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RE 2015-0428.1 RESOLUTION NO. 2015-0428.1 A RESOLUTION OF THE CITY OF COPPELL, TEXAS, APPROVING AN ASSIGNMENT OF THE TAX ABATEMENT AGREEMENT BY AND BETWEEN THE CITY OF COPPELL, TEXAS, AND PROLOGIS, A MARYLAND REAL ESTATE INVESTMENT TRUST, TO PROLOGIS L.P., A DELAWARE LIMITED PARTNERSHIP; APPROVING THE TERMS AND CONDITIONS OF AN AMENDED AND RESTATED TAX ABATEMENT AGREEMENT BY AND BETWEEN THE CITY OF COPPELL, TEXAS, AND PROLOGIS L.P.; AUTHORIZING ITS EXECUTION BY THE MAYOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Coppell, Texas, and Prologis, a Maryland Real Estate Investment Trust, entered into that certain Tax Abatement Agreement dated June 10, 2014 ( the “Original Agreement”); and WHEREAS, Prologis, a Maryland Real Estate Investment Trust, desires to assign the Original Agreement to Prologis L.P.; and WHEREAS, the City of Coppell, Texas, desires to consent to the assignment; and WHEREAS, the City of Coppell and Prologis L.P. desire to amend and restate the Original Agreement as set forth in the Amended and Restated Tax Abatement Agreement attached hereto; and WHEREAS, the City Council has been presented a proposed Amended and Restated Tax Abatement Agreement by and between the City of Coppell, Texas, and Prologis L.P., 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 Amended and Restated Tax Abatement 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 City of Coppell, Texas, hereby consents to the assignment of the Original Agreement to Prologis L.P. SECTION 2. The Amended and Restated Tax Abatement 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 1 Mayor is hereby authorized to execute the Amended and Restated Tax Abatement Agreement on behalf of the City of Coppell, Texas. SECTION 3. The Council finds that the improvements proposed to be built upon the Premises described in the Amended and Restated Tax Abatement 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 4. The tax abatement to be granted by the Amended and Restated Tax Abatement Agreement will not include inventory, and supplies. SECTION 5. The improvements proposed for the Premises will accomplish the tax abatement guidelines of the City of Coppell, Texas. SECTION 6. The City Manager delivered to the presiding officer of the governing body of each taxing unit in which the property subject to the Amended and Restated Tax Abatement Agreement is located, a written notice that the City of Coppell, Texas, intends to enter into the Amended and Restated Tax Abatement Agreement. The notice given by the City Manager included a copy of the Amended and Restated Tax Abatement Agreement approved by this Resolution. SECTION 7. This Resolution and the Amended and Restated 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 8. This Resolution shall become effective immediately from and after its passage. 2 • DULY RESOLVED AND ADOPTED by the City Council of the City of Coppell, Texas, on this the,0ay of April,2015. CITY OF COP'ELL,TE S A I '`, ,iii KA NI N SELBO HUN , ' YOR ATTEST: HRISTEL PET INOS,CITY ECRETARY APPROV' P • S TO FORM: di,* 4 /A It/ .iy-, 1,/el/ CITY ATTORNEY (PGS:4-22-15:TM 71314) 3 EXHIBIT"A" (copy of Amended and Restated Tax Abatement Agreement to be attached) 4 STATE OF TEXAS § § AMENDED AND RESTATED § TAX ABATEMENT AGREEMENT COUNTY OF DALLAS § This Amended and Restated Tax Abatement Agreement (the "Amended Agreement") is entered into by and between the City of Coppell, Texas (the "City"), and Prologis L.P., a Delaware Limited Partnership (the "Owner") (each a "Party" and collectively the "Parties"), acting by and through their authorized representatives. WITNESSETH: WHEREAS, the Parties previously entered into that certain Tax Abatement Agreement dated December 9,2014(the"Original Agreement"); and WHEREAS,the Parties desire to amend and restate the Original Agreement as it relates to the size and value of the Improvements;and WHEREAS,the City Council of the City of Coppell, Texas(the"City Council"), passed an Ordinance (the "Ordinance") establishing Tax Abatement Reinvestment Zone No. 91 (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 Amended Agreement in accordance with said Ordinance, the Tax Abatement Guidelines and the Tax Code;and WHEREAS, Owner owns approximately 25.72 acres of land in Prologis Park 121, Freeport Parkway and Highway 121, Coppell, Texas, being further described in Exhibit "A" ("Land"), and intends to construct, or cause to be constructed, a shell industrial building containing approximately 300,360 square feet of space (hereinafter defined as the "Improvements") on the Land;and Page 1 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) 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), and the contemplated Improvements 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 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 Amended Agreement;and WHEREAS, a copy of this Amended 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; NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for other good and 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 Amended Agreement, the following terms shall have the meanings ascribed to them: "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. "Base Year Taxable Value" shall mean the Taxable Value for the Land for the year in which this Amended Agreement is executed. "City" shall mean the City of Coppell, Texas. "Commencement of Construction" shall