Varidesk, LLC - Amended and Restated Economic Development Incentive Agreement-CN 2021-05-11STATE OF TEXAS § AMENDED AND RESTATED
§ ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
COUNTY OF DALLAS §
This Amended and Restated Economic Development Incentive Agreement ("Agreement")
is made by and between the City of Coppell, Texas (the "City"), and Varidesk, LLC, a Texas
limited liability company ("Company") (each a "Parry" and collectively the "Parties"), acting by
and through their respective authorized officers.
WITNESSETH:
WHEREAS, the Parties previously entered that certain Economic Development Incentive
Agreement dated December 31, 2020 (the "Original Agreement"); and
WHEREAS, the Parties desire to amend and restate the Original Agreement as set forth
herein; and
WHEREAS, Company has purchased the real property located at the northeast corner of
Freeport Parkway and State Highway 121, in Coppell, Texas, as further described in Exhibit "A"
(the "Land"), and has transferred, conveyed and sold the Land to VariSpace Coppell LLC, a
Company Affiliate (hereinafter defined) which intends to construct an industrial/ warehouse
building containing 140,000-180,000 square feet of space on the Land, and other ancillary facilities
such as reasonably required parking and landscaping more fully described in the submittals filed
with the City, from time to time, in order to obtain a building permit(s) (hereinafter defined as the
"Improvements"); and
WHEREAS, Company has advised City that a contributing factor that would induce the
Company Affiliate to construct the Improvements would be an agreement by City to provide an
economic development grant to Company; and
WHEREAS, promoting the expansion and maintenance of existing business enterprises
within the City will promote economic development, stimulate commercial activity, generate
additional sales tax and will enhance the property tax base and economic vitality of the City; and
WHEREAS, the City is authorized by Article III, Section 52-a of the Texas Constitution
and Texas Local Government Code Chapter 380 to provide economic development grants to
promote local economic development and to stimulate business and commercial activity in the
City; and
WHEREAS, the City has adopted programs for promoting economic development (the
"Economic Development Program"); and
WHEREAS, the City has determined that providing the Grants to the Company in
accordance with this Agreement is in accordance with the City Economic Development Program
and will: (i) further the objectives of the City; (2) benefit the City and the City's inhabitants; and
PAGE 1 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21) /
(iii) promote local economic development and stimulate business and commercial activity in the
City.
NOW THEREFORE, in consideration of the foregoing, and on the terms and conditions
hereinafter set forth, and other valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the Parties agree as follows:
Article I
Term
This Agreement shall be effective on the Effective Date and shall continue until the
Expiration Date, unless sooner terminated as provided herein.
Article II
Definitions
Wherever used in this Agreement, the following terms shall have the meanings ascribed to
them:
"Annual Grants" shall mean annual economic development grants to be provided by City,
each in an amount equal to the percentage of the City ad valorem taxes assessed against the
Property and collected by City according to the schedule set forth in Section 3.2 for the applicable
Tax Year, in excess of the ad valorem taxes assessed by City against the Property and collected by
City for the Base Year, to be paid as set forth herein.
"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 such 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" shall mean Tax Year 2020.
"City" shall mean City of Coppell, Texas.
"Commencement Date" shall mean the date the City has issued a certificate of occupancy
for Company to occupy the Improvements.
"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 to the respective plans therefore having been issued by all
applicable governmental authorities; and (iii) grading of the Land and vertical elements of the
Improvements, have commenced.
PAGE 2 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
"Company" shall mean Varidesk, LLC, a Texas limited liability company.
"Company Affiliate" shall mean VariSpace Coppell LLC, Vari Sales Corporation, and any
entity that is directly or indirectly controlled by or is under common control with Company.
"Completion of Construction" shall mean: (i) substantial completion of the Improvements;
and (ii) the date City has issued a certificate of occupancy for Company to occupy the
Improvements.
"Consummated" shall have the same meaning assigned by Texas Tax Code, Section
321.203, or its successor.
"Effective Date" shall mean the last date of execution hereof.
"Employment Grants" shall mean economic development grants each in the amount of One
Thousand Dollars ($1,000.00) for each new Employment Position created during any Employment
Period during the term of this Agreement, not to exceed the Maximum Employment Grant
Amount, to be paid as set forth herein. It being the intention of the Parties that Company shall be
entitled to an Employment Grant for each net Employment Position created in an Employment
Period and maintained during the term of this Agreement, not to exceed the Maximum
Employment Grant Amount.
"Employment Period" shall mean consecutive twelve (12) month periods during the term
of this Agreement, with the first such period beginning on the Effective Date and ending on the
day prior to the first anniversary of the Commencement Date, and each subsequent Employment
Period beginning on the first and each subsequent anniversary date of the Commencement Date
and ending on the day prior to the next subsequent anniversary of the Commencement Date.
"Employment Positions" shall mean Company and/or a Company Affiliate FTE Positions
that have been created, maintained and filled at the Improvements per Employment Period during
the period beginning with the Commencement Date and ending on the seventh (7th) anniversary
date of the Commencement Date, which positions have an annual salary, inclusive of payments
for compensation as salary, wages, commissions, and/or bonuses, but exclusive of benefits, of at
least Eighty Thousand Dollars ($80,000.00).
"Expiration Date" shall mean the date the last of the Grants have been paid by City to
Company.
"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, government or de facto governmental action (unless caused by the intentionally
wrongful acts or omissions of the Party), fires, explosions or floods, strikes, slowdowns,
pandemics or work stoppages.
PAGE 3 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
"Freeport Goods" shall have the same meaning as assigned by Section 11.251 of the Tax
Code and Article VIII, Section 1-j of the Texas Constitution. Freeport Goods does not include
"Goods in Transit" as defined by Tax Code, Section 11.253.
"FTE Position" or "FTE" means a position filled by an individual scheduled to work at the
Improvements for a combined total of at least 2080 hours, including any paid time off, during an
Employment Period. The number of FTE's for an Employment Period shall be based on a weekly
average count of FTE's working at the Improvements during each calendar week during the
Employment Period.
