RE 2010-1026.1J� 201100125807 /
RESOLUTION 1/16
RESOLUTION NO. ,ZO/ 0 - / 6 2L, .
A RESOLUTION OF THE CITY OF COPPELL, TEXAS, APPROVING THE
TERMS AND CONDITIONS OF AN AMENDED AND RESTATED TAX ABATEMENT
AGREEMENT BY AND BETWEEN THE CITY OF COPPELL, TEXAS AND CCI -B
GATEWAY I, LP; AUTHORIZING ITS EXECUTION BY THE MAYOR PRO TEM; AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council has been presented a proposed Amended and Restated Tax
Abatement Agreement ( "Agreement ") by and between the City of Coppell, Texas and CCI -B
Gateway I, LP, a Texas limited partnership, 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 Pro Tern 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 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 Pro Tern is hereby
authorized to execute the Agreement on behalf of the City of Coppell, Texas.
SECTION 2. 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 F��-day of OCZ(,, — , 2010.
CITY OF COPPELL, TEXAS
BOB MAHALIK, MAYOR PRO TEM
Page 1
ATTEST:
LIBBY BALL,UY SECRETARY
MUs 9 98
CITY ATTORNEY
(PG S:tlo:10 -18- 10:44453 )
Page 2
STATE OF TEXAS §
§ AMENDED AND RESTATED
§ TAX ABATEMENT AGREEMENT
COUNTY OF DALLAS §
This Amended and Restated Tax Abatement Agreement (the "Agreement ") is entered into by
and between the City of Coppell, Texas (the "City ") and CCI -B Gateway I, LP, a Texas limited
partnership ( "CCI -B "), acting by and through their authorized representatives.
WITNESSETH:
WHEREAS, the City and TDC Gateway Business Center, L.P., a Texas limited partnership
( "TDC ") previously entered into that certain Tax Abatement Agreement dated January 15, 2008 filed
for record in the Official Public Records of Dallas County, Texas at file No. 20080025306 (the
"Original Tax Abatement Agreement "); and
WHEREAS, in March 2008, TDC substantially completed the construction of (i) the 1225
Freeport Parkway Improvements (hereinafter defined) on the 1225 Land (hereinafter defined) and (ii)
the 1275 Freeport Parkway Improvements on the 1275 Land (hereinafter defined); and
WHEREAS, TDC transferred and conveyed the Land (hereinafter defined) and
Improvements (hereinafter defined) to The Lincoln National Life Insurance Company, ( "Lincoln ");
and
WHEREAS, the City, TDC, as the assignor, and Lincoln, as the assignee entered into that
certain Assignment of Tax Abatement Agreement dated February 16, 2010 recorded in the Official
Public Records of Dallas County, Texas recorded at file No. 201000039521 pursuant to which the
Original Tax Abatement Agreement was assigned to Lincoln in connection with its purchase of the
Land and Improvements; and
WHEREAS, Lincoln transferred and conveyed the 1225 Premises and the 1275 Premises to
CCI -B; and
WHEREAS, the City, Lincoln, as the assignor, and CCI -B, as an assignee, entered into that
certain Assignment of Tax Abatement Agreement dated September 29, 2010 and recorded in the
Official Public Records of Dallas County, Texas, pursuant to which the Original Tax Abatement
Agreement was assigned to CCI -B in connection with the purchase of the Land and related
Improvements; and
WHEREAS, the City and CCI -B (collectively, the "Parties ") desire to amend and restate the
Original Tax Abatement Agreement as set forth herein to (i) reflect that the Improvements have been
completed as required by the Original Tax Abatement Agreement, and (ii) separate the 1225
Premises and the 1275 Premises in this Agreement in anticipation that the 1225 Premises and the
1275 Premises, respectively, may be owned by different owners in the future; and
Page 1 I Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
WHEREAS, the City Council of the City of Coppell, Texas, (the "City Council "), passed an
Ordinance (the "Ordinance ") establishing Tax Abatement Reinvestment Zone No. 58 (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 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, CCI -B currently owns both the 1225 Premises and the 1275 Premises; and
WHEREAS, the development efforts of CCI -B and their predecessors -in- interest, as
described in the Original Tax Abatement Agreement and as described herein, will create permanent
new jobs in the City; and
WHEREAS, the City Council finds that the contemplated use of the Premises, including the
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
WHEREAS, the City Council finds that (i) the Improvements sought are feasible and
practicable and (ii) it 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 are located; and
WHEREAS, the City desires to enter into an agreement with CCI -B for the abatement of
taxes pursuant to Chapter 312 of the Tax Code as amended; and
WHEREAS, the Parties are authorized by the Texas Tax Code to amend the Original Tax
Abatement Agreement as set forth herein; and
Page 2 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
WHEREAS, the Parties acknowledge that the Improvements have been constructed on the
Land but that the tax abatement granted herein for the Improvements has not commenced.
