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RE 2001-11-13.3 RESOLUTION NO. 2001-1113.3 A RESOLUTION OF THE CITY OF COPPELL, TEXAS, APPROVING THE TERMS AND CONDITIONS OF A TAX ABATEMENT AGREEMENT BY AND BETWEEN THE CITY OF COPPELL, TEXAS AND CENTEX COMMERCIAL DEVELOPMENT CORPORATION; AUTHORIZING ITS EXECUTION BY THE MAYOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council has been presented a proposed Tax Abatement Agreement by and between the City of Coppell, Texas and Centex Commercial Development Corporation, a copy of which is attached hereto and incorporated herein by reference; and WHEREAS, upon full review and consideration of the Agreement, and all matters related thereto, the City Council is of the opinion and finds that the terms and conditions thereof should be approved, and that the Mayor should be authorized to execute the Agreement on behalf of the City of Coppell, Texas; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, THAT; SECTION 1. The Agreement attached hereto having been reviewed by the City Council of the City of Coppell, Texas, and found to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all things approved, and the Mayor is hereby authorized to execute the Agreement on behalf of the City of Coppell, Texas. SECTION 2. The City Council finds that the improvements proposed to be built upon the Premises described in the Agreement will enhance the economic vitality of the community through a combination of new capital investment, increased sales tax revenues, and the creation of additional job opportunities. SECTION 3. The tax abatement to be granted by the Agreement will not include inventory and supplies. SECTION 4. The improvements proposed for the Premises will accomplish the tax abatement guidelines of the City of Coppell, Texas. CENTEX TAX ABATEMENT AGREEMENT - Page 1 SECTION 5. The City Manager delivered to the presiding officer of the governing body of each taxing unit in which the property subject to the Agreement is located, a written notice that the City of Coppell, Texas, intends to enter into the Agreement. The notice given by the City Manager included a copy of the Agreement approved by this Resolution. SECTION 6. This Resolution and the Tax Abatement Agreement are hereby approved by the affirmative vote of the majority of the members of the City Council of the City of Coppell, Texas, at a regularly scheduled meeting of the City Council. SECTION 7. This Resolution shall become effective immediately from and after its passage. DULY RESOLVED AND ADOPTED by the City Council of the City of Coppell, Texas, on this the 13th day of November, 2001 CITY OF COPPELL, TEXAS CANDY SHEEHAN, MAYOR ATTEST: LIBBY BALL, CITY SECRETARY PETER G. SMIITH, CITY ATTORNEY (PGS/ev 10/10/01) 43819 OWNER'S CERTIFICATE STATE OF TEXAS COUNTY OF DENTON BEING a 7.010 acre tract of land and being part of a 25.93 acre tract of land situated in the C.G. Woolsey Survey, Abstract No. 1402, the Thomas B. Garvin Survey, Abstract No. 506, the 3.H. Donald Survey Abstract No. 1696 and the W.M. Trimble Survey, Abstract No. 1268 in Dallas County, Texas inclusive, and being a part of Lot 3, Block G of Vista Ridge Addition, an addition to the City of Coppell, Texas, as recorded in Cabinet F, Page 271 of the Plat Records o£Denton County (P.R.De.C.T.), and being more particularly described as follows: COMMENCING, at a 5/8-inch found iron rod with a cap stamped "CARTER & BURGESS" (hereinafter referred to as "with C&B cap") found at the northwesterly comer of a comer clip at the intersection on the southeasterly fight-of-way line of State Highway 121 (variable width right-of-way) as dedicated by deed recorded in CC # 94-R0000002, (C.C.R.De.C.T) with the westerly fight-of-way line of MaeAxthur Boulevard (120 foot right-of-way) same being the northwesterly comer of the aforementioned 25.93 acre tract of land, same being on a circular curve to the left, hav~ng a radius of 3,804.72 feet whose chord bears South 61 degrees 29 minutes 11 seconds West, a distance of 1,176.93 feet; THENCE in Southwesterly direction, continuing along said southerly right-of-way line, and said northerly line of said 25.93 acre tract of land, and said common city limit, curving to the left, through a central angle of 17 degrees 47 minutes 42 seconds, an are distance