mean that: (i) the plans have been prepared and all approvals thereof and permits with respect thereto required by applicable governmental authorities have been obtained for construction of the Improvements; (ii) all necessary permits for the construction of the Improvements on the Land pursuant to the respective plans therefore Page 2 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) having been issued by all applicable governmental authorities; and (iii) grading of the Land or the construction of the vertical elements of the Improvements has commenced. "Completion of Construction" shall mean: (i) substantial completion of the Improvements; and (ii) a final certificate of occupancy has been issued for the Improvements. "Effective Date" shall mean the last date of execution of this Amended Agreement. "Expiration Date" shall mean March 1 of the calendar year following the fifth (5th) anniversary date of the First Year of Abatement. "First Year of Abatement" shall mean January 1 of the calendar year immediately following the date of Completion of Construction. "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 a shell industrial building containing approximately 300,360 square feet of space upon Completion of Construction thereof on the Land, 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(s), provided, however,that"Improvements"shall not include the Land. "Land"means the real property described in Exhibit"A". "Owner" shall mean Prologis L.P., a Delaware Limited Partnership. "Premises" shall mean collectively, the Land and Improvements following construction thereof. "Related Agreement" shall mean any other agreement by and between the City and the Owner, its parent company, and any affiliated or related entity owned or controlled by the Owner, or its parent company. "Taxable Value" means the appraised value as certified by the applicable Appraisal District(or its successor) as of January 1 of a given year. Article II General Provisions Page 3 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) 2.1 Owner is the owner of the Land, or is under contract to purchase the Land, which Land is located within the city limits of the City and within the Zone. Owner intends to construct, or cause to be constructed,the Improvements on the Land. 2.2 The Premises are not in an improvement project financed by tax increment bonds. 2.3 This Amended 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. 2.5 Owner shall, before May 1, of each calendar year that the Amended Agreement is in effect, certify in writing to the City that it is in compliance with each term of this Amended Agreement. 2.6 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 Amended 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 Amended Agreement, and provided the Taxable Value for the Improvements, excluding the Land, is at least Eight Million Dollars ($8,000,000.00) as of January 1 of the First Year of Abatement and as of January 1 of each calendar year thereafter during the term of this Amended Agreement, the City hereby grants Owner an abatement of seventy-five percent (75%) of the Taxable Value of the Improvements for a period of five (5) consecutive years, beginning with the First Year of Abatement. The foregoing percentage of Taxable Value of the Improvements subject to abatement for each year this Amended Agreement is in effect will apply only to the portion of the Taxable Value of the Improvements that exceeds the Base Year Taxable Value. 3.3 The period of tax abatement herein authorized shall be for a period of five (5) consecutive years beginning with the First Year of Abatement. 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 the Land. 3.5 The term of this Amended Agreement shall begin on the Effective Date and shall continue until the Expiration Date, unless sooner terminated as provided herein. Page 4 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) Article IV Improvements 4.1 Owner owns the Land and intends to construct or cause to be constructed thereon the Improvements. Nothing in this Amended Agreement shall obligate Owner to construct the Improvements on the Land, but said actions are conditions precedent to tax abatement for such Parties pursuant to this Amended Agreement. 4.2 As a condition precedent to the initiation of the Owner's tax abatement pursuant to this Amended Agreement, Owner agrees, subject to events of Force Majeure, to cause Commencement of Construction of the Improvements to occur within thirty-six (36) months after the Effective Date, and subject to events of Force Majeure to cause Completion of Construction of the Improvements to occur on or before eighteen (18) months thereafter, as good and valuable consideration for this Amended Agreement, and that all construction of the Improvements 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 Amended Agreement in accordance with all applicable state and local laws, codes, and regulations. 