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06-025 - R TOWN OF PROSPER,TEXAS RESOLUTION NO. 06-25 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS HEREBY AUTHORIZING THE MAYOR OF THE TOWN OF PROSPER, TEXAS TO EXECUTE A TAX ABATEMENT AGREEMENT BETWEEN THE TOWN OF PROSPER AND CENTEX HOMES (DIBIA) CTX BUILDERS SUPPLY. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS: SECTION 1: The Mayor of the Town of Prosper, Texas is hereby authorized to execute, on behalf of the Town Council of the Town of Prosper, Texas a Tax Abatement Agreement between the Town of Prosper and Centex Homes(d/b/a)CTX Builders Supply. SECTION 2: This Resolution shall take effect immediately upon its passage. RESOLVED THIS THE 14th DAY OF MARCH, 2006. harles Niswanger, Ma ATTEST TO: anae Jennings, n Secretary STATE OF TEXAS § § TAX ABATEMENT AGREEMENT COUNTY OF COLLIN § This Tax Abatement Agreement (the "Agreement") is entered into by and between the Town of Prosper, Texas (the "Town") and Centex Homes (d/b/a) CTX Builders Supply ("Owner") acting by and through their representative authorized officers and representatives. WITNESSETH: WHEREAS, the Town Council passed an Ordinance (the "Ordinance") establishing Tax Abatement Reinvestment Zone No. 1 (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, in order to maintain and enhance the commercial and industrial economic and employment base of the Prosper area, it is in the best interests of the taxpayers for the Town to enter into this Agreement;and WHEREAS, the Town 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 Town as contemplated by the Tax Code; and WHEREAS, the Town has adopted a resolution stating that it elects to be eligible to participate in tax abatements;and WHEREAS, the Town Council finds that the contemplated use of the Improvements (hereinafter defined) and the other terms hereof are consistent with encouraging development in accordance with the purposes for its creation and in compliance with the Tax Abatement Guidelines, the Ordinance adopted by the Town,the Tax Code and all other applicable laws and legal requirements; and WHEREAS, the Town Council has determined that the Improvements sought are feasible and practicable and would be of benefit to the land to be included in the Zone and to the Town 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 Improvements are located. 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 are hereby acknowledged, including the expansion of primary employment, the attraction of major investment in the Zone, which contributes to the economic development of the Town, and the enhancement of the tax base within the Town,the parties agree as follows: Prosper CTX Tax Abatement Agreement 63467 1 Article I Definitions Whenever used in this Agreement,the following terms shall have the meanings ascribed to them: "Base Year"shall mean the calendar year in which this Agreement is fully executed by the parties. "Commencement Date"shall mean the date the first final permanent certificate of occupancy is issued by the Town for the Owner's occupancy for the Improvements. "Commencement of Construction" shall mean that: (i) the plans have been prepared and all approvals thereof required by applicable governmental authorities have been obtained for construction of the Improvements on the Land; (ii) all necessary permits for the construction of the Improvements of the Land pursuant to the respective plans therefore have been issued by all applicable governmental authorities; and (iii) grading of the Land and the construction of the vertical elements of the Improvements has commenced. "Completion of Construction"shall mean that: (i)the construction of the Improvements on the Land has been substantially completed; and (ii)the first final certificate of occupancy for the Owner's occupancy for the Improvements has been issued by the Town. "Employment Positions"shall mean full time Primary Jobs with benefits as further defined herein. "Event of Bankruptcy or Insolvency" shall mean the dissolution or termination (other than a dissolution or termination by reason of Owner merging with an affiliate of Owner) 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 Owner and such pleadings is not dismissed within ninety(90)days after the filing thereof. "Event of Force Majeure" shall mean any contingency or cause beyond the reasonable control of Owner, as applicable, including, without limitation, acts of God or the public enemy, war, terrorism, riot, civil commotion, insurrection, adverse weather, government or de facto governmental action (unless caused by the intentionally wrongful acts or omissions of the Owner), fires, explosions or floods, strikes, slowdowns or work stoppages,shortage of materials