of 1,181.68 feet to a 5/8-inch found iron rod with C&B cap, said point being the point oftangeney of the aforementioned curve. THENCE South 52 degrees 35 minutes 20 seconds West, along said southerly right-of-way line, same beiug the northerly line of said 25.93 acre tract of land, and said common city lknit line, a distance of 95.68 feet to THE POD,vr OF BEGINNING; THENCE South 37 degrees 4a minutes 09 seconds East, departing said southerly right-of-way a distance of 130.59 feet to a point for comer; THENCE East a distance of 360.4Ifeet to a point for comer; THENCE South a distance of 287.18 feet to a point for comer; THENCE South 89 degrees 05 minutes 26 seconds East a distance of 101.18 feet to a point for comer; THENCE South 50 degrees 54 minutes 38 seconds East a distance of 65.37 feet to a point for comer, said point being on the northerly fight-of-way line of Forrest Hill Drive (50 foot right-of- way) as dedicated by deed recorded in Volume 97215, Page 4852 of the Deed Records of Denton County (D.R.De.C.T.) same being on a circular curve to the left, having a radius of 837.60 feet and whose chord bears South 51 degrees 09 minutes 09 seconds West, a distance of 49.67 feet; EXHIBIT "A" THENCE in Southwesterly direction, continuing along said northerly fight-of-way line, and along said circular curve to the left, through a central angle of 03 degrees 23 minutes 54 seconds, an arc distance of 49.68 feet to a 5/g-inch found iron rod with C&B cap for comer, said comer being on said northerly right-of-way line of Forrest Hill Drive, also being on the common line of the south line ofsa/d 25.93 acre tract of land and the North line of Vista of Coppell Phase lB Addition as recorded in Volume 98043, Page 66 (D.R-D.C.T.); THENCE North 89 d=grces 05 minutes 25 seconds East, along said common line, a distance of 1,142.02 feet to a I/2-inch found iron rod for comer, said corner being on said southerly right-o/- way Iine of State Highway 121, same being the southwesterly comer of said 25.93 acre tract of land, also being the common city limit line between the City of Lewisville, Texas and the City. of' Coppell, Texas; . THENCE North 52 degrees 35 minutes 20 seconds East, aIong said southerly right-of-way line of said State Highway 121, same being the northerly hne of said 25.93 acre tract of land, a distance of 737.75 feet THE POINT OF BEGINNING and CONTAINING 305,366 square feet or 7.010 acres of land more or less. EXHIBIT "A" STATE OF TEXAS § COUNTY OF DALLAS § TAX ABATEMENT AGREEMENT This Tax Abatement Agreement (the "Agreement") is entered into by and among the City of Coppell, Texas (the "City"), Centex Office Vista Ridge Coppell I, L.P. ("Owner"), Centex Homes ("Centex"), CTX Mortgage Company, LLC ("CTX") and Commerce Land Title, Inc. ("Commerce") (collectively referred to as "Lessees"). WITNESSETH: WHEREAS, the City Council of the City of Coppell, Texas, (the "City"), passed an Ordinance (the "Ordinance") establishing Tax Abatement Reinvestment Zone No. 37 (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, Owner owns the real property described in Exhibit "A" attached hereto ("Land") and has or intends to construct certain Improvements on the Land (hereinafter defined) and to lease the Improvements to the Lessees; and WHEREAS, Lessees have or intend to enter into leases or subleases for occupancy of a portion of the Improvements; and WHEREAS, Owner's and Lessees' development efforts described herein will create permanent new jobs in the City; and WHEREAS, the City Council finds that the contemplated use of the Premises (hereinafter defined), the contemplated Improvements thereto in the amount set forth in this Agreement, and the other terms hereof are consistent with encouraging development of the Zone in accordance with the purposes for its creation and/or in compliance with the Tax Abatement Guidelines, the Ordinance adopted by the City, the Tax Code and all other applicable laws; and CENTEX TAX ABATEMENT AGREEMENT - Page 1 WHEREAS, the City Council finds that the Improvements sought are feasible and practicable and would be of benefit to the Premises (hereinafter defined) to be included in the Zone and to the City after expiration of this Agreement; and WHEREAS, a copy of this Agreement has been furnished, in the manner prescribed by