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 the City and the enhancement of the tax
base in the City, the Parties agree to amend and restate the Original Tax Abatement Agreement in its
entirety, as follows:
Article I
Definitions
Wherever used in this Agreement, the following terms shall have the meanings ascribed to
them:
"1225 Base Year Taxable Value" shall mean the Taxable Value for the 1225 Freeport
Parkway Improvements for the calendar year 2007.
"1225 First Year of Abatement' shall mean, for the 1225 Freeport Parkway Improvements,
the calendar year (i.e., beginning on January 1) immediately following the date of issuance of the
first certificate of occupancy by the City to a tenant to occupy the 1225 Freeport Parkway
Improvements, but in no event later than December 31, 2012.
"1225 Freeport Parkway Improvements" shall mean the (i) two -story office building
containing approximately 111,934 square feet of space having an address of 1225 Freeport Parkway,
Coppell, Texas and constructed on the 1225 Land, and (ii) other ancillary facilities such as reasonably
required parking and landscaping more fully described in the submittals filed with the City, from time
to time, by the Owner of such improvements in order to obtain a building permit(s).
"1225 Land" shall mean an 8.60 acre tract within the Land located in the Gateway Corporate
Center on Freeport Parkway north of Interstate Highway 635, as more particularly described on
Exhibit "B ".
"1225 Freeport Owner" shall mean CCI -B, its successors, permitted assignees or any
subsequent owners of the 1225 Premises, subject however to Section 8.11 of this Agreement.
"1225 Premises" shall mean the 1225 Freeport Parkway Improvements and the 1225 Land.
"1275 Base Year Taxable Value" shall mean the Taxable Value for the 1275 Freeport
Parkway Improvements for the calendar year 2007.
"1275 First Year of Abatement' shall mean, for the 1275 Freeport Parkway Improvements,
the calendar year (i.e., beginning on January 1) immediately following the date of issuance of the
first certificate of occupancy by the City to a tenant to occupy the 1275 Freeport Parkway
Improvements., but in no event later than December 31, 2012.
Page 3 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
"1275 Freeport Parkway Improvements" shall mean the (i) two -story office building
containing approximately 116,156 square feet of space having an address of 1275 Freeport Parkway,
Coppell, Texas and constructed on the 1275 Land, and (ii) other ancillary facilities such as reasonably
required parking and landscaping more fully described in the submittals filed with the City, from time
to time, by the Owner of such improvements in order to obtain a building permit(s).
"1275 Land" shall mean a 9.49 acre tract within the Land located in the Gateway Corporate
Center on Freeport Parkway north of Interstate Highway 635, as more particularly described on
Exhibit "C ".
"1275 Freeport Owner" shall mean CCI -B, its successors, permitted assignees or any
subsequent owners of the 1275 Premises, subject however to Section 8.11 of this Agreement.
"1275 Premises" shall mean the 1275 Freeport Parkway Improvements and the 1275 Land.
"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.
"City" shall mean the City of Coppell, Texas acting by and through its city manager, or
designee.
"Completion of Construction" shall mean substantial completion of the shell of the
respective Improvements which occurred in March, 2008.
"Effective Date" shall mean the last date of execution of this Agreement.
"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 (i) collectively mean the 1225 Freeport Parkway Improvements and
the 1275 Freeport Parkway Improvements and (ii) respectively, the 1225 Freeport Parkway
Improvements or the 1275 Freeport Parkway Improvements, as the context may require.
"Land" means the real property described in Exhibit "A ", which is comprised of the 1225
Land and the 1275 Land.
"Owners" shall collectively mean the 1225 Freeport Owner and the 1275 Freeport Owner,
and may be individually referred to herein as an "Owner ".
Page 4 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
"Premises" shall (i) collectively mean the 1225 Premises and the 1275 Premises and (ii)
respectively, the 1225 Premises or the 1275 Premises, as the context may require.