4.5 The City, its agents and employees shall have the right of access to the Premises during and following construction to inspect the Improvements at reasonable times and with reasonable notice to Owner, and in accordance with visitor access and security policies of the Owner, in order to insure that the construction of the Improvements are in accordance with this Amended Agreement and all applicable state and local laws and regulations (or valid waiver thereof). Article V Default: Recapture of Tax Revenue 5.1 In the event: (i) Owner fails to cause Commencement and/or Completion of Construction of the Improvements in accordance with this Amended Agreement or 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 Amended Agreement,or a Related Agreement,then Owner, after the expiration of the notice and cure periods described below, shall be in default of this Amended Agreement. As liquidated damages in the event of such default, the Owner shall, within thirty (30) days after 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 property the subject of this Amended Agreement at the statutory rate for delinquent taxes as determined by Section 33.01 of the Tax Code, as amended,but Page 5 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) 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 Amended 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 notice of termination. 5.2 Upon breach by Owner of any of the obligations under this Amended Agreement, the City shall notify Owner 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 such 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, the City, at its sole option, shall have the right to terminate this Amended Agreement by providing written notice to the Owner. 5.4 Upon termination of this Amended Agreement by City, all tax abated as a result of this Amended 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 provided. 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 Amended 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. 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 for the Improvements with the Chief Appraiser for the Appraisal District (or its successor) in which the eligible taxable property has situs. A copy of the respective 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 shall provide a copy of the same to the City upon written request. Page 6 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) Article VIII Miscellaneous 8.1 Notice. Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days thereafter sent by United States Mail, postage prepaid, certified mail, return receipt requested, addressed to the Party at the address set forth below or on the day actually received if sent by courier or otherwise hand delivered: If intended for City,to: With a copy to: Attn: City Manager Peter G. Smith City of Coppell,Texas Nichols, Jackson, Dillard, Hager& Smith, L.L.P. P. O.Box 478 1800 Ross Tower Coppell,Texas 75019 500 N. Akard Dallas, Texas 75201 If intended for Owner,to: Attn: Market Officer Prologis L.P. Suite 2450 2501 N. Harwood Street Dallas,Texas 75201 8.2 Authorization. This Amended Agreement was authorized by resolution of the City Council approved by its Council meeting authorizing the Mayor to execute this Amended 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 Amended 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 Amended Agreement shall be governed by the laws of the State of Texas without regard to any conflict of law rules. Exclusive venue for any action under this Amended 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 Counterparts. This Amended 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 Amended 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 Amended Agreement, and except as otherwise Page 7 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) provided herein cannot be modified without written agreement of the Parties to be attached to and made a part of this Amended Agreement. 8.7 Recitals. The determinations recited and declared in the preambles to this Amended Agreement are hereby incorporated herein as part of this Amended Agreement. 8.8 Exhibits. All exhibits to this Amended Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. 8.9 Assignment. This Amended 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 Amended Agreement may not be assigned by the Owner without the prior written consent of the City Manager. 8.10 Employment of Undocumented Workers. During the term of this Amended Agreement, the Owner agrees not to knowingly employ any undocumented workers and, if convicted of a violation under 8 U.S.C. Section 1324a(f), the Owner shall repay the taxes abated herein, and any other funds received by the Owner from the City as of the date of such violation within 120 days after the date the Owner is notified by the City of such violation, plus interest at the rate of six percent(6%) compounded annually from the date of violation until paid. 8.11 Right of Offset. The City may at its option, offset any amounts due and payable under this Amended Agreement against any debt (including taxes) lawfully due to the City from the Owner, regardless of whether the amount due arises pursuant to the terms of this Amended Agreement or otherwise and regardless of whether or not the debt due the City has been reduced to judgment by a court. [Signature page to follow] Page 8 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) EXECUTED in duplicate originals the day of Al.yAV , 2015. CITY OF C I PPELL, XAS BY: A Aiadini l iIi aren S- bo Hunt,May i r Attes • BY 14Ut ( rt d Christel Pettin s, City Secre ary Agreed as to F l,: By: City Attorney EXECUTED in duplicate originals the day of rL I , 2015. PROLOGIS L. By: Reid Dunbar Senior Vice President Page 9 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) EXHIBIT "A" LEGAL DESCRIPTION PROPOSED LOT 4, BLOCK A OF PROLOGIS PARK AT CALLEJO WHEREAS, PROLOGIS, L.P. is the owner of a 25.99 acres of land