the Tax Code, to the presiding officers of the governing bodies of each of the taxing units in which the Premises is located; and WHEREAS, the City desires to enter into an agreement with Owner and the Lessees for the abatement of taxes pursuant to Chapter 312 of the Tax Code as amended; NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for good and other valuable consideration, the adequacy and receipt of which is hereby acknowledged, including the expansion of primary employment, the attraction of major investment in the Zone, which contributes to the economic development of Coppell and the enhancement of the tax base in the City, the parties agree as follows: GENERAL PROVISIONS 1. Owner is the owner of the Land, which Land is located within the city limits of the City and within the Zone. Owner intends to construct the Improvements on the Land and to lease a portion of the same to Lessees. The Lessees have or intend to lease or sublease a portion of the Improvements from Owner and locate Tangible Personal Property on the Premises. 2. The Premises are not in an improvement project financed by tax increment bonds. 3. This Agreement is entered into subject to the rights of the holders of outstanding bonds of the City. 4. The Premises are not owned or leased by any member of the Coppell City Council or any member of the Coppell Planning and Zoning Commission, or any member of the governing body of any taxing units joining in or adopting this Agreement. TAX ABATEMENT AUTHORIZED 5. 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 of the City authorizing the execution of this Agreement. 6. Subject to the terms and conditions of this Agreement, and provided the Taxable Value for the Improvements, excluding the Land, is at least Four Million Dollars ($4,000,000) as of January 1 of the First Year of Abatement and as of January 1 of each year thereafter that this Agreement is in effect, the City hereby grants Owner an abatement of fifty percent (50%) of the Taxable Value of the Improvements for a period of five (5) consecutive years and grants each Lessee an abatement of fifty percent (50%) of the Taxable Value of the Tangible Personal Property CENTEX TAX ABATEMENT AGREEMENT - Page 2 for a period of five (5) consecutive years; provided however the abatement granted Owner for the Improvements, and the abatement granted Lessees for the Tangible Personal Property shall be increased to seventy-five percent (75%) for any year that this Agreement is in effect if the Taxable Value of the Improvements is at least Five Million Five Hundred Thousand Dollars ($5,500,000) as of January 1 of such year. The actual percentage of Taxable Value of the Improvements subject to abatement for each year this Agreement is in effect will apply only to the portion of the Taxable Value of the Improvements that exceeds the Base Year Taxable Value. The actual percentage of Taxable Value of the Tangible Personal Property subject to abatement will only apply to the Tangible Personal Property added to the Premises after this Agreement is executed. 7. The period of tax abatement herein authorized shall be for a period of five (5) years. 8. During the period of tax abatement herein authorized, Owner and Lessees shall be subject to all taxation not abated, including but not limited to, sales tax and ad valorem taxation on land, inventory and supplies. DEFINITIONS 9. Wherever used in this Agreement, the following terms shall have the meanings ascribed to them: A. "Base Year Taxable Value" shall mean the Taxable Value for the Land for the year in which the Tax Abatement Agreement is executed (2001). B. "Event of Bankruptcy or Insolvency" shall mean the dissolution or termination of a party's existence as a going business, insolvency, appointment of receiver for any part of a party's property and such appointment is not terminated within ninety (90) days after such appointment is initially made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against such party, and such proceeding is not dismissed within ninety (90) days after the filing thereof. C. "First Year of Abatement" shall mean January 1 of the calendar year immediately following the issuance of the last certificate of occupancy for the portion of the Improvements leased or subleased by