or labor. "First Year of Abatement"shall mean January 1 of the calendar year immediately following Completion of Construction,unless otherwise agreed by the parties. "Improvements"shall mean the construction of an office/manufacturing and assembly facility containing at least 90,000 square feet of space and two(2) covered dry storage facilities 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 Town from time to time in order to obtain a building permit), and as further described in Exhibit „B„ "Land" shall mean the real property located within the Tax Abatement Reinvestment Zone No. 1 (CTX)being further described in Exhibit"A",excluding the Improvements. "Owner"shall mean Centex Homes,(d/b/a)CTX Builders Supply, a Nevada General Partnership. Prosper CTX Tax Abatement Agreement 63467 2 "Primary Jobs" shall have the same meaning as assigned by Article 5190.6 Vernon's Texas Civil Statutes and shall mean Employment Positions located on the Premises. "Premises" shall mean collectively, the Land and Improvements following construction thereof, but excluding the Tangible Personal Property. "Related Agreements"shall mean that certain economic development agreement by and between the Prosper Economic Development Corporation and the Owner dated of approximate even date and that certain economic development agreement by and between the Town and the Owner dated of approximate even date herewith. "Required Use" shall mean the Owner's continuous operation of office/manufacturing and assembly facility containing at least 90,000 square feet of space at the Improvements, subject to temporary cessations of such operation as a result of an event of a Force Majeure. "Tangible Personal Property" shall mean tangible personal property, equipment and fixtures, including supplies and inventory, owned or leased by Owner that is added to the Premises subsequent to the execution of this Agreement. "Taxable Value" means the appraised value, as certified by the Collin County Appraisal District, or its successor,as of January 1 of a given year. Article II General Provisions 2.1 Owner owns, or is under contract to purchase the Land, which Land is located within the Town limits and within the Zone,and intends to locate and maintain Tangible Personal Property at the Premises. 2.2 The Improvements are not an improvement project financed by tax increment bonds. 2.3 This Agreement is entered into subject to the rights of the holders of outstanding bonds of the Town. 2.4 The Owner represents that, upon and following Owner's acquisition of the Land,the Land and the Improvements will not be owned or leased by any member of the Town Council. 2.5 Owner shall, prior to May 1 of each calendar year during the term of this Agreement, certify in writing to the Town to the best of Owner's knowledge that it is in substantial compliance with each term of this Agreement. 2.6 The Owner shall use the Improvements at all times during the term of this Agreement in a manner that: (i) is consistent with the Town's Comprehensive Zoning Ordinance, as it exists, or may be amended, and (ii) that is consistent with the general purposes of encouraging development or redevelopment within the Zone. 2.7 Owner agrees that within six (6) months after the Commencement Date and continuing on each anniversary date of the Commencement Date thereafter during the term of this Agreement,to fill and maintain, or to cause its affiliates and onsite contractors to fill and maintain at least 125 full time Employment Positions and agency-sourced personnel ("temp-to-perm" employees that work full-time without benefits until hired as regular employees)at the Premises with a total annual payroll of not less than$5 Million Dollars. In the event of voluntary or involuntary termination of an employee, which termination causes the number of Employment Prosper CTX Tax Abatement Agreement 63467 3 Positions to fall below the number required pursuant to this Agreement, the Owner shall not be in default provided the required number of Employment Positions is re-established within sixty (60) days of the employee termination. To receive credit for an Employment Position, the employee must be retained for a period not less than forty-five (45) consecutive days, provided, however, the failure of a replacement employee to remain employed for such forty-five (45) day period shall not result in an Owner default to re- establish the required number of Employment Positions as provided herein. The Owner shall, within thirty (30) days after each anniversary date of the Commencement Date provide the Town with copies of employment records and such other information as may be reasonably requested by Town to document compliance with the required Employment Positions. 