHEREAS, a copy of this Agreement has been furnished, in the manner prescribed by the Tax 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 the Owner 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: Article I Definitions Wherever used in this Agreement, the following terms shall have the meanings ascribed to them: "Base Year Taxable Value" shall mean the Taxable Value for the Land for the year in which the Tax Abatement Agreement is executed (2008). `Building A" shall mean an office /warehouse building located on the Land containing approximately 140,000 square feet of space and other ancillary facilities, such as reasonably required parking and landscaping more fully described in the submittals filed by Owner with the City, from time to time, in order to obtain a building permit. "Building B" shall mean an office /warehouse building located on the Land containing approximately 143,000 square feet of space and other ancillary facilities, such as reasonably required parking and landscaping more fully described in the submittals filed by Owner with the City, from time to time, in order to obtain a building permit. "Building C" shall mean an office /warehouse building located on the Land containing approximately 130,250 square feet of space and other ancillary facilities, such as reasonably required parking and landscaping more fully described in the submittals filed by Owner with the City, from time to time, in order to obtain a building permit. "Building D" shall mean an office /warehouse building located on the Land containing approximately 90,000 square feet of space and other ancillary facilities such as reasonably required parking and landscaping more fully described in the submittals filed by Owner with the City, from time to time, in order to obtain a building permit. KTR Cogpell LLCUTax Abatement Agreement —Page 2 21239 HOU: - 2744756.6 "Commencement of Construction" shall mean that" (i) the plans have been prepared and a building permit has been obtained from the City for construction of any one of Buildings A, B, C or D; (ii) all necessary permits for the Commencement of Construction with respect to the Building for which a building permit has been obtained has been issued by all applicable governmental authorities; and (iii) clearing and/or grading of the Land or the construction of the vertical elements of such Building has commenced. "Completion of Construction" shall mean: (i) substantial completion of Building A, B C, or D as the case may be; and (ii) a final certificate of occupancy has been issued for the core and shell of Building A, B, C or D, as the case may be. "Effective Date" shall mean the last date of execution of this Agreement. "Event of Bankruptcy or Insolvency" shall mean the dissolution or termination of a party's existence as a going business, insolvency, appointment of receiver for any part of a party's property and such appointment is not terminated within ninety (90) 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 such party, and such proceeding is not dismissed within ninety (90) days after the filing thereof. "First Year of Abatement" shall mean January 1 of the calendar year immediately following the date of issuance of the certificate of occupancy for the core and shell of Building A, B, C or D, as the case may be. "Force Majeure" shall mean any contingency or cause beyond the reasonable control of a party 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 such party), fires, explosions or floods, strikes, slowdowns or work stoppages. "Improvements" shall mean collectively, Buildings A, B and C (and if constructed, = Building D). "Land" means the real property described in Exhibit "A ". "Premises" shall collectively mean the Land and the Improvements following construction thereof. "Taxable Value" means the appraised value as certified by the Appraisal District as of January 1 of a given year. Article II General Provisions 2.1 Owner is the owner of, the Land, which Land is located within the city limits of the City and within the Zone. Owner intends to construct the Improvements on the Land. 2.2 The Premises are not in an improvement project financed by tax increment bonds. KTR Coppell LLC / /Tax Abatement Agreement —Page 3 21239 HOU:- 2744756.6 2.3 This Agreement is entered into subject to the rights of the holders of outstanding bonds of the City. 2.4 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 governing body of any taxing units joining in or adopting this Agreement. 2.5 The Owner agrees to provide to the tenants of the Premises, the benefit of the tax abatement of the Improvements granted herein. Owner shall, upon written request, provide the City, with reasonably satisfactory evidence that the benefits of this Tax Abatement Agreement have been provided to any such tenants. 2.6 Owner shall before May 1, of each calendar year that the Agreement is in effect, certify in writing to the City that it is in material compliance with each term of the Agreement. 2.7 The Land 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 redevelopment within the Zone. Article III Tax Abatement Authorized 3.1 This Agreement is authorized by the Tax Code and in accordance with the City Tax Abatement Guidelines, and approved by resolution of the City Council. 