Lessees. D. "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. E. "Improvements" shall mean the contemplated improvements to be constructed on the Land and as further described herein. CENTEX TAX ABATEMENT AGREEMENT - Page 3 F. "Premises" shall collectively mean the Land and Improvements but excluding Tangible Personal Property. G. "Taxable Value" means the appraised value as certified by the Appraisal District as of January 1 ora given year. H. "Land" means the real property described in Exhibit A attached hereto and incorporated herein for all purposes. I. "Tangible Personal Property" shall mean tangible personal property, equipment and fixtures owned by or leased by Lessees other than inventory or supplies added to the Premises subsequent to the execution of this Agreement. IMPROVEMENTS 10. Owner owns the Land and intends to construct or caused to be constructed thereon a "flex" office building containing approximately 70,000 square feet (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) ("Improvements"). Lessees intend to lease and occupy the Improvements and locate Tangible Personal Property on the Premises. Nothing in this Agreement shall obligate Owner to construct the Improvements on the Land, and/or for Lessees to occupy the Improvements and locate Tangible Personal Property on the Premises but said actions are a condition precedent to tax abatement pursuant to this Agreement. CONSTRUCTION OF IMPROVEMENTS 11. As a condition precedent to the initiation of tax abatement pursuant to this Agreement, Owner will diligently and faithfully, in good and workmanlike manner, pursue the completion of the contemplated Improvements on or before December 31, 2002, as good and valuable consideration for this Agreement, and all construction of the Improvements will be in accordance with all applicable state and local laws, codes, and regulations, (or valid waiver thereof); provided, that Owner shall have such additional time to complete and maintain the Improvements as may be required in the event of "Force Majeure," if Owner is diligently and faithfully pursuing completion of the Improvements. 12. Owner and Lessees agree to maintain the Improvements during the term of this Agreement in accordance with all applicable state and local laws, codes, and regulations. Owner and Lessees agree that the Improvements shall be used only as a "flex" office building for a period of five (5) years commencing on the date a certificate of occupancy is issued for the Improvements. 13. The City, its agents and employees shall have the right of access to the Premises during construction to inspect the Improvements at reasonable times and with reasonable notice to Owner and/or Lessees as the case may be, and in accordance with Owner's and/or Lessees as the case may be, visitor access and security policies, in order to insure that the construction of the Improvements are in accordance with this Agreement and all applicable state and local laws and regulations (or valid waiver thereof). CENTEX TAX ABATEMENT AGREEMENT - Page 4 GENERAL REQUIREMENTS 14. 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. 15. After completion of the Improvements, Owner shall certify in writing to the City the construction cost of the Improvements. Owner and Lessees shall each annually certify to the City that it is in compliance with each term of the Agreement. 16. 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. 17. Owner agrees to provide to the tenants of the Premises, the benefit of the abatement of real property taxes granted herein. Owner shall, upon written request, provide the City with satisfactory evidence that the benefits of this Agreement have been provided to the tenants of the Premises. 