2.8 The term of this Agreement shall begin on the last date of execution hereof(the "Effective Date") and continue until February 1 of the 5th full calendar year following the First Year of Abatement. Article III Tax Abatement Authorized by Town 3.1 Town represents that this Agreement is authorized by the Tax Code, is in accordance with the Tax Abatement Guidelines and the Tax Code,and has been approved by the governing body of the Town. 3.2 Subject to the terms and conditions of this Agreement,the Town hereby grants Owner an abatement of fifty percent (50%) of the Taxable Value of the Improvements and an abatement of fifty percent (50%) of the Taxable Value of the Tangible Personal Property, but excluding inventory and supplies, for a period of five (5)consecutive years commencing the First Year of Tax Abatement. The actual percentage of taxes subject to abatement for the Improvements shall apply only to that portion of the Taxable Value of the Improvements that exceeds the Taxable Value of the Improvements for the Base Year. The actual taxes subject to abatement for the Tangible Personal Property shall apply only to the Tangible Personal Property located at the Premises subsequent to the execution of this Agreement. 3.3 The period of tax abatement herein authorized shall be five(5)consecutive years, beginning the First Year of Tax Abatement. 3.4 During the period of tax abatement herein authorized, Owner shall be subject to all Town taxation not abated,including but not limited to,sales tax and ad valorem taxation. Article IV Improvements 4,1 Nothing in this Agreement shall obligate Owner to construct the Improvements on the Land but Owner agrees that said action is a condition precedent to tax abatement pursuant to this Agreement. Owner intends to locate and maintain Tangible Personal Property at the Premises. Nothing in this Agreement shall obligate Owner to locate and maintain Tangible Personal Property at the Premises, but said action is a condition precedent to tax abatement pursuant to this Agreement. 4.2 As a condition precedent to the initiation of tax abatement pursuant to this Agreement, Owner will diligently and faithfully, in a good and workmanlike manner, pursue the Commencement of Construction on or before July 31, 2009 and, subject to events of Force Majeure,to cause Completion of Construction to occur on or before August 1, 2010, as good and valuable consideration for this Agreement, and all construction of the Improvements will be in substantial accordance with all applicable state and local laws, codes, and regulations, (or valid waiver thereof) provided, 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 same. Prosper CTX Tax Abatement Agreement 63467 4 4,3 Subject to events of casualty, condemnation, or Force Majeure, for so long as Owner owns the Premises the Owner agrees to maintain the Premises in substantial accordance with all applicable state and local laws, codes, and regulations for a period of not less than ten (10) years beginning with the First Year of Abatement. Following the Commencement Date and continuing thereafter for a period of ten (10) consecutive years or earlier termination, the Owner shall continuously own or lease, and occupy the Improvements, and that the Improvements shall not be used for any purpose other than the Required Use, and that the Owner shall not allow the operation of the Improvements in conformance with the Required Use to cease for more than thirty (30) days except in connection with, and to the extent of an event of a Force Majeure. 4.4 The combined Taxable Value of the Improvements and the Tangible Personal Property shall be at least Nine Million Dollars($9,000,000.00)(the"Minimum Taxable Value")as of the First Year of Abatement and as of January 1 of each calendar year thereafter during the term of this Agreement, provided however following the First Year of Abatement the Minimum Taxable Value shall be reduced by$428,571.00 each year thereafter so that the Minimum Taxable Value shall be as set forth in the schedule below: Minimum Taxable Value Second Year of Abatement $8,571,429.00 Third Year of Abatement $8,142,858.00 Fourth Year of Abatement $7,714,287.00 Fifth Year of Abatement $7,285,716.00 4.5 The Town, and its agents and employees, shall have the right of reasonable access to the Improvements to inspect the Improvements at reasonable times during normal business hours 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 is in substantial accordance with this Agreement and all applicable state and local laws and regulations(or valid waiver thereof). Article V Default; Recapture of Abated Taxes 5.1 In the event that Owner(i)fails to construct the Improvements in substantial accordance with this Agreement or in substantial accordance with applicable State or local laws, codes or regulations; (ii) has delinquent ad valorem or sales taxes owed to the Town (provided Owner retains the right to timely and properly protest and/or contest such taxes or assessment); (iii) commits any breach of this Agreement or any one of the Related Agreements; or(iv) upon the occurrence of any"Event of Bankruptcy or Insolvency" of Owner, then Owner, after the expiration of the notice and cure periods described herein, shall be in default of this Agreement. 