"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 The Land is located within the city limits of the City and within the Zone. The
previous owner of the Premises constructed (or caused to be constructed) the Improvements on the
Land in accordance with the Original Tax Abatement Agreement.
2.2 The Premises are not in an improvement project financed by tax increment bonds.
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 Each Owner, for itself, agrees to provide to the tenants of its respective Premises,
the benefit of the tax abatement of the Improvements granted herein. Each Owner shall, upon
written request, provide the City, with satisfactory evidence that the benefits of this Tax
Abatement Agreement have been provided to such Owner's tenants.
2.6 Each Owner shall, before May 1, of each calendar year that the Agreement is in effect,
certify in writing to the City that such Owner is in 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 aggregate
Taxable Value for the 1225 Freeport Parkway Improvements, excluding the 1225 Land, is at least
$2.75 Million Dollars ($2,750,000.00) as of both (i) January 1 of the 1225 First Year of Abatement
and (ii) as of January 1 of each year thereafter that this Agreement is in effect, the City hereby grants
the 1225 Freeport Owner an abatement of seventy-five percent (75 %) of the Taxable Value of the
Page 5 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
1225 Freeport Parkway Improvements for a period of five (5) consecutive years beginning with the
1225 First Year of Abatement. The actual percentage of Taxable Value of the 1225 Freeport
Parkway Improvements subject to abatement for each year this Agreement is in effect will apply only
to the portion of the Taxable Value of the 1225 Freeport Parkway Improvements that exceeds the
1225 Base Year Taxable Value.
3.3 Subject to the terms and conditions of this Agreement and provided the aggregate
Taxable Value for the 1275 Freeport Parkway Improvements, excluding the 1275 Land, is at least
$2.75 Million Dollars ($2,750,000.00) as of both (i) January 1 of the 1275 First Year of Abatement
and (ii) as of January 1 of each year thereafter that this Agreement is in effect, the City hereby grants
1275 Freeport Owner an abatement of seventy -five percent (75 %) of the Taxable Value of the 1275
Freeport Parkway Improvements for a period of five (5) consecutive years beginning with the 1275
First Year of Abatement. The actual percentage of Taxable Value of the 1275 Freeport Parkway
Improvements subject to abatement for each year this Agreement is in effect will apply only to the
portion of the Taxable Value of the 1275 Freeport Parkway Improvements that exceeds the 1275
Base Year Taxable Value.
3.4 The period of tax abatement herein authorized for the 1225 Freeport Parkway
Improvements shall be for a period of five (5) consecutive years from the 1225 First Year of
Abatement, and the period of tax abatement herein authorized for the 1275 Freeport Parkway
Improvements shall be for a period of five (5) consecutive years from the 1275 First Year of
Abatement.
3.5 During the period of tax abatement herein authorized, the applicable 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.
Article IV
Improvements
4.1 CCI -B is the current owner of the Premises, which include both the (i) 1225 Freeport
Parkway Premises and the 1275 Freeport Parkway Premises. The Parties acknowledge that a prior
owner of the Premises has caused Completion of Construction of the 1225 Freeport Parkway
Improvements and the 1275 Freeport Parkway Improvements to a shell condition in accordance with
the Original Tax Abatement Agreement.
4.2 The Parties agree that, to their knowledge and subject to events of Force Majeure, the
construction of the Improvements has been completed in accordance with all applicable state and
local laws, codes, and regulations (or valid waiver thereof).
4.3 The construction plans for the Improvements constructed on the Land filed with the
City shall be deemed to be incorporated by reference herein and made a part hereof for all purposes.
4.4 1225 Freeport Owner agrees to maintain the 1225 Freeport Parkway Improvements
during the term of this Agreement in accordance with all applicable state and local laws, codes, and
regulations. 1225 Freeport Owner agrees that the 1225 Freeport Parkway Improvements shall be
Page 6 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
used only as an office building and/or industrial warehouse (with ancillary office uses) for a period
of five (5) years commencing with the 1225 First Year of Abatement. 1275 Freeport Owner agrees
to maintain the 1275 Freeport Parkway Improvements during the term of this Agreement in
accordance with all applicable state and local laws, codes, and regulations. 1275 Freeport Owner
agrees that the 1275 Freeport Parkway Improvements shall be used only as an office building
and/or industrial warehouse (with ancillary office uses) for a period of five (5) years commencing
with the 1275 First Year of Abatement.