18. Owner agrees to lease the Improvements to Lessees for a period of at least five (5) consecutive years beginning the First Year of Abatement. Lessees each agree to lease and continuously occupy the Improvements for a period of at least five (5) consecutive years beginning the First Year of Abatement. DEFAULT:RECAPTUREOFTAXREVENUE 19. In the event Owner and/or Lessees: (i) fail to complete the Improvements in accordance with this Agreement or in accordance with applicable State or local laws, codes or regulations; (ii) have delinquent ad valorem or sales taxes owed to the City (provided such party retains its right to timely and properly protest such taxes or assessment); (iii) have any "Event of Bankruptcy or Insolvency"; or (iv) breach any of the terms and conditions of this Agreement, then such party, after the expiration of the notice and cure periods described below, shall be in default of this Agreement. As liquidated damages in the event of such default, the "Defaulting Party" shall, within thirty (30) days after demand, pay to the City all taxes which otherwise would have been paid to the City without benefit of a tax abatement with interest at the statutory rate for delinquent taxes as determined by Section 33.01 of the Tax Code as amended but without penalty. The parties acknowledge that actual damages in the event of default termination would be speculative and difficult to determine. The parties further agree that any abated tax, including interest as a result of this Agreement, shall be recoverable against such party, its successors and assigns and shall constitute a tax lien on the Premises and shall become due, owing and shall be paid to the City within thirty (30) days after termination. 20. Upon breach by Owner and/or Lessees of any obligations under this Agreement, the City shall notify the "Defaulting Party" in writing, who shall have thirty (30) days from receipt of CENTEX TAX ABATEMENT AGREEMENT - Page 5 the notice in which to cure any such default. If the default cannot reasonably be cured within a thirty (30) day period, and the "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. 21. 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 by written notice to Owner and Lessees. 22. Upon termination of this Agreement by City, all tax abated as a result of this Agreement shall become a debt to the City as liquidated damages, and shall become due and payable not later than thirty (30) days after a notice of termination is made. The City shall have all remedies for the collection of the abated tax provided generally in the Tax Code for the collection of delinquent property tax. The City at its sole discretion has the option to provide a repayment schedule. The computation of the abated tax for the purposes of the Agreement shall be based upon the full Taxable Value of the Improvements and the Tangible Personal Property without tax abatement for the years in which tax abatement hereunder was received by Owner and/or Lessees with respect to the Improvements and the Tangible Personal Property 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. ANNUAL APPLICATION FOR TAX EXEMPTION; RENDITION 23. It shall be the responsibility of the Owner and Lessees, pursuant to the Tax Code, to file an annual exemption application form with the Chief Appraiser for each Appraisal District in which the eligible taxable property has situs. A copy of the exemption application shall be submitted to the City upon request. SUCCESSORS AND ASSIGNS 24. This Agreement shall be binding on and inure to the benefit of the parties to it and their respective heirs, executors, administrators, legal representatives, successors, and permitted assigns. This Agreement may be assigned with the consent of the City Manager. NOTICE 25. 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: CENTEX TAX ABATEMENT AGREEMENT - Page 6 If intended for Owner, to: Attn: Dan Anderson Centex Commercial Development 2728 N. Harwood, 3rd Floor Dallas, Texas 75201 with a copy to: Attn: General Counsel Centex Development Company, L.P. 2728 N. Harwood, 3rd Floor Dallas, Texas 75201 If intended for Lessees, to: Attn: Controller Centex Homes Coppell, Texas 75019 with a copy to: Attn: General Counsel - DFW Centex Homes 2800 Surveyor Blvd. Carrollton, Texas 75006 If intended for City, to: Attn: City Manager City of Coppell, Texas P. O. Box 478 Coppell, Texas 75019 With copy to: Peter G. Smith Nichols, Jackson, Dillard, Hager & Smith, L.L.P. 1800 Lincoln Plaza 500 N. Akard Dallas, Texas 75201 CENTEX TAX ABATEMENT AGREEMENT - Page 7 CITY COUNCIL AUTHORIZATION 26. This Agreement was authorized by resolution of the City Council approved by its Council meeting authorizing the Mayor to execute this Agreement on behalf of the City. SEVERABILITY 27. 