5.2 Upon breach by Owner of any obligations under this Agreement, the Town shall notify Owner in writing. Owner shall have thirty(30)days from receipt of the notice of breach in which to cure any such default. If the default cannot reasonably be cured within a thirty (30) day period, and Owner has diligently pursued such remedies as shall be reasonably necessary to cure the default, then the period shall be extended to such time as is reasonably required to cure such default not to exceed ninety(90)days. 5.3 If the Owner fails to cure the default within the time provided herein or, as such time period may be extended, the Town shall, at its sole option, have the right to terminate this Agreement by written notice to Owner(such termination,a"default termination"). Prosper CTX Tax Abatement Agreement 63467 5 5.4 Except as provided by Section 5.5 below, as liquidated damages in the event of a default termination, the Owner shall, within thirty (30) days after written notice of termination is provided to the Owner pay to the Town all taxes which otherwise would have been paid to the Town for the Improvements and the Tangible Personal Property without benefit of the tax abatement with interest at the statutory rate for delinquent taxes as determined by Section 33.01 of the Texas Code, as amended, but without penalty. The parties acknowledge that the actual damages in the event of a 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, at the statutory rate for delinquent taxes, shall be recoverable against Owner, and shall constitute a tax lien against the Premises and the Tangible Personal Property,and shall become due and owing, and shall be paid to the Town within thirty (30) days after termination. The Town 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 Town in its sole discretion has the option to provide a repayment schedule. The computation of tax abated for the purposes of the Agreement shall be based upon the full Taxable Value of the Improvements and the Tangible Personal Property, but excluding inventory and supplies,without tax abatement,for the years in which tax abatement hereunder was received by Owner, as determined by the Collin County Appraisal District, multiplied by the tax rate for the years in question, as calculated by the Town Tax Assessor-Collector. The liquidated damages shall incur penalties as provided for delinquent taxes and shall commence to accrue thirty (30) days after notice of termination is provided to the Owner. 5.5 As liquidated damages in the event of a default termination for an uncured event of default by the Owner under Section 4.3 hereof which occurs at anytime beginning with the sixth (6th) year following the Commencement Date through and including the tenth (109h) year following the Commencement Date , the Owner shall, within thirty(30)days after written notice of termination is provided to the Owner pay to the Town fifty percent(50%)of all taxes which otherwise would have been paid to the Town for the Improvements and the Tangible Personal Property, but excluding inventory and supplies, without benefit of the tax abatement with interest at the statutory rate for delinquent taxes as determined by Section 33.01 of the Texas Code, as amended, but without penalty. The parties acknowledge that the actual damages in the event of such default termination would be speculative and difficult to determine. The parties further agree that any such abated tax, including interest as a result of this Agreement, at the statutory rate for delinquent taxes, shall be recoverable against Owner, and shall constitute a tax lien against the Premises and the Tangible Personal Property, and shall become due and owing, and shall be paid to the Town within thirty (30)days after termination. The Town shall have all remedies for the collection of such abated tax provided generally in the Tax Code for the collection of delinquent property tax. The Town in its sole discretion has the option to provide a repayment schedule. The computation of such tax abated for the purposes of the Agreement shall be based upon the full Taxable Value of the Improvements and the Tangible Personal Property, but excluding inventory and supplies, without