Article V
Default: Recapture of Tax Revenue
5.1 In the event either of the Owners: (i) has delinquent ad valorem or sales taxes owed to
the City (provided such Owner retains its right to timely and properly protest such taxes or
assessment); (ii) suffers an event of "Bankruptcy or Insolvency "; or (iii) breaches any of the terms
and conditions of this Agreement, then such Owner (the "Defaulting Party") after the expiration of
the notice and cure periods described below, shall be in default of this Agreement.
5.2 Upon breach by a Defaulting Party of any obligations under this Agreement, the City
shall notify the Defaulting Party in writing, which 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 such Defaulting Party 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 Defaulting Party 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 with respect to the Defaulting Party (the "Terminated Party"), by written
notice to such Terminated Party. As liquidated damages in the event of such default, the Terminated
Party shall, within thirty (30) days after demand, pay to the City all taxes which otherwise would have
been paid by the Terminated Party to the City without benefit of a tax abatement for its respective
Improvements (Le., the 1225 Freeport Parkway Improvements or the 1275 Freeport Parkway
Improvements, as applicable), 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 a termination pursuant to the terms of this Section 5.3 would be speculative
and difficult to determine. The Parties further agree that any abated tax on the Terminated Party's
Improvements, including interest as a result of this Agreement, shall be recoverable against the
Terminated Party, its successors and assigns and shall constitute a tax lien against the Terminated
Party's Improvements and underlying portion of the Land (Le., the 1225 Land or the 1275 Land, as
applicable) on which such Improvements are located until paid in full, and shall become due, owing
and shall be paid to the City within thirty (30) days after delivery of the City's written notice of
termination of this Agreement with respect to such Terminated Party (and its respective portion of the
Land and Improvements).
5.4 Upon termination of this Agreement by City with to respect to a Terminated Party, all
tax abated as a result of this Agreement with respect to the Improvements owned by the Terminated
Party, shall become a debt to the City as liquidated damages, and shall become due and payable not
Page 7 I Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
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 owned by the Terminated Party, without tax abatement for the years in
which tax abatement hereunder was received by the Terminated Party, 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.
5.5 Notwithstanding the provisions of this Article V to the contrary, (i) termination of
this Agreement with respect to one Owner (and its respective portion of the Land and
Improvements) shall not constitute a termination of this Agreement with respect to the other Owner
(and its respective portion of the Land and Improvements) unless such other Owner is also a
Defaulting Party and subsequently a Terminated Party pursuant to the terms of this Article V., and (ii)
subject to the terms hereof, this Agreement shall remain in full force and effect with respect to any
Owner (and its respective portion of the Land and Improvements) that is not a Terminated Party.
Article VI
Annual Application for Tax Exemption
It shall be the responsibility of each of the Owners pursuant to the Tax Code, to file an annual
exemption application form with the Chief Appraiser for the appraisal district for their respective
Improvements. A copy of the exemption application shall be submitted to the City upon request.
Article VII
Annual Rendition
Each of the Owners shall annually render the value of their respective 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:
Page 8 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
If intended for CCI -B, to:
CCI -B Gateway I, LP
c/o Capital Commercial Investments, Inc.
720 Brazos, Suite 900
Austin, Texas 78701
Attn: Paul D. Agarwal
Telephone: (512) 472 -6990
Facsimile: (512) 472 -7056
(Email for reference only:
doug @capitalcommercial. com)
If intended for City, to:
With a copy to:
Sneed, Vine & Perry, P. C.
901 Congress Avenue
Austin, Texas 78701
Attn: William D. Brown
Telephone: (512) 494 -3127
Facsimile: (512) 476 -1825
(Email for reference only:
bbrown @sneedvine.com)
With a copy to:
Attn: City Manager
Peter G. Smith
City of Coppell, Texas
Nichols, Jackson, Dillard, Hager &
P. O. Box 478
Smith, L.L.P.
Coppell, Texas 75019
1800 Lincoln Plaza
500 North Akard
Dallas, Texas 75201
8.2 Authorization. This Agreement was authorized by resolution of the City Council.
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 governed by the laws of the State of Texas. Venue
for any action under this Agreement shall be the State District Court of Dallas County, Texas. The
Parties agree to submit to the personal and subject matter jurisdiction of said court.
8.5 Countemarts 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.
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 Recitals The determinations recited and declared in the preambles to this Agreement
are hereby incorporated herein as part of this Agreement.
8.8 Exhibits. All exhibits to this Agreement are incorporated herein by reference for all
purposes wherever reference is made to the same.