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. APPLICABLE LAW 28. This Agreement shall be construed under the laws of the State of Texas. Venue for any action under this Agreement shall be the State District Court of Dallas County, Texas. This Agreement is performable in Dallas County, Texas. COUNTERPARTS 29. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. ENTIRE AGREEMENT 30. 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. CONVENANTS RUNNING WITH THE PREMISES 31. The provisions of this Agreement are hereby declared covenants running with the Premises and are fully binding on all successors, heirs, and assigns of Owner who acquire any right, title, or interest in or to the Premises, or any part thereof. Any person who acquires any right, title, or interest in or to the Premises, or any part hereof, thereby agrees and covenants to abide by and fully perform the provisions of this Agreement with respect to the right, title or interest in such Premises. RECORDATION OF AGREEMENT 32. A certified copy of this Agreement shall be recorded in the Deed Records of Dallas County, Texas. CENTEX TAX ABATEMENT AGREEMENT - Page 8 INCORPORATION OF RECITALS 33. The determinations recited and declared in the preambles to this Agreement are hereby incorporated herein as part of this Agreement. EXHIBITS 34. All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. 35. This Agreement and the Tax Abatement provided herein is conditioned on Owner entering into a lease with Lessees for a portion of the Improvements, and Lessees entering into a lease with Owner for the occupancy of the Improvements for a period of at least five (5) years beginning the First Year of Abatement. EXECUTED in duplicate originals this the 20th day of November, 2001. CITY OF COPPELL, TEXAS CANDY SHEEHAN, MAYOR ATTEST: By: ~ LIBBY BALL, CITY SECRETARY PETER G. SMITH, CITY ATTORNEY CENTEX TAX ABATEMENT AGREEMENT - Page 9 43821 EXECUTED in duplicate originals this the 9th day of November, 2001. CENTEX OFFICE VISTA RIDGE COPPELL I, L.P., a Delaware limited partnership By: Centex Office General Partner, LLC, a Delaware limited liability company, its general parmer ~'~DAN ANDERSO VICE PRESIDENT EXECUTED in duplicate originals this the 13 day of November, 2001. CENTEX HOMES, a Nevada general partnership By: Centex Real Estate Corporation, a Nevada Corporation, its general partner Tire: ~.~a,-~,, EXECUTED in duplicate originals this the 9th day of November,2001. CTX MORTGAGE COMPANY, LLC, a Delaware limited liability company B Title: CENTEX TAX ABATEMENT AGREEMENT - Page 1 0 43821 thedS~/~ EXECUTED in duplicate originals this 9th day of November, 2001. COMMERCE LAND TITLE, INC., a Nevada corporation Title: ~.>"~,,,..,,,~4/~,-~_... CENTEX TAX ABATEMENT AGREEMENT - Page 1 1 43821 CITY'S ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF DALLAS § This instrument was acknowledged before me on the 20th day of November , 2001, by Candy Sheehan, Mayor of the City of Coppell, Texas, a Texas municipality~on behalf of said municipality. ~,"~ ~..~2o-8_-.~,,_~ ?~otary Public, Sti~ of Texas My Commission Expires: ? f~¥ Po~,~ ".-~ OWNER'S AC~O~EDGMENT STATE § COUNTY OF P&L~L-kc~ § This instrument was acknowledged before me on the 9th day of November, 2001, by Dan Anderson being the Vice President of Centex Office General Partner, LLC, a Delaware limited liability company, its general partner of Centex Office Vista Ridge Coppell I, L.P., a Delaware limited partnership, on behalf of said limited partnership. My Commission Expires: Io CENTEX TAX ABATEMENT AGREEMENT - Page 12 43821 CENTEX HOMES' ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF DENTON § This irxs~;rument was ac[mowledged before me on toe 13 day of November, 2001, by ~ffl,~ ~~M5 being the ~~l/e~ of Centex Real Estate Co~oration, a Nevada co~oration, its general p~ner of Centex Homes, a Nevada g n~L__ ~ md limited pa~nership. ! ~~ STATE OF T~AS [~ ~omm.~.~O-O~-~oo~ ~ ~ Public, State of Texas My Co~ission Expires: z/v& . CTX MORTGAGE'S ACKNOWLEDGMENT STATE OF '7'~,Z/~-5 § COUNTY OF ~a _This.instrument was acknowledged before.~e on the 9th day of November 2001, by (..~. [14~t'Stltq ~reer~ being the,,5~/?/dr'l/jO~L~r/t,-Y~/t"b///t~f C--~~e Co~6~ -a D,.-L,-,;=.-z ,=,.-'ii,~d liability company, on behalf of said limited partnership. ~[_ ,,, '~'_ ..... ; ~ Notary Public, My Commission Expires: CENTEX TAX ABATEMENT AGREEMENT - Page 13 43821 COMMERCE LAND TITLE'S ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF DALLAS § This instrument was acknowledged before me on the 9th day of November 2001, by ~-/~Ot'~/'Y7 ~fp~a~n being the ~&qb'f~[ ff'O/xPl..