3.2 Subject to the terms and conditions of this Agreement, and provided the combined Taxable Value for the portion of the Improvements with respect to which Completion of Construction has occurred, excluding the Land, is at least 5.5 Million Dollars ($5,500,000.00) as of January 1 of the First Year of Abatement and as of January 1 of each year thereafter that this Agreement is in effect, the City hereby grants Owner an abatement of seventy -five percent (75 %) of the Taxable Value of each Building for a period of five (5) consecutive years beginning with the First Year of Abatement. The actual percentage of Taxable Value of the respective Building comprising the Improvements subject to abatement for each year this Agreement is in effect will apply only to the portion of the Taxable Value of the Building comprising the Improvements that exceeds the Base Year Taxable Value. 3.3 The period of tax abatement herein authorized with respect to each of Buildings A, B, C, or D as applicable, shall be for a period of five (5) consecutive years, commencing with the First Year of Abatement following Completion of Construction with respect to each of Buildings A, B, C, or D, as applicable. By way of example only, in the event Completion of Construction with respect to Buildings A, B and C occurs during calendar year 2009 and Completion of Construction with respect to Building D occurs during calendar year 2010, the First Year of Abatement with respect to Building A, B and C shall be the calendar year 2010 and continue for five (5) years thereafter, and the First Year of Abatement with respect to Building D shall be the calendar year 2011 and continue for five (5) years thereafter KTR Coppell LLC / /Tax Abatement Agreement —Page 4 21239 HOU:- 2744756.6 3.4 During the period of tax abatement herein authorized, Owner shall be subject to all taxation not abated, including but not limited to, sales tax and ad valorem taxation on land, inventory and supplies. 3.5 The City hereby grants Owner a waiver of fifty percent (50 %) of the Roadway Impact and Building Permit fees up to Two Hundred Thousand Dollars ($200,000.00) upon Completion of Construction of the approved exterior fagade improvements to the existing Minyard's food store. Article IV Improvements 4.1 Owner owns, the Land and intends to construct or cause to be constructed thereon Buildings A, B and C; provided, however, Owner shall have no obligation to construct Buildings A, B and C on the Land but the construction of Buildings A, B, and C is a condition precedent to tax abatement for Buildings A, B and C pursuant to this Agreement. The Owner may, but is not obligated to construct or cause to be constructed Building D on the Land, but the Completion of Construction Buildings D within five (5) years after the Effective Date is a condition precedent to tax abatement for Building D pursuant to this Agreement. The failure to cause Commencement of Construction of Building D or Completion of Construction of Building D shall not be an event of default with respect to the tax abatement pursuant to this Agreement for Buildings A, B and C. 4.2 (a) As a condition precedent to the initiation of the Owner's tax abatement pursuant to this Agreement for Buildings A, B and C , Owner agrees, subject to events of Force Majeure, to cause Commencement of Construction of all or a portion of any or all of Buildings A, B, or C to occur on or before December 31, 2009, and to cause Completion of Construction of Buildings A, B, and C to occur within sixty (60) calendar months thereafter, as good and valuable consideration for this Agreement, and that all construction of Buildings A, B, and C will be in accordance with all applicable state and local laws, codes, and regulations (or valid waiver thereof). (b) As a condition precedent to the initiation of the Owner's tax abatement pursuant to this Agreement for Building D, Owner agrees, subject to events of Force Majeure, to cause Completion of Construction of Building D to occur within five (5) years after the Effective Date, as good and valuable consideration for this Agreement, and that all construction of the Building D will be in accordance with all applicable state and local laws, codes, and regulations (or valid waiver thereof). 4.3 Construction plans for the Improvements constructed on the Land will be filed with the City, which shall be deemed to be incorporated by reference herein and made a part hereof for all purposes. 4.4 Owner agrees to maintain the Improvements during the term of this Agreement in accordance with all applicable state and local laws, codes, and regulations. Owner agrees that the Improvements shall be used (in a manner consistent with any permitted use under the Light Industrial zoning classification for a period of five (5) years commencing on the respective date(s) the certificate(s) of occupancy for the Building A, B, C or D, as applicable. KTR Qgppell LLC/Tax Abatement Agreement —Page 5 21239 HOU: 2744756.6 4.5 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 prior written notice to Owner (which shall not be less than forty -eight (48) hours prior notice), and in accordance with Owner's and /or Owner's tenants' visitor access and security policies, in order to insure that the construction of the Improvements are in accordance with this Agreement and all applicable state and local laws