"Goods in Transit" shall have the same meaning assigned by Tax Code, Section 11.253.
"Grant Year" shall mean Tax Year, except the First Grant Year shall mean the eleventh
(116) Tax Year following the Commencement Date.
"Grants" shall collectively mean the Annual Grants, the Employment Grants, the Permit
Fee Waiver, and the Sales Tax Grants.
"Impositions" shall mean all taxes, assessments, use and occupancy taxes, charges, excises,
license and permit fees, and other charges by public or governmental authority, general and special,
ordinary and extraordinary, foreseen and unforeseen, which are or may be assessed, charged,
levied, or imposed by any public or governmental authority on Company and/or a Company
Affiliate, or any property or any business owned by Company within City.
"Improvements" shall mean an industrial/ warehouse building containing 140,000-180,000
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".
"Maximum Employment Grant Amount" shall mean the aggregate payment of
Employment Grants for three hundred fifty (350) Employment Positions or Three Hundred Fifty
Thousand Dollars ($350,000.00).
"Payment Request" shall mean: (i) with respect to a Sales Tax Grant, a written request
from Company to the City for payment of a Sales Tax Grant accompanied by the Sales Tax
Certificate for the applicable Sales Tax Reporting Period; (ii) with respect to an Annual Grant, a
written request from Company to the City for payment of the applicable Annual Grant, which
request shall be accompanied by copies of tax statement and/or receipt(s) and/or other evidence
reasonably satisfactory to the City to establish that the ad valorem taxes assessed by the City
against the Property has been timely paid for such Grant Year; and (iii) with respect to an
Employment Grant, a written request from Company to City for payment of an Employment Grant
accompanied by employment records or other evidence reasonably satisfactory to the City to
PAGE 4 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
establish the Employment Positions created and maintained during the applicable Employment
Period.
"Permit Fee Waiver" shall mean a waiver of fifty percent (50%) of the building permit fees
related to the construction of the Improvements.
"Property" shall collectively mean the Improvements and the Tangible Personal Property.
"Real Property" shall collectively mean the Land and Improvements.
"Related Agreement" shall mean: (i) any agreement (other than this Agreement) by and
between City and Company and/or Company Affiliate; and (ii) the Tax Abatement Agreement.
"Required Use" shall mean the manufacture, sale and distribution of Company and/or a
Company Affiliate products consisting of Flexible furniture solutions to create workspaces that
elevate people.
"Sales and Use Tax" shall mean the City's one percent (1%) sales and use tax imposed
pursuant to Chapter 321 of the Texas Tax Code on the sale of Taxable Items by Company and/or
a Company Affiliate Consummated at the Improvements.
"Sales Tax Certificate" shall mean a report provided by the State of Texas to the City in
accordance with Texas Tax Code, Section 321.3022, (or other applicable provision of the Texas
Tax Code) which lists the amount of Sales and Use Tax paid (including any refunds, credits or
adjustments) received by the City from the State of Texas from the sale of Taxable Items by the
Company and/or a Company Affiliate Consummated at the Improvements for the applicable Sales
Tax Reporting Period and the amount of Sales and Use Tax paid (including any refunds, credits or
adjustments) received by the City from the State of Texas from the purchase of materials for the
construction of the Improvements consummated at the Improvements during the period beginning
on the Effective Date and ending on the Commencement Date, or if such report is not available, a
certificate or other statement in the form reasonably approved by the City, setting forth the
collection of Sales and Use Tax (including any refunds, credits or adjustments) by Company and/or
a Company Affiliate received by the City from the State of Texas, for the sale of Taxable Items by
the Company and/or a Company Affiliate Consummated at the Improvements for the applicable
Sales Tax Reporting Period and the amount of Sales and Use Tax paid (including any refunds,
credits or adjustments) received by the City from the State of Texas from the purchase of materials
for the construction of the Improvements consummated at the Improvements during the period
beginning on the Effective Date and ending on the Commencement Date, and the total sales of
Taxable Items by Company and/or a Company Affiliate consummated at the Improvements for the
applicable Sales Tax Reporting Period, which are to be used to determine eligibility of the
Company for the Sales Tax Grants, together with such supporting documentation required herein,
and as the City may reasonably request. The Sales Tax Certificate shall at a minimum contain,
include or be accompanied by the following:
(a) A schedule detailing the amount of the Sales and Use Tax collected and paid to the
State of Texas as a result of the sale or purchase of Taxable Items by Company
PAGE 5 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
and/or a Company Affiliate Consummated at the Improvements for the then ending
Sales Tax Reporting Period;
(b) A copy of all sales and use tax returns and reports, sales and use tax prepayment
returns, direct payment permits and reports, including amended sales and use tax
returns or reports, filed by Company and/or a Company Affiliate for the then ending
Sales Tax Reporting Period showing the Sales and Use Tax collected (including
sales and use tax paid directly to the State of Texas pursuant to a direct payment
certificate) by Company and/or a Company Affiliate for the sale of Taxable Items
by Company and/or a Company Affiliate Consummated at the Improvements and
showing the amount of Sales and Use Tax paid (including any refunds, credits or
adjustments) received by the City from the State of Texas from the purchase of
materials for the construction of the Improvements consummated at the
Improvements during the period beginning on the Effective Date and ending on the
Commencement Date, including any supporting work papers;
(c) A copy of all direct payment and self-assessment returns, including amended
returns, filed by Company and/or a Company Affiliate for the previous ending Sales
Tax Reporting Period showing the Sales and Use Tax paid for the sale of Taxable
Items by Company and/or a Company Affiliate Consummated at the Improvements
and the Sales and Use Tax paid (including any refunds, credits or adjustments)
received by the City from the State of Texas from the purchase of materials for the
construction of the Improvements consummated at the Improvements during the
period beginning on the Effective Date and ending on the Commencement Date;
(d) Information concerning any refund or credit received by Company and/or a
Company Affiliate of the Sales or Use Taxes paid or collected by Company and/or
a Company Affiliate which has previously been reported by Company as Sales and
Use Tax paid or collected; and information concerning any Sales and Use Tax
adjustments made pursuant to any sales and use tax audits by the State of Texas of
either Company, and/or a Company Affiliate and its customers involving amounts
reported by Company as subject to this Agreement;
(e) A schedule detailing the total sales of Taxable Items by Company and/or a
Company Affiliate Consummated at the Improvements for the then ending Sales
Tax Reporting Period and the total amount of the purchases of materials for the
construction of the Improvements consummated at the Improvements during the
period beginning on the Effective Date and ending on the Commencement Date.