tax abatement,for the years in which tax abatement hereunder was received by Owner,as determined by the Collin County Appraisal District, multiplied by the tax rate for the years in question, as calculated by the Town Tax Assessor-Collector. The liquidated damages shall incur penalties as provided for delinquent taxes and shall commence to accrue thirty(30)days after notice of termination is provided to the Owner. Article VI Annual Application for Tax Exemption It shall be the responsibility of Owner, pursuant to the Tax Code, to file an annual exemption application form with the Chief Appraiser for Collin County Appraisal District, or its successor, in which the eligible taxable property has situs. A copy of the exemption application shall be submitted to the Town. Prosper CTX Tax Abatement Agreement 63467 6 Article VII Annual Rendition Owner shall annually render the value of the Improvements and the Tangible Personal Property to the Collin County Appraisal District and provide a copy of the same to the Town. Article VIII Miscellaneous 8.1 Assignment. This Agreement shall be binding on and inure to the benefit of the parties to it and their respective heirs, executors, administrators, legal representatives, and successors. This Agreement may not be assigned by Owner without the prior written consent of the Town. 8.2 Notice. All notices required by this Agreement shall be addressed to the following, or such other party or address as the parties designate in writing, by certified mail, postage prepaid, return receipt requested,or by hand delivery: If intended for Town,to: With a copy to: Town of Prosper Peter G.Smith Attn:Town Administrator Nichols,Jackson, Dillard, Hager and Smith, Town Hall L.L.P. 121 West Broadway 1800 Lincoln Plaza P. 0.Box 307 500 N Akard Plaza Prosper,Texas 75078-0307 Dallas,TX 75201 If intended for Owner,to: With copy to: Centex Homes(d/b/a)CTX Builders Supply Centex Homes 2800 Surveyor Blvd., Bldg 3 P. 0. Box 199000 Carrollton,TX. 75006 Dallas,TX. 75201-1516 Attn: Robert E. Graham, CPA Attn: Gregory Packer Chief Financial Officer Assistant General Counsel 8.3 Authorizations. This Agreement was authorized by ordinance of the Town Council authorizing the Mayor to execute this Agreement on behalf of the Town. 8.4 Severability. In the event any section, subsection, paragraph,sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this Agreement, shall be enforceable and shall be enforced as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word; and such invalid, illegal, unconstitutional or unenforceable section, subsection, paragraph, sentence, phrase or word shall be substituted by a section, subsection, paragraph, sentence, phrase or word as near in substance thereto as may be valid, legal,constitutional and enforceable. 8.5 Applicable Law. This Agreement shall be construed under the laws of the State of Texas. Venue for any action under this Agreement shall be the State District Court of Collin County, Texas. The parties agree to submit to the personal and subject matter jurisdiction of said court. 8.6 Counterparts. 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. Prosper CTX Tax Abatement Agreement 63467 7 8,7 Entire Agreement. This Agreement embodies the complete agreement of the parties hereto, superseding all oral or written previous and contemporary agreements between the parties and relating to the matters in this Agreement, and except as otherwise provided herein cannot be modified without written agreement of the parties to be attached to and made a part of this Agreement.All reasonable attorneys'fees incurred by the Town for preparation or review of any revision, modification, or amendment of this Agreement proposed by Owner following the Effective Date, including any documents related thereto shall be at Owners' sole cost. The Owner shall within ten (10) days after receipt of a written invoice from the Town reimburse the Town for such costs and expenses. 8.8 Recordation. The Town shall record a copy of this Agreement in the deed records for Collin County, Texas. 8.9 Incorporation of Recitals. The determinations recited and declared in the preambles to this Agreement are hereby incorporated herein as part of this Agreement. 