and regulations (or valid waiver thereof). KTR C=ell LLCHTax Abatement Agreement —Page 6 E4P7II HOU: 2744756.6 Article V Default: Recapture of Tax Revenue 5.1 In the event Owner: (i) fails to cause Commencement of Construction or Completion of Construction of Buildings A, B, and C in accordance with this Agreement or the - Improvements in accordance with applicable State or local laws, codes or regulations; (ii) has delinquent ad valorem or sales taxes owed to the City (provided Owner retains its right to timely and properly protest such taxes or assessment); (iii) has an "Event of Bankruptcy or Insolvency"; or (iv) breaches any of the terms and conditions of this Agreement, then Owner after the expiration of the notice and cure periods described in Section 5.2 below, shall be in default of this Agreement. As liquidated damages in the event of such default, the Owner shall, within thirty (30) days after written demand, pay to the City all taxes which otherwise would have been paid by the Owner to the City without benefit of a tax abatement for the Improvements, 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 abated tax, including interest as a result of this Agreement, shall be recoverable against the Owner, its successors and assigns and shall constitute a tax lien against the Premises, and shall become due, owing and shall be paid to the City within thirty (30) days after written demand. The City shall have all remedies for the collection of the abated tax provided generally in the Tax Code for the collection of delinquent property tax. 5.2 Upon breach by Owner of any obligations under this Agreement, the City shall notify the Owner in writing, who 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 Owner has diligently pursued such remedies as shall be reasonably necessary to cure such default, then the City may extend the period in which the default must be cured. 5.3 If the Owner fails to cure the default within the time provided as specified above or, as such time period may be extended, then the City at its sole option shall have the right to terminate this Agreement, by written notice to the Owner. 5.4 Upon termination of this Agreement by City, all tax 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 after a notice of termination is made. The City shall have all remedies for the collection of the abated tax 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 the abated tax for the purposes of the Agreement shall be based upon the full Taxable Value of the Improvements, without tax abatement for the years in which tax abatement hereunder was received by the Owner, 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 and shall commence to accrue after expiration of the thirty (30) day payment period. KTR CpMell LLC / /Tax Abatement Agreement —Page 7 21239 HOU:- 2744756.6 Article VI Annual Application for Tax Exemption It shall be the responsibility of the Owner 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 situs. A copy of the exemption application shall be submitted to the City upon request. Article VII Annual Rendition The Owner shall annually render the value of the Improvements to the Appraisal District and provide a copy of the same to the City upon written request. Article VIII Miscellaneous 8.1 Notice 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 or overnight delivery: If intended for Owner, to: Attn: Frank Ryan, Sr. V. P. KTR Coppell LLC 300 Barr Harbor Drive, Suite 150 Conshohocken, Pennsylvania 19428 With a copy to: Christopher Boehler Andrews Kurth LLP 600 Travis Suite 4200 Houston, Texas 77002 If intended for City, to: Attn: City Manager City of Coppell, Texas P. O. Box 478 Coppell, Texas 75019 KTR Coppell LLC/Tax Abatement Agreement -Page 8 21239 HOU:- 2744756.6 With a copy to: Peter G. Smith Nichols, Jackson, Dillard, Hager & Smith, L.L.P. 1800 Lincoln Plaza 500 N. Akard Dallas, Texas 75201 8.2 Authorization. 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. 8.3 Severability In the event any section, subsection, paragraph, sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. 8.4 Governing Law This Agreement shall be construed under'the laws of the State of Texas. Venue for any action under this Agreement shall be the State District Court of Dallas County, Texas. This Agreement is performable in Dallas County, Texas. The parties agree to submit to the personal and subject matter jurisdiction of said court. 8.5 Counterparts This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute or_e and the same instrument. 8.6 Entire Agreement This Agreement embodies the complete agreement of the parties hereto, superseding all oral or written previous and contemporary agreements between the parties and relating 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. 8.7 Recordation A certified copy of this Agreement shall be recorded by the City, at no cost to Owner, in the Deed Records of Dallas County, Texas. 8.8 Recitals The determinations recited and declared in the preambles to this Agreement are hereby incorporated herein as part of this Agreement. 8.9 Exhibits. All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. 