~/ of Commerce L~ Title, Inc., on behalf of said co¢oration. ~at~5' My Co~ission Expires: CENTEX TAX ABATEMENT AGREEMENT - Page 1 4 43821 OWNER' S CERTIFICATE STATE OF TEXAS COUNTY OF DENTON BEING a 7.010 ac, re tract of land and being part of a 25.93 acre tract of land situated in the C.G. Woolsey Survey, Abstract No. 1402, the Thomas B. Garvin Survey, Abstract No. 506, the J.H. Donald Survey Abstract No. 1696 aud the W.M. Trimble Survey, Abstract No. 1268 in Dallas County, Texas inclusive, and being a part of Lot 3, Block G of Vista Ridge Addition, an addition to the City of Coppell, Texas, as recorded in Cabinet F, Page 271 of the Plat Records of Denton County (P.R.De.C.T.), and being more particularly described as follows: COMMENCING, at a 5/8-inch found iron rod with a cap stamped "CARTER & BURGESS" (hereinafter referred to as '~,rith C&B cap") found at the northwesterly comer of a comer clip at the intersection on the southeasterly fight-of-way line of State Highway 121 (variable width right-of-way) as dedicated by deed recorded in CC # 94-R0000002, (C.C.R.De.C.T) with the westerly right-of-way line of MacArthur Boulevard (120 foot right-of-way) sa_me being the northwesterly comer of the aforementioned 25.93 acre tract of land, same being on a circular curve to the left, having a radius of 3,804.72 feet whose chord bears South 61 degrees 29 minutes 11 seconds West, a distance of 1,176.93 feet; THENCE in Southwesterly direction, continuing along said southerly right-of-way line, and said northerly line of said 25.93 acre tract of land, and said common city limit, curving to the left, through a central angle of 17 degrees 47 minutes 42 seconds, an arc distance of 1,181.68 feet to a 5/g-inch found iron rod with C&B cap, said point being the point oftangency of the aforementioned curve. THENCE South 52 degrees 35 minutes 20 seconds West, along said southerly right-of-way line, same being the northerly line of said 25.93 acre t~-act of land, and said common city limit line, a distance of 95.68 feet to THE POINT OF BEGINNING; THENCE South 37 degrees 44 minutes 09 seconds East, departing said southerly right-of-way a distance of 130.59 feet to a point for comer; THENCE East a distance of 360.41feet to a point for comer; THENCE South a distance of 287.18 feet to a point for comer; THENCE South 89 degrees 05 minutes 26 seconds East a distance of 101.1 $ feet to a point for comer; THENCE South 50 degrees 54 minutes 38 seconds East a distance of 68.37 feet to a point for comer, said point being on the northerly right-of-way line of Forrest Hill Drive (50 foot right-of- way) as dedicated by deed recorded in Volume 97215, Page 4852 of the Deed Records of Denton County (D.R.De.C.T.) same being on a circular curve to the left, having a radius of 837.60 feet and whose chord bears South 51 degrees 09 minutes 09 seconds West, a distance of 49.67 feet; I~I'ltlBIT "~" THENCE in Southwesterly direction, continuing along said northerly right-of-way line, and along said circular curve to the left, through a central angle of 03 degrees 23 minutes 54 seconds, an arc distance of 49.68 feet to a 5/8-inch found iron rod with C&B cap for comer, said comer being on said northerly right-of-way line of Forrest Hill Drive, also being on the common line of the south line of said 25.93 acre tract of land and the North line of Vista of Coppell Phase lB Addition as recorded in Volume 98043, Page 66 (D.R.D.C.T.); THENCE North 89 degrees 05 minutes 26 seconds East, along said common line, a di,tance of 1,142.02 feet to a 1/2-inch found iron rod for comer, said comer being on said southerly right-of- way line of State Highway 121, same being the southwesterly comer of said 25.93 acre tract of land, also being the common city limit line between the City of Lewisville, Texas and the City of Coppell, Texas; THENCE North 52 degrees 35 minutes 20 seconds East, along said southerly right-of-way line of said State Highway 121, same being the northerly line of said 25.93 acre tract of land, a distance of 737.75 feet THE POINT OF BEGINNING and CONTAINING 305,366 square feet or 7.010 acres of land more or less.