"Sales Tax Grants" shall mean: (A) ten (10) annual economic development grants to be
paid by City to Company each in the amount equal to seventy-five percent (75%) of the Sales Tax
Receipts for the applicable Sales Tax Reporting Period; and (B) economic development grants to
be paid by City to Company each in the amount equal to seventy-five percent (75%) of the Sales
Tax Receipts for the purchase of materials for the construction of the Improvements consummated
at the Improvements during the period beginning on the Effective Date and ending on the
Commencement Date, to be paid to Company as set forth herein. The amount of each Sales Tax
PAGE 6 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDEsx, LLC (TM 121764 ED. 4-23-21)
Grant shall be computed by multiplying the Sales Tax Receipts received by the City for a given
Sales Tax Reporting Period by seventy-five percent (75%) less any administrative fee charged to
City by the State of Texas for collection of the Sales and Use Taxes pursuant to Tax Code Section
321.503 or other applicable law.
"Sales Tax Receipts" shall mean City's receipts of Sales and Use Tax from the State of
Texas from Company's and/or a Company Affiliate's collection of Sales and Use Tax (it being
expressly understood that City's one percent (1%) sales and use tax receipts are being used only
as a measurement for its use of general funds to make a grant for economic development purposes)
as a result of sale and purchase of Taxable Items by Company and/or a Company Affiliate for the
applicable Sales Tax Reporting Period Consummated at the Improvements.
"Sales Tax Reporting Period" shall mean (except for the Sales Tax Grants for Sales Tax
Receipts from the purchase of materials for the construction of the Improvements consummated
at the Improvements during the period beginning on the Effective Date and ending on the
Commencement Date) each twelve (12) month period during the term of this Agreement provided
however the first Sales Tax Reporting Period shall begin with January 1 of the calendar
immediately following the Commencement Date. The first Sales Tax Reporting period shall
include the Sales Tax Receipts from the purchase of materials for the construction of the
Improvements consummated at the Improvements during the period beginning on the Effective
Date and ending on the Commencement Date
"State of Texas" shall mean the office of the Texas Comptroller, or its successor.
"Tangible Personal Property" shall have the same meaning assigned by Tax Code, Section
1.04, and shall mean all tangible personal property, equipment, fixtures, and machinery, inventory
and supplies owned or leased by Company and/or a Company Affiliate and located in the
Improvements on January 1 of a given Tax Year. Tangible Personal Property shall not include
Freeport Goods or Goods in Transit.
"Tax Abatement Agreement" shall mean that certain tax abatement agreement by and
between Company dated December 31, 2020.
"Tax Year" shall have the meaning assigned to such term in Section 1.04 of the Texas Tax
Code (i.e., the calendar year).
"Taxable Items" shall mean both "taxable items" and "taxable services" as those terms are
defined by Chapter 151, Texas Tax Code, as amended.
"Taxable Value" means the appraised value as certified by the Appraisal District as of
January 1 of a given year.
PAGE 7 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
Article III
Economic Development Grant
3.1 Employment Grant.
(a) Subject to the continued satisfaction of the terms and conditions of this Agreement
by Company and/or Company Affiliate, and the obligation of Company to repay the Grants
pursuant to Article V hereof, City agrees to provide the Company with the Employment Grants
during the period beginning with the Effective Date and ending the seventh (7th) anniversary date
of the Commencement Date, not to exceed the Maximum Employment Grant Amount, as set forth
herein. Beginning on the first anniversary date of the Commencement Date and each anniversary
date of the Commencement Date thereafter, Company shall provide City with employment records
and/or other evidence reasonably satisfactory to City to establish the Employment Positions
created and maintained during the then ending Employment Period.
(b) Each Employment Grant shall be paid within thirty (30) days after City receipt of
a Payment Request and City verification of the Employment Positions for the related Employment
Period following each anniversary date of the Commencement Date. For illustration purposes only
assume that as of the first anniversary date of the Commencement Date that City has verified that
Company and/or a Company Affiliate had filled and maintained one hundred (100) Employment
Positions for the Employment Period (beginning on the Commencement Date and ending 12
months later) then City would pay Employment Grants totaling $100,000.00 ($1,000.00 x 100
Employment Positions). For further illustration assume that, as of the second anniversary of the
Commencement Date, City verified that Company and/or a Company Affiliate had for the
Employment Period (beginning on the first anniversary of the Commencement Date and ending
12 months later) filled and maintained one hundred (100) additional net Employment Positions in
excess of the Employment Positions for the first Employment Period then City would pay
Employment Grants totaling $100,000.00 ($1,000.00 x 100 Employment Positions). For further
illustration assume that, as of the third anniversary of the Commencement Date, City verified that
Company and/or a Company Affiliate had for the Employment Period (beginning on the second
anniversary of the Commencement Date and ending 12 months later) filled and maintained two
hundred (200) additional net Employment Positions in excess of the Employment Positions for the
first and second Employment Periods then the City would pay Employment Grants totaling
$150,00.00 ($1000.00 x 150 Employment Positions)(total of 400 Employment Positions less the
maximum of 350 Employment Positions.
(c) Company shall submit the Payment Request no earlier than thirty (30) days after
each anniversary date of the Commencement Date during the period beginning with the
Commencement Date and ending on the seventh (76) anniversary date of the Commencement
Date, and not later than sixty (60) days after the Commencement Date or anniversary date thereof,
as the case may be. The failure to timely submit a Payment Request shall forfeit the entitlement of
Company to the Employment Grant for the applicable Employment Period.