situated in the John E. Holland Survey, Abstract Number 614, City of Coppell, Dallas County, Texas, being part of that tract of land described in special warranty deed to Prologis, L.P., as recorded in Instrument Number 201400166699 of the Official Public Records of Dallas County, Texas (O.P.R.D.C.T.), and being more particularly described by metes and bounds as follows: BEGINNING at a 5/8-inch found iron rod for the northeast corner of said Lot 4, said corner being on the west right-of-way line of Coppell Road (variable width right-of-way); THENCE South 00 degrees 32 minutes 20 seconds East,with the west right-of-way of said Coppell Road, a distance of 868.33 feet to a corner; THENCE North 90 degrees 00 minutes 00 seconds West, a distance of 1320.02 feet to a corner, said corner being the point of curvature of a non-tangent circular curve to the left having a radius of 118.50 feet, whose chord bears South 71 degrees 06 minutes 39 seconds West, a distance of 76.73 feet; THENCE Westerly, with said curve, through a central angle of 37 degrees 46 minutes 43 seconds, an arc distance of 78.13 feet to a corner; THENCE South 52 degrees 13 minutes 17 seconds West, a distance of 245.82 feet to a corner, said corner being the point of curvature of a non-tangent circular curve to the left having a radius of 1255.00 feet, whose chord bears North 38 degrees 28 minutes 40 seconds West, a distance of 30.00 feet; THENCE Northwesterly, with said curve, through a central angle of 01 degrees 22 minutes 11 seconds, an arc distance of 30.00 feet to a corner; THENCE North 52 degrees 13 minutes 17 seconds East, a distance of 246.19 feet to a corner, said corner being the point of curvature of a non-tangent circular curve to the right having a radius of 148.50 feet, whose chord bears North 71 degrees 06 minutes 39 seconds East, a distance of 96.15 feet; THENCE Northeasterly, with said curve, through a central angle of 37 degrees 46 minutes 43 seconds, an arc distance of 97.92 feet to a corner; THENCE South 90 degrees 00 minutes 00 seconds East, a distance of 19.77 feet to a corner; Page 10 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002). THENCE North 00 degrees 00 minutes 00 seconds East, a distance of 832.24 feet to a corner; THENCE North 89 degrees 43 minutes 54 seconds East, a distance of 1292.10 feet to the POINT OF BEGINNING AND CONTAINING 1,132,160 square feet or 25.99 acres of land, more or less. Page 11 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002) THENCE South 56 degrees 03 minutes 05 seconds East, continuing over and across said Callejo tract, a distance of 54.78 feet to a point for corner, said corner being the point of curvature of a non-tangent circular curve to the right having a radius of 500.00 feet, chord that bears South 51 degrees 02 minutes 28 seconds East,a distance of 87.34 feet; THENCE Southeasterly, continuing over and across said Callejo tract and with said curve, through a central angle of 10 degrees 01 minutes 16 seconds, an arc distance of 87.45 feet to a 1/2-inch set iron rod with cap for corner,said corner being the point of POINT OF BEGINNING of the tract of land herein described; THENCE North 42 degrees 27 minutes 40 seconds East, continuing over and across said Callejo tract,a distance of 745.59 feet to a 1/2-inch set iron rod with cap for corner on the north line of said Callejo tract; THENCE North 89 degrees 43 minutes 43 seconds East, with said north line of Callejo tract, a distance of 1,664.06 feet to a 1/2-inch set iron rod with cap for corner; THENCE South 00 degrees 31 minutes 16 seconds East,departing said north line of Callejo tract and over and across said Callejo tract, a distance of 958.46 feet to a 1/2-inch set iron rod with cap for corner; THENCE North 90 degrees 00 minutes 00 seconds West,continuing over and across said Callejo tract,a distance of 1,570.57 feet to a 1/2-inch set iron rod with cap for corner; THENCE South 48 degrees 12 minutes 54 seconds West,continuing over and across said Callejo tract,a distance of 67.32 feet to a 1/2-inch set iron rod with cap for corner, said corner being the point of curvature of a non-tangent circular curve to the left having a radius of 1,255.00 feet, chord that bears North 47 degrees 42 minutes 18 seconds West,a distance of 332.31 feet; THENCE Northwesterly, continuing over and across said Callejo tract and with said curve, through a central angle of 15 degrees 12 minutes 57 seconds, an arc distance of 333.29 feet to a 1/2-inch set iron rod with cap for corner; THENCE North 55 degrees 32 minutes 04 seconds West,continuing over and across said Callejo tract,a distance of 293.55 feet to a 1/2-inch set iron rod with cap for corner,said corner being the point of curvature of a non-tangent circular curve to the right having a radius of 500.00 feet, chord that bears North 50 degrees 39 minutes 00 seconds West,a distance of 85.14 feet; THENCE Northwesterly, continuing over and across said Callejo tract and with said curve, through a central angle of 09 degrees 46 minutes 07 seconds, an arc distance of 85.25 feet to a 1/2-inch set iron rod with cap for corner; THENCE North 45 degrees 53 minutes 53 seconds West,continuing over and across said Callejo tract, a distance of 2.31 feet to the POINT OF BEGINNING AND CONTAINING 41.926 acres (1,826,280 square feet)of land,more or less. Page 12 Amended and Restated Tax Abatement Agreement City of Coppell and Prologis(Callejo Tract Building 4)(TM 71002)