Page 9 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
8.9 Employment of Undocumented Workers During the term of this Agreement each
Owner agrees not to knowingly employ any undocumented workers and if convicted of a violation
under 8 U.S.C. Section 1324a (0, such Owner shall repay the amount of the abated taxes pursuant
to this Agreement as of the date of such violation within 120 business days after the date such
Owner is notified by City of such violation, plus interest at the rate of 6% compounded annually
from the date of violation until paid. Neither Owner is liable for a violation of this section by a
subsidiary, affiliate, tenant or franchisee of the respective Owner or by a person with whom such
Owner contracts.
8.10 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.
8.11 Assignment. This Agreement shall be binding on and inure to the benefit of the
Parties 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.
(Signature Page to Follow)
Page 10 Amended and Restated Tax Abatement Agreement
City of CoppeH and CCI -B Gateway I,LP (45680)
EXECUTED in duplicate originals the 2(, ay of O cial, , 2010.
'ot �yt rue UBBY BALL
Notary Public
' State of Texas
ar + re a� t�� Comm. Expires 6 -11 -2012
Approved qd to
City Attorney,
THE STATE OF TEXAS §
COUNTY OF DALLAS §
CITY OF COPPELL, TEXAS
By: t,�F
Bob Mahalik, Mayor Pro Tern
Attest:
B
Li by Ball, Secretary
This instrument was acknowledged before me on this 2(i� 'day of C6WA421—Z,
2010, by Bob Mahalik, Mayor Pro Tern of the City of Coppell, Texas, a Texas municipality, on
behalf of said municipality.
Nota ublic — �te of Texas
Page 11 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
EXECUTED in duplicate originals the � day of I ,f , 2010.
CCI -B Gateway I, LP, a Texas limited partnership
By: CCI -B III Gateway GP, LLC, a Texas limited liability
company, its General Partner
By: CCI -B III, LLC, a Delaware limited liability
company, its Managing Member
By: CCI -PDA No. 3, L.P., a Texas limited
partnership, its Managing Member
By: CCI -B PDA GP, LLC, a Texas
limited liability company i General
Partner ^�
D. Agarwal, Manager
THE STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me on this 13 day of 64-
2010, by Paul D. Agarwal, Manager of CCI -B PDA GP, LLC, a Texas limited liabA 'ty company,
General Partner of CCI -PDA No. 3, L.P., a Texas limited partnership, Managing Member of
CCI -B III, LLC, a Delaware limited liability company, Managing Member of CCI -B III Gateway
GP, LLC, a Texas limited liability company, General Partner of CCI -B Gateway I, LP, a Texas
limited partnership, on behalf of said limited partnership.
Notary Public - State of Texas
Danna McDaniel
Notary Nuhli<
. State of Texas
My Commission Expires
November 21, 2012
Page 12 Amended and Restated Tax Abatement Agreement
City of Coppell and CCI -B Gateway I,LP (45680)
Exhibit A
LEGAL DESCRIPTION
OWNER'S CERTIFICATE
STATE OF TEXAS
COUNTY OF DALLAS
WHEREAS TDC Gateway Business Center, L.P. is the owner of a tract of land situated In the
City of Coppell, Dallas County, Texas, and being a part of the Cardelia Bowen Survey, Abstract
Number 56 and the Joel Wilson Survey, Abstract Number 1555 and being pert of a tract of
land described as Tract A to TDC Gateway Business Center, L.P. as recorded In Document No.