(d) Any Employment Position for which an Employment Grant has been paid by City
to Company shall be maintained during the term of this Agreement. The failure to maintain an
Employment Position, for which an Employment Grant has been paid, during the term of this
PAGE 8 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDEsK, LLC (TM 121764 ED. 4-23-21)
Agreement shall not be considered an event of default subject to termination and repayment of the
Grants pursuant to Article V, provided Company repays to City the Employment Grant paid by
City to Company for each such Employment Position within thirty (30) days after written demand
by City. The failure to timely repay such Employment Grant(s) shall be considered an event of
default subject to termination pursuant and repayment of the Grants pursuant to Article V. In the
event of voluntary or involuntary termination of an employee, which termination causes the
elimination of an Employment Position, the Company shall not be in default and shall not be
required to repay the Grant for such Employment Position provided such Employment Position is
re-established within ninety (90) days of such employee termination.
(e) In no case shall the total amount of Employment Grants to be paid by City to
Company pursuant to this Agreement exceed Three Hundred Fifty Thousand Dollars
($350,000.00) or exceed three hundred fifty (350) Employment Positions. If Company has been
paid an Employment Grant for an Employment Position that is later repaid pursuant to Section 3.1
(d) above such Employment Position is no longer eligible for an Employment Grant.
3.2. Annual Grants.
(a) Subject to the continued satisfaction of all of the terms and conditions of this
Agreement by Company, and/or Company Affiliate and the obligation of Company to repay the
Grants pursuant to Article V hereof, the City agrees to provide Company with Annual Grants each
in an amount equal to the percentage of the City ad valorem taxes assessed against the Property
and collected by the City the according to the schedule set forth below for the applicable Grant
Years in excess of the ad valorem taxes assessed by City against the Property and collected by City
for the Base Year.
Grant Years Percentage
(Tax Year following
Commencement Date)
11-20 90%
21-27 80%
Company shall submit a Payment Request for the respective Annual Grant on or before
March 1 of the applicable calendar year but no later than 180 -days thereafter, beginning March 1
of the calendar year following the First Grant Year. Such Annual Grants shall be paid by the City
to Company within thirty (30) days after the City's receipt of the applicable Payment Request
following March 1 of each calendar year (or the immediately following business day if March 1 is
not a business day), beginning with March 1 of the calendar year following the First Grant Year,
provided the City has timely received the City ad valorem taxes assessed against the Property in
full for the respective Grant Year (i.e., the Tax Year immediately preceding the year in which an
Annual Grant is to be made) (with it understood that the immediately preceding Tax Year is used
to determine the amount of the Annual Grant) prior to the delinquency date. If Company fails to
timely submit a Payment Request for an Annual Grant such failure shall not constitute a breach or
default of this Agreement subject to termination and repayment of the Grants as provided in Article
PAGE 9 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
V hereof but shall operate as a forfeiture of such Annual Grant for such Grant Year. If such a
forfeiture occurs for any Grant Year, the Company will still be eligible to receive the Annual
Grants for the remaining Grant Years provided the Company is not otherwise in breach or default
of this Agreement or a Related Agreement.
(b) Tax Protest. In the event Company, and/or a Company Affiliate or another parry
timely and properly protests or contests (including any motion to correct the appraisal roll) the
Taxable Value and/or the taxation of the Property (the "Protest Property") with the applicable
appraisal district (or its successor)(the "Tax Protest"), the obligation of the City to provide the
Annual Grant with respect to the Protest Property or portion thereof, for such Tax Year shall be
abated with regard to the amount of ad valorem taxes that are in dispute (based on the amount or
portion of Taxable Value of the Protest Property in dispute) until a final determination has been
made of such Tax Protest. In the event of a Tax Protest, the City shall send written notice to
Company of the amount of ad valorem taxes that are in dispute (based on the amount or portion of
Taxable Value of the Protest Property in dispute or the entire amount if the contested amount is
unknown to the City). However, in the event a Tax Protest results in a final determination that
changes the appraised value and/or the Taxable Value of the Protest Property, or the amount of ad
valorem taxes assessed and due for the Protest Property, or portion thereof, after an Annual Grant
has been paid, which includes the Annual Grant for such Protest Property for such Tax Year, the
Annual Grant applicable to such Protest Property will be adjusted accordingly and the Annual
Grant with respect to such Tax Year shall be recomputed (increased or decreased, as the case may
be) and the amount of any overpayment or underpayment shall reduce or increase the amount of
the following Tax Year's Annual Grant. In the event there are no further Annual Grants due under
this Agreement and the Taxable Value with respect to such Protest Property is reduced the
Company shall, within thirty (30) days after written demand from the City, reimburse the City for
such over payment of any such Annual Grants.
(c) Refunds and Underpayments of Grants. In the event the City reasonably determines
that the amount of any Annual Grant paid by the City to Company was greater than the correct
amount to which Company was entitled, Company shall, within sixty (60) calendar days after
receipt of written notification thereof from the City specifying the amount by which such Annual
Grant exceeded the correct amount to which Company was entitled (together with such records,
reports and other information necessary to support such determination), pay such amount to the
City. If the City or Company reasonably determine that the amount by which such Annual Grant
was less than the correct amount to which Company was entitled (together with such records,
reports and other information necessary to support such determination), the City shall, within sixty
(60) calendar days after such determination, pay the adjustment to Company. The Parties shall
mutually determine an underpayment or overpayment of an Annual Grant based on records and
reports of the City ad valorem taxes assessed against the Property and collected by the City for the
applicable Tax Year.
3.3 Permit Fee Waiver. The City agrees to provide Company the Permit Fee Waiver
as the Improvements are constructed.