8.10 Assignment. This Agreement shall be binding on and inure to the benefit of the parties to it and their respective heirs, executors, administrators, legal representatives, successors, and permitted assigns. This Agreement may not be assigned without the prior written consent of the City Manager, which consent shall not be unreasonably withheld, conditioned or delayed. 8.11 Survival of Covenants Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the termination of this Agreement shall survive termination. KTR C=ell LLCHTax Abatement Agreement -Page 9 21239 HOU:- 2744756.6 EXECUTED in duplicate originals City of Co rpej;Texas I X By: Douglas N. 9toverjMayor Attest: -ez - . lt-�� B Libby Ball, & Secretary Agreed as to City Attorney EXECUTED in duplicate originals the,�� day of , 2008. KTR Coppell, LL By: Name: Fr Title: Senior Vice President KTR Coppell LLC / /Tax Abatement Agreement -Page 10 21239 HOU:- 2744756.6 City's Acknowledgment State of Texas § County of Dallas § This instrument was acknowledged Before Me on the 7 — day o 08, By Douglas N. Stover, Mayor of the City of Coppell, Texas , a Texas municipality, on behalf of said municipality. X t No Public, a of Texas My Commission Expires: (7 LIBBY BALL Notary Public State of Texas eres Comm. Expi 6- 11.2012 -- Owner's Acknowledgment �� n , .o�nw2�. (�f - t. of ��1 § M��turnev) § County ofM&W § 2�tyO�l This instrument was acknowledged Before Me on the _r day of v "'y Frank Ryan, Senior Vice President of KTR Coppell, LLC, on behalf of said limited liability company. 1 Notary Public, State My Commission Expires: q- V- 2-0 I o EALTH OF PENNSYLVANIA NOTAR!.A� 1 SEgL AISHA NYAZ!E Notary Public CWWK* odcen Soro., Mont COINniNion Expires 1201Q Coun KTR Coppell LLCHTax Abatement Agreement —Page 11 21239 HOU:- 2744756.6 Exhibit " A " Legal Description of Land To Be Attached KTR CgMell LLCHTax Abatement Agreement —Page 12 21239 HOU: 2744756.6 STATE OF TEXAS DALLAS COUNTY OWNERS CERTIFICATION WHEREAS KTR COPPELL LLC is the owner of a tract or parcel of land situated in the S.A., and M.G. Railroad Survey Survey Abstract No. 1439, Dallas County, Texas, and being parts of Lots 1 and 2, Block 1, of the Minyard Addition, an addition to the City of Coppell as recorded in Volume 97056, Page 1150, Deed Records of Dallas County, Texas (D.R.D.C.T.), and also being part of that tract of land described in Deed to Minyard Food Stores, Inc as recorded in Volume 80037, Page 2327, (D.R.D.C.T.), and part of that tract of land described in Deed to Minyard Properties, Inc as recorded in Volume 84146, Page 2788, (D.R.D.C.T.) (now known as Minyard Food Stores, Inc), and being more particularly described as follows: BEGINNING at a 5/8 -inch iron rod with cap stamped "Transystems Corporation" found for corner at the intersection of the south right -of -way line of Bethel Road (a variable width right -of- way) and the west right -of -way line of Freeport Parkway (a variable width right -of -way); THENCE South 01 degree 24 minutes 00 seconds West, along said west right -of -way line of Freeport Parkway, a distance of 1,788.23 feet to a point for corner on the north line of a tract of land described in deed to Dallas Area Rapid Transit Property Acquisition Corporation as recorded in Volume 91008, Page 1341 (D.R.D.C.T.) from which a 1/2 -inch iron rod with cap stamped "Horizon Survey Co." bears South 31 degrees 13 minutes 23 seconds East, a distance of 0.29 feet; THENCE South 87 degrees 24 minutes 00 seconds West, departing said west right -of -way line and along said north line, a distance of 1,838.72 feet to a 1/2 -inch iron rod found for southwest corner of said Minyard tract and also being the southeast corner of a tract of land described in deed to United States Post Office North Texas as recorded in Volume 87108, Page 3399 (D.R.D.C.T.); THENCE North 01 degree 44 minutes 17 seconds East, departing said north line and along said common line, a distance of 822.33 feet to a 1/2 -inch iron rod found for corner; THENCE North 88 degrees 23 minutes 16 seconds West, continuing along said common line, a distance of 14.08 feet to a point for comer from which a 1/2 -inch iron rod bears North 69 degrees 06 minutes 48 seconds East, a distance of 0.45 feet; THENCE North 01 degree 36 minutes 44 seconds East, continuing along said common line, a distance of 1,187.42 feet to a 1/2-inch iron rod with cap stamped "Halff Associates, Inc." set for corner on the south right -of -way line of said Bethel Road; THENCE along said south right -of -way line of Bethel Road the following bearings and distances: South 79 degrees 45 minutes 34 seconds East, a distance of 436.26 feet to a 1/2 -inch iron rod with cap stamped " Halff Associates, Inc." set for corner; South 88 degrees 40 minutes 08 seconds East, a distance of 1,147.30 feet to a 5/8 -inch iron rod with cap stamped "Transystems Corporation" found for corner; South 01 degree 49 minutes 20 seconds West, a distance of 10.95 feet to a 5/8 -inch iron rod with cap stamped "Transystems Corporation " found for corner; South 88 degrees 10 minutes 40 seconds East, a distance of 245.95 feet to a 5/8 -inch iron rod with cap stamped "Transystems Corporation " found for comer; South 43 degrees 34 minutes 02 seconds East, a distance of 20.99 feet to the POINT OF BEGINNING AND CONTAINING 3,464,226 square feet, or 79.528 acres of land, more or less. Filed and Recorded Official Public Records John F. Warren, County Clerk Dallas County, TEXAS 03/19/2010 10:54:35 AM $76.00 201000067236