8.10 Exhibits. All exhibits to this Agreement are incorporated herein by reference for all purposes, whatever reference is made to the same. 8.11 Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the termination of this Agreement shall survive termination. Signature Page to Follow Prosper CTX Tax Abatement Agreement 63467 8 EXECUTED in duplicate originals theo'� day of t t".L--1 ,2006. Town of Prosper,Texas By: � .. Charles Niswanger,M r ATTEST: �D By: Cl-tot., ( r JIaL) Y �#a�s Q,ELt. Tewti-Secretary APPROV S TO FORM: By: LfA-L Town Attorney EXECUTED in duplicate originals the 7 day of ,2006. Centex Homes(d/b/a)CTX Builders Supply a Nevada General Partnership By: Centex Real Estate Corporation, its Managing Partner By: ' Name: A Title: Prosper CTX Tax Abatement Agreement 63467 9 Town's Acknowledgment State of Texas § County of Collin § This instrument was acknowledged before me on thedl day of `t "a i, 2006 by Charles Niswanger, Mayor of the Town of Prosper,Texas. Notary Public In and For the State of Te My Commission Expires: ,pAvaukc SARA P.THETFORD �� �(� *�_►` * Notary Public,State of Texas My Commission Expires d'47orcsiP April 24,2010 Owner's Acknowledgement State of Texas § County of Dallas § This instrument was acknowledged before me on the I—l�k day of fi 2006, by -c* r) Yfl . P J L A Centex Homes (d/b/a) CTX Builders Supply, a Nevada General Partnership, the UP of Centex Real Estate Corporation, its Managing Partner. a.I /kfa Notary ublic In and For the State of Texas My Commission Expires: — ( c *-,."' C. ANNETTE WILLIAMS �r ltl 4 Notary Public,State of Texas My Commission Expires `:;;N;;M+'� October 29,2008 Prosper CTX Tax Abatement Agreement 63467 10 Exhibit"A" Legal Description of the Land Description of a 50.8646 acre tract of land out of the Collin County School Survey, Abstract Number 147, in the Town of Prosper, Collin County, Texas; said tract being a portion of a 102.246 acre tract conveyed to Prosper Industrial 102 Joint Venture by General Warranty Deed recorded in Volume 5593, Page 2451, Deed Records, Collin County, Texas; said tract being more particularly described by metes and bounds as follows: COMMENCING, at a 1/2-inch rod found for the intersection of the centerline of County Road No. 4 and the west right-of-way line of the Burlington Northern Santa Fe Railroad (a 100 foot right-of-way); said point being also the northeast corner of a 19.648 acre tract of land conveyed to Hope Lumber & Supply Company, L.P. by General Warranty Deed recorded in Volume 5220, Page 3569, Deed Records, Collin County,Texas; THENCE, South 11 degrees 57 minutes 00 seconds West, with the west right-of-way line of said railroad and the east line of said 19.648 acre tract, a distance of 1250.00 feet to a 5/8-inch iron rod with yellow plastic cap stamped "GSES INC RPLS 4804" set for the southeast corner of said 19.648 acre tract; said point being also the POINT OF BEGINNING; THENCE, South 11 degrees 57 minutes 00 seconds West, with the west right-of-way line of said railroad, a distance of 1449.50 feet to a 5/8-inch iron rod with yellow plastic cap stamped"GSES INC RPLS 4804" set for the southeast corner of said 102.246 acre tract; said point being also a corner of the west right-of-way line of said railroad; THENCE, North 89 degrees 31 minutes 22 seconds West, with said right-of-way line, at a distance of 153.05 feet pass the northeast corner of a 59.33 acre tract conveyed to The Mahard 2003 Partnership, L.P. by Special Warranty Deed recorded in Volume 5670, Page 1918, Deed Records, Collin County, Texas; continuing with the north line of said 59.33 acre tract, in all, a distance of 1427.68 feet to a 3/4-inch iron rod found for the southwest corner of said 102.246 acre tract and the northwest corner of said 59.33 acre tract; said point being the northeast corner of a 79.221 acre tract conveyed to 183 Land Corporation, Inc. by Special Warranty Deed recorded in County Clerk File No. 97-0005168, Deed Records, Collin County, Texas; said point being also the southeast corner of a 127.854 acre tract conveyed to Prosper Church Land, L.P. by Special Warranty Deed with Vendor's Lien recorded in Volume 5823, Page 6264, Deed Records, Collin County,Texas; THENCE, North 00 degrees 47 minutes 13 seconds East, with the east line of said 127.854 acre tract, a distance of 1406.83 feet to a 5/8-inch iron rod with yellow plastic cap stamped"GSES INC RPLS 4804"set for corner; THENCE, South 89 degrees 59 minutes 00 seconds East, at a distance of 608.55 feet pass the southwest corner of an 11.23 acre tract conveyed to Bruce Miller Nursery, Inc. by Special Warranty Deed recorded in Volume 4862, Page 2099, Deed Records, Collin County,Texas;continuing,with the south line of said 11.23 acre tract,at an additional distance of 400.00 feet pass the southeast corner of said 11.23 acre tract and the southwest corner of said 19.648 acre tract; continuing with the south line of said 19.648 acre tract, in all, a distance of 1708.43 feet to the POINT OF BEGINNING; CONTAINING,2,215,662 square feet or 50.8646 acres of land, more or less. ..- MO au. 1 •.._,.' ..-.....--, . 4 CV..••••• , ,' ....--„' werz...—E., .. —*-- 01.1-... 00/11•11041/.....OS, .. .-........ 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