PAGE IO AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
3.4 Sales Tax Grants.
(a) Sales Tax Grant. Subject to the continued satisfaction of all the terms and
conditions of this Agreement by Company and/or Company Affiliate, and the obligation of
Company to repay the Grants in accordance with Article V hereof, City agrees to provide Company
with ten (10) annual Sales Tax Grants. The Sales Tax Grants shall be paid within ninety (90) days
after receipt of a Payment Request following the end of the applicable Sales Tax Reporting Period
beginning with the first Sales Tax Reporting Period. Each Payment Request shall be submitted to
City not later than sixty (60) days after the end of each Sales Tax Reporting Period. Failure to
timely submit a Payment Request for a Sales Tax Reporting Period shall operate as a forfeiture of
the Sales Tax Grant for such Sales Tax Reporting Period and such failure shall not be considered
as an event of default subject to termination and repayment as provided in Article V hereof. If such
a forfeiture occurs for any Sales Tax Grant, the Company will still be eligible to receive the Sales
Tax Grants for the remaining Grant Years provided the Company is not otherwise in breach or
default of this Agreement or a Related Agreement.
(b) Adjustment Notification. Company shall promptly notify City in writing of any
adjustments found, determined or made by Company and/or a Company Affiliate, the State of
Texas, or by an audit that results, or will result, in either a refund or reallocation of Sales Tax
Receipts or the payment of Sales and Use Tax or involving amounts reported by Company as
subject to this Agreement. Such notification shall also include the amount of any such adjustment
in Sales and Use Tax or Sales Tax Receipts. Company shall notify City in writing within thirty
(30) days after receipt of notice of the intent of the State of Texas, to audit Company and/or a
Company Affiliate, or to re -allocate Sales and Use Tax. Such notification shall also include the
period of such audit or investigation.
(c) Amended Returns. In the event Company and/or a Company Affiliate files an
amended sales and use tax return, or report with the State of Texas, or if additional Sales and Use
Tax is due and owing by Company to the State of Texas, as determined or approved by the State
of Texas, affecting Sales Tax Receipts for a previous Sales Tax Reporting Period, then the Sales
Tax Grant payment for the Sales Tax Reporting Period immediately following such State of Texas
approved amendment shall be adjusted accordingly (i.e., up or down, depending on the facts),
provided City has received Sales Tax Receipts attributed to such adjustment. As a condition
precedent to payment of such adjustment, Company shall provide City with a copy of any such
amended sales and use tax report or return, and the approval thereof by the State of Texas. Copies
of any amended sales and use tax return or report or notification from the State of Texas that
additional Sales and Use Tax is due and owing by Company and/or a Company Affiliate to the
State of Texas, as determined by the State of Texas, affecting Sales Tax Receipts for a previous
Sales Tax Reporting Period shall be provided to City with the Payment Request for the next Sales
Tax Reporting Period.
(d) Refunds and Underpayments of Sales Tax Grants. In the event the State of Texas
determines that City erroneously received Sales Tax Receipts, or that the amount of Sales and Use
Tax paid to Company exceeds (or is less than) the correct amount of Sales and Use Tax for a
previous Sales Tax Reporting Period, for which Company has received a Sales Tax Grant,
Company shall, within sixty (60) days after receipt of notification thereof from City specifying the
PAGE 11 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
amount by which such Sales Tax Grant exceeded the amount to which Company was entitled
pursuant to such State of Texas determination, adjust (up or down, depending on the facts) the
amount claimed due for the Sales Tax Grant payment for the Sales Tax Reporting Period
immediately following such State of Texas determination. If Company does not adjust the amount
claimed due for the Sales Tax Grant payment for the Sales Tax Reporting Period immediately
following such State of Texas determination City may, at its option, adjust the Sales Tax Grant
payment for the Sales Tax Reporting Period immediately following such State of Texas
determination. If the adjustment results in funds to be paid back to City, Company shall repay
such amount to City within sixty (60) days after receipt of such State of Texas determination. The
provisions of this Section shall survive termination of this Agreement.
(e) Sales Tax Grant Payment Termination; Suspension. The payment of Sales Tax
Grants shall terminate on the effective date of determination by the State of Texas or other
appropriate agency or court of competent jurisdiction that the Improvements are not a place of
business resulting in Sales and Use Taxes being due the City from the sale of Taxable Items by
Company and/or a Company Affiliate consummated at the Improvements. In the event the State
of Texas seeks to invalidate the Improvements as a place of business where Sales and Use Tax was
properly remitted to the State of Texas (the "Comptroller Challenge") the payment of Sales Tax
Grants by City hereunder shall be suspended until such Comptroller Challenge is resolved in whole
favorably to City. In such event, Company shall not be required to refund Sales Tax Grants
previously received from City provided Company is actively defending against and/or contesting
the Comptroller Challenge and Company promptly informs City in writing of such Company
and/or a Company Affiliate actions and with copies of all documents and information related
thereto. In the event the Comptroller Challenge is not resolved favorably to City and/or in the event
the State of Texas determines that the Improvements are not a place of business where the Sales
and Use Tax was properly remitted to the State of Texas, and Sales and Use Tax Receipts
previously paid or remitted to City relating to the Improvements are reversed and required to be
repaid to the State of Texas, then the obligation to pay the Sales Tax Grants shall terminate and
Company shall refund all Sales Tax Grants received by Company from City that relate to the
Comptroller Challenge, which refund shall be paid to City within sixty (60) days of the date that
the Comptroller Challenge required City to repay Sales and Use Tax Receipts.