200600457351,
Official Public Records of Dallas County, Texas, (O.P.R.D.C.T.), and being more particularly
described as follows:
COMMENCING at a 1/2 -Inch found Iron rod with a yellow plastic cap stomped'HALFF ASSOC
INC' (hereinafter referred to as 'with cap') for the southwest corner of Gateway Business Park
No.2, an addition to the City of Coppell as recorded In Volume 98043, Page 0001, Deed Records
of Dallas County, Texas D.R.D.C.T., and being on the northerly right -of -way line of Interstate
Highway 635 as recorded in Volume 79122, Page 1381,D.R.D.C.T.;
THENCE South 36 degrees 44 minutes 37 seconds East, along said northerly right -of -way line, a
distance of 575.13 feet to the POINT OF BEGINNING at a 112 -Inch set Iron rod with cap on the
south line of a Lone Star Gas Company easement as recorded In Volume 71167, page
1308,D.R.D.C.T.;
THENCE South 89 degrees 03 minutes 34 seconds East, along the south line of said Lone Star
Gas Company Easement and along the south line of a Lone Star Gas Company Easement as
recorded In Volume 71167, Page 1306, D.R.D.C.T., a distance of 1033.54 to a 1 /2 -1nch set
Iron rod with cap on the west right -of -way line of Freeport Parkway (0 variable width right -of -way)
as recorded In Volume 98067, Page 3324,D.R.D.C.T.;
THENCE South 35 degrees 16 minutes 43 seconds East, along said west right -of -way line, 0
distance of 104.07 feet to a 1 /2 -1nch set Iron rod with cop for the point of curvature of a tangent
circular curve to the right having a radius of 770.00 feet and whose chord bears South 11
degrees 48 minutes 27 seconds East, a distance of 613.36 feet, from which a 5/8 -Inch found Iron
rod bears South 24 degrees 51 minutes 40 seconds East, a distance of 1.99 feet;
THENCE Southeasterly, continuing along said west right -of -way line and along said curve to the
right, through a central angle of 46 degrees 56 minutes 33 seconds, an arc distance of 630.86
feet to a 1/2-Inch set Iron rod with cap for the point of tangency;
THENCE South 11 degrees 39 minutes 50 seconds West, continuing along said West right -of-
way line, a distance of 245.91 feet to the southerly southwest corner of said right -of -way for
Freeport Parkway;
THENCE South 78 degrees 20 minutes 10 seconds East, along the south line of said right -of-
way, a distance of 0.39 feet to a point for corner of a tract of land described to the Texas
Department of Transportation TxDOT) as recorded In Volume 84195, Page 0604, D.R.D.C.T.,
and being on the northerly right -of -way line of Interstate Highway 635, from which a TxDOT brass
disc monument found bears North 56 degrees 3- minutes 39 seconds West, a distance of 0.19
feet;
THENCE South 66 degrees 59 minutes 56 seconds West, departing said Freeport Parkway right-
of -way line and along said I. H. 635 right -of -way line, a distance of 80.88 feet to a point for corner,
from which a 5/8 -Inch found Iron rod beers South 28 degrees 04 minutes 11 seconds East, a
distance of 1.75 feet;
THENCE North 80 degrees 50 minutes 21 seconds West, continuing along sold I. H. 635
right -of -way line, a distance of 68.28 feet to 0 point for corner, from which 0 found TxDOT
monument bears North 34 degrees 52 minutes 11 seconds West, a distance of 0.30 feet;
THENCE North 78 degrees 19 minutes 41 seconds West, continuing along said I. H. 635
right -of -way line, a distance of 275.97 feet to a TxDOT brass disc monument found for corner;
THENCE North 63 degrees 57 minutes 56 seconds West, continuing along said I. H. 635
right -of -way line, a distance of 157.53 feet to a point for corner, from which 0 found TxDOT brass
disc monument beers North 01 degree 26 minutes 07 seconds West, a distance of 0.36 feet;
THENCE North 42 degrees 29 minutes 08 seconds West, continuing along said 1. H. 635
right -of -way line, a distance of 141.98 feet to a point for corner, from which a found TxDOT brass
disc monument bears North 17 degrees 03 minutes 27 seconds East, a distance of 0.32 feet;
THENCE North 59 degrees 21 minutes 26 seconds West, continuing along sold I. H. 635
right -of -way line, a distance of 28.00 feet to a TxDOT brass disc monument found for corner on
the northeasterly line of a tract of land described to the State of Texas as recorded In Volume
79122, Page 1381, D.R.D.C. T.;
THENCE North 34 degrees 23 minutes 31 seconds West, continuing along sold I. H. 635
right -of -way line and along said northeasterly line, a distance of 810.50 feet to 0 1/2 -Inch set Iron
rod with cap for corner, from which a 1/2 -inch found Iron rod bears South 23 degrees 36 minutes
22 seconds East, a distance of 1.95 feet;
THENCE North 36 degrees 44 minutes 37 seconds West, continuing along said I. H. 635
right -of -way line, a distance of 63.87 feet to the POINT OF BEGINNING AND CONTAINING
787,831 square feet or 18.09 acres of land, more or less.
Filed and Recorded
Official Public Records
John F. Warren, County Clerk
Dallas County, TEXAS
05/17/2011 02:34:16 PM
$76.00
4 �/ 67z-
201100125 807