(f) Indemnification. THE COMPANY AGREES TO DEFEND, INDEMNIFY AND
HOLD THE CITY, ITS COUNCIL, OFFICERS, AGENTS AND EMPLOYEES
(COLLECTIVELY THE "CITY") HARMLESS FROM AND AGAINST ANY AND ALL
REASONABLE LIABILITIES, DAMAGES, CLAIMS, LAWSUITS, JUDGMENTS,
ATTORNEY FEES, COSTS, EXPENSES, AND DEMANDS BY THE STATE OF TEXAS
THAT THE CITY HAS BEEN PAID ERRONEOUSLY, OVER -PAID OR INCORRECTLY
ALLOCATED SALES AND USE TAX ATTRIBUTED TO THE PURCHASE OR SALE OF
TAXABLE ITEMS BY THE COMPANY AND/OR A COMPANY AFFILIATE
CONSUMMATED AT THE IMPROVEMENTS FOR ANY SALES TAX REPORTING
PERIOD DURING THE TERM OF THIS AGREEMENT ("CLAIM"). IT BEING THE
INTENTION OF THE PARTIES THAT THE COMPANY SHALL BE RESPONSIBLE FOR
THE REPAYMENT OF SALES TAX GRANTS PAID TO COMPANY HEREIN BY CITY
THAT INCLUDES SALES AND USE TAX RECEIPTS THAT THE STATE OF TEXAS HAS
PAGE 12 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
DETERMINED WERE ERRONEOUSLY, PAID, COLLECTED, DISTRIBUTED, OR
ALLOCATED TO THE CITY.
THE INDEMNIFICATION PROVIDED ABOVE SHALL NOT APPLY TO ANY
LIABILITY RESULTING SOLELY FROM THE ACTIONS OR OMISSIONS OF THE CITY.
THE COMPANY SHALL BE OBLIGATED TO PAY REASONABLE ATTORNEY FEES AND
OTHER THIRD -PARTY COSTS INCURRED BY THE CITY TO DEFEND OR CONTEST A
CLAIM.
THE PROVISIONS OF THIS SECTION SHALL SURVIVE TERMINATION OF THIS
AGREEMENT. THE PROVISIONS OF THIS SECTION ARE SOLELY FOR THE BENEFIT
OF THE PARTIES HERETO AND DO NOT CREATE ANY OBLIGATIONS FROM OR
GRANT ANY CONTRACTUAL OR OTHER RIGHTS TO ANY OTHER PERSON OR
ENTITY, OTHER THAN OBLIGATIONS, IF ANY, THAT ARISE FROM COMPANY TO
CITY TO PERFORM OBLIGATIONS CREATED BY THIS SECTION.
3.5 Current Revenue. The Grants shall be paid solely from annual appropriations from
the general funds of the City or from such other funds of the City as may be legally set aside for
such purpose consistent with Article III, Section 52(a) of the Texas Constitution.
3.6 Grant Limitations. Under no circumstances shall the obligations of the City
hereunder be deemed to create any debt within the meaning of any constitutional or statutory
provision. None of the obligations of the City under this Agreement shall be pledged or otherwise
encumbered by Company in favor of any commercial lender and/or similar financial institution.
Article IV
Conditions to Grant
The obligation of the City to pay the Grants shall be conditioned upon the compliance and
satisfaction by the Company of the terms and conditions of this Agreement and each of the
conditions set forth in Article IV.
4.1 Payment Request. Company shall, as a condition precedent to the payment of each
applicable Grant, timely provide City with the applicable Payment Request.
4.2 Good Standing. The Company shall not have an uncured breach or default of this
Agreement, or a Related Agreement.
4.3 Required Use. During the term of this Agreement beginning on the Commencement
Date and continuing until the Expiration Date the Real Property shall not be used for any purpose
other than the Required Use, and the operation of the Real Property in conformance with the
Required Use shall not cease for more than thirty (30) continuous days except in connection with,
and to the extent of an event of Force Majeure or Casualty.
4.4 Construction of Improvements. Company shall subject to events of Force Majeure
cause Commencement of Construction of the Improvements to occur on or before October 1, 2021;
PAGE 13 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
and shall subject to events of Force Majeure cause Completion of Construction of the
Improvements to occur on or before October 1, 2022.
4.5 Continuous Ownership and Occupancy. The Company and/ or a Company Affiliate
shall, beginning on the Commencement Date and continuing thereafter until the Expiration Date,
continuously own or lease, and occupy the Real Property.
4.6 Sales Tax Certificate. Company shall during the term of this Agreement, provide
to City a Sales Tax Certificate thirty (30) days after the end of each Sales Tax Reporting Period.
Article V
Termination
5.1 Termination. This Agreement shall terminate upon any one or more of the
following:
(a) by written agreement of the Parties;
(b) Expiration Date;
(c) upon written notice, by either Party in the event the other Party including a
Company Affiliate breaches any of the terms or conditions of this Agreement, or a Related
Agreement, and such breach is not cured within sixty (60) days after the nonbreaching Party sends
written notice to the breaching Party of such breach;
(d) upon written notice, by City, if Company suffers an event of Bankruptcy or
Insolvency;
(e) upon written notice, by City, if any Impositions owed to City or the State of Texas
by Company shall become delinquent (provided, however, Company retains the right to timely
and properly protest and contest any such Impositions) and if Company does not resolve such
delinquency within thirty (30) days of such written notice; or
(f) upon written notice, by either Party, if any subsequent Federal or State legislation
or any decision of a court of competent jurisdiction declares or renders this Agreement invalid,
illegal or unenforceable.
5.2 Repayment. In the event the Agreement is terminated by City pursuant to Section
5.1 (c), (d), (e) or (f), Company shall immediately refund to City an amount equal to the Grants paid
by City to Company preceding the date of such termination, with interest at the rate periodically
announced by the Wall Street Journal as the prime or base commercial lending rate, or if the Wall
Street Journal shall ever cease to exist or cease to announce a prime or base lending rate, then at
the annual rate of interest from time to time announced by Citibank, N.A. (or by any other New
York money center bank selected by City) as its prime or base commercial lending rate, from the
date on which each Grant is paid by City until each such Grant is refunded by Company. The
repayment obligation of Company set forth in this section shall survive termination.
5.3 Right of Offset. City may, at its option, offset any amounts due and payable under
this Agreement against any debt (including taxes) lawfully due to City from Company and/or a
Company Affiliate, regardless of whether the amount due arises pursuant to the terms of this
PAGE 14 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
Agreement, a Related Agreement or otherwise and regardless of whether or not the debt due City
has been reduced to judgment by a court.
Article VI
Miscellaneous
6.1 Binding Agreement. The terms and conditions of this Agreement are binding upon
the successors and permitted assigns of the Parties hereto. This Agreement may not be assigned
without the express written consent of the City Manager.
6.2 Limitation on Liability. It is understood and agreed between the Parties that the
Company, in satisfying the conditions of this Agreement, has acted independently, and the City
assumes no responsibilities or liabilities to third parties in connection with these actions. The
Company agrees to indemnify and hold harmless the City from all such claims, suits, and causes
of actions, liabilities and expenses of any nature whatsoever by a third parry arising out of the
Company's failure to perform its obligations under this Agreement.
6.3 No Joint Venture. It is acknowledged and agreed by the Parties that the terms
hereof are not intended to and shall not be deemed to create a partnership or joint venture among
the Parties.
6.4 Authorization. Each Party represents that it has full capacity and authority to grant
all rights and assume all obligations that are granted and assumed under this Agreement.
6.5 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 received if
sent by courier or otherwise hand delivered.
If intended for City, to:
Attn: City Manager
City of Coppell, Texas
P. O. Box 478
Coppell, Texas 75019
If intended for Company:
Attn: Jason McCann, CEO
Varidesk, LLC
1221 South Beltline Road, Suite 500
Coppell, Texas 75019
With a copy to:
Peter G. Smith
Nichols, Jackson, Dillard, Hager & Smith, L.L.P.
1800 Ross Tower
500 N. Akard
Dallas, Texas 75201
6.6 Entire Agreement. This Agreement is the entire Agreement between the Parties
with respect to the subject matter covered in this Agreement. There is no other collateral oral or
PAGE 15 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
written Agreement between the Parties that in any manner relates to the subject matter of this
Agreement, except as provided in any Exhibits attached hereto.
6.7 Governing. The 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 concerning this
Agreement shall be in the State District Court of Dallas County, Texas. The Parties agree to submit
to the personal and subject matter jurisdiction of said court.
6.8 Amendment. This Agreement may only be amended by the mutual written
agreement of the Parties.
6.9 Legal Construction. In the event any one or more of the provisions contained in
this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect,
such invalidity, illegality, or unenforceability shall not affect other provisions, and it is the
intention of the Parties to this Agreement that in lieu of each provision that is found to be illegal,
invalid, or unenforceable, a provision shall be added to this Agreement which is legal, valid and
enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or
unenforceable.
6.10 Recitals. The recitals to this Agreement are incorporated herein.
6.11 Counterparts. This Agreement may be executed in counterparts. Each of the
counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one
and the same instrument.
6.12 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
6.13 Employment of Undocumented Workers. During the term of this Agreement the
Company agrees not to knowingly employ any undocumented workers and, if convicted of a
violation under 8 U.S.C. Section 1324a (f), the Company shall repay the amount of the Grants and
any other funds received by the Company from City as of the date of such violation within one
hundred twenty (120) days after the date the Company is notified by City of such violation, plus
interest at the rate of four percent (4%) compounded annually from the date of violation until paid.
The Company is not liable for a violation of this section in relation to any workers employed by a
subsidiary, affiliate, or franchisee of the Company or by a person with whom the Company
contracts.
[Signature page to follow)
PAGE 16 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
EXECUTED on this day of , 2021.
CITY OF COPPELL, TEXAS
By:
ATTEST:
IIn
APPROVED AS TO FORM:
`Ciney
y wens, RTSMTeMlr
EXECUTED this the dqcpl day of NJ�L, , 2021.
PAGE 17 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
EXECUTED on this , ay of lmda 2021.
CITY OF COPPIC TEXAS
By:
— I , ) '�" wj'-�" 0
Wes Mays, Mayor
ATTEST:
Ashley Owes, City Secretary
APPROVED AS to F
Attorney
EXECUTED this the day of , 2021.
VARIDESK, LLC
n�•ea0.'.�r•
PAGE 18 AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 121764 ED. 4-23-21)
EXHIBIT "A"
Legal Description of Property
BEING a 9.84 acre (428,553 square foot) tract of land situated in the Thomas W. Cousey Survey,
Abstract Number 317, City of Coppell, Dallas County, Texas, and being part of Lot 1, Block 1 of
Lots 1 & 2, Phase 1, Block 1, One Twenty One Business Park, an addition to the City of Coppell,
Dallas County, Texas, as recorded in Volume 99157, Page 27 of the Deed Records of Dallas
County, Texas (D.R.D.C.T.) and being all of a tract of land described in Special Warranty Deed
to Sealy Canyon Drive Land, L.L.C, as recorded in Instrument Number 201600333502 of the
Official Public Records of Dallas County, Texas (O.P.R.D.C.T.), and being all of Lot 6R, Block
A of Prologis Park One Twenty One, Lots 5R and 6R, Block A, an addition to the City of Coppell,
Dallas County, Texas, as recorded in Instrument Number 201600331182, O.P.R.D.C.T. and being
all of called 5.93 acre tract of land described in deed to Prologis Logistics Services Incorporated,
as recorded in Instrument Number 201500253657, O.P.R.D.C.T., and being more particularly
described as follows:
BEGINNING at the northeast corner of a called 1.678 acre tract of land described as "Parcel 16"
in deed to State of Texas, as recorded in Instrument Number 201200222193, O.P.R.D.C.T., said
corner being the intersection of the east right-of-way line of State Highway 121, the south right-
of-way line of said Canyon Drive (a 60 -foot wide right-of-way), the north line of said Lot 1, and
the point of curvature of a non -tangent circular curve to the left, having a radius of 460.27 feet,
whose chord bears South 79 degrees 47 minutes 15 seconds East, a distance of 166.34 feet, from
which a found monument bears South 73 degrees 03 minutes 47 seconds West, a distance of 1.0
feet;
THENCE Southeasterly, with the north of said Lot 1, the south right-of-way line of said Canyon
Drive and with said curve, through a central angle of 20 degrees 49 minutes 17 seconds, an are
distance of 167.26 feet to a corner, from which a 5/8 -inch found iron rod with cap stamped "M.
FELOBUSCH" bears South 55 degrees 55 minutes 26 seconds West, a distance of 0.4 feet;
THENCE North 89 degrees 43 minutes 31 seconds East, with the north line of said Lot 1 and the
south right-of-way line of said Canyon Drive, a distance of 8.24 feet to a set crow's foot for the
intersection of said south right-of-way and the west right-of-way line of Northwest Drive (a 33 -
foot wide right-of-way), said corner being the point of curvature of a tangent circular curve to the
right, having a radius of 25.00 feet, whose chord bears South 22 degrees 48 minutes 47 seconds
East, a distance of 19.17 feet;
THENCE with the west right-of-way line of said Northwest Drive, the following bearings and
distances:
Southerly, with the east line of said Lot 1 and with said curve, through a central angle of 45 degrees
04 minutes 36 seconds, an arc distance of 19.67 feet to a found "X" cut in concrete for corner;
South 00 degrees 16 minutes 29 seconds East, with the east line of said Lot 1, a distance of 382.20
feet to a set "X" cut in concrete for the southeast corner of said Lot 1;
PAGE 1 EXHIBIT "A" 'ro AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 21764)
EXHIBIT "A"
Legal Description of Property
South 89 degrees 43 minutes 54 seconds West, with the south line of said Lot 1, a distance of 2.75
feet to a 1/2 -inch found iron rod with yellow plastic cap stamped "HALFF" (hereinafter referred
to as "with cap") for the northeast corner of said Lot 6R;
THENCE with the common east line of said Lot 6R and the west right-of-way line of said
Northwest Drive (a 38 -foot wide right-of-way), the following bearings and distances:
South 00 degrees 11 minutes 52 seconds East, a distance of 1.08 feet to a 1/2 -inch found iron rod
with cap for the point of curvature of a tangent circular curve to the right, having a radius of 181.00
feet, whose chord bears South 32 degrees 38 minutes 48 seconds West, a distance of 195.43 feet;
Southwesterly, with said curve, through a central angle of 65 degrees 20 minutes 56 seconds, an
arc distance of 206.44 feet to a 1/2 -inch found iron rod with cap for the point of reverse curvature
of a tangent circular curve to the left, having a radius of 219.00 feet, whose chord bears South 53
degrees 43 minutes 48 seconds West, a distance of 88.01 feet;
Southwesterly, with said curve, through a central angle of 23 degrees 10 minutes 56 seconds, an
arc distance of 88.61 feet to a 1/2 -inch found iron rod with cap for corner;
South 42 degrees 08 minutes 20 seconds West, a distance of 412.07 feet to a 1/2 -inch found iron
rod with cap for corner;
South 87 degrees 08 minutes 20 seconds West, a distance of 26.85 feet to a 1/2 -inch found iron
rod with cap for the point of curvature of a non -tangent circular curve to the left, having a radius
of 310.50 feet, shoes chord bears North 53 degrees 13 minutes 15 seconds West, a distance of
33.22 feet, said corner being the intersection of the northwest right-of-way line of said Northwest
Drive and the northeast right-of-way line of Freeport Parkway (a variable width right-of-way);
THENCE with the northeast right-of-way line of said Freeport Parkway and the southwest line of
said Lot 6R, the following bearings and distances:
Northwesterly, with said curve, through a central angle of 06 degrees 07 minutes 58 seconds, an
arc distance of 33.24 feet to a 1/2 -inch found iron rod with cap for corner;
North 56 degrees 17 minutes 14 seconds West, a distance of 89.18 feet to a 1/2 -inch found iron
rod with cap for the point of curvature of a tangent circular curve to the right, whose chord bears
North 52 degrees 11 minutes 09 seconds West, a distance of 160.85 feet;
Northwesterly, with said curve, through a central angle of 08 degrees 12 minutes 09 seconds, an
arc distance of 160.99 feet to a 1/2 -inch found iron rod with cap for corner at the intersection of
the northeast right-of-way line of said Freeport Parkway with the southeast right-of-way line of
said State Highway 121;
PAGE 2 EXHIBIT "A" TO AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 21764)
EXHIBIT "A"
Legal Description of Property
THENCE with the southeast right-of-way line of said State Highway 121, the following bearings
and distances:
North 43 degrees 04 minutes 04 seconds West, with the southwest line of said Lot 6R, a distance
of 9.35 feet to a found monument for corner;
North 47 degrees 59 minutes 54 seconds West, with the southwest line of said Lot 6R, a distance
of 75.82 feet to a found monument for corner;
North 22 degrees 13 minutes 47 seconds West, with the southwest line of said Lot 6R, a distance
of 85.52 feet to a found monument for corner;
North 37 degrees 38 minutes 29 seconds East, with the northwest line of said Lot 6R, a distance
of 145.94 feet to a found monument for corner;
North 41 degrees 19 minutes 26 seconds East, with the northwest line of said Lot 6R, a distance
of 135.07 feet to a found monument for the northwest corner of said Lot 6R, said corner being on
the south line of said Lot 1;
South 89 degrees 43 minutes 54 seconds West, with the south line of said Lot 1, a distance of 0.47
feet to a found monument for the southwest corner of said Lot 1 and the southeast corner of said
1.678 acre tract;
THENCE with the southeast right-of-way line of said State Highway 121 and the northwest line
of said Lot 1, the following bearings and distances:
North 41 degrees 19 minutes 26 seconds East, a distance of 267.77 feet to a found monument for
corner;
North 37 degrees 08 minutes 49 seconds East, a distance of 256.90 feet to a found monument for
corner;
North 75 degrees 28 minutes 20 seconds East, a distance of 104.95 feet to the POINT OF
BEGINNING AND CONTAINING 9.84 acres (428,553 square feet) of land, more or less.
PAGE 3 EXHIBIT "A" TO AMENDED AND RESTATED ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
CITY OF COPPELL AND VARIDESK, LLC (TM 21764)