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HomeMy WebLinkAbout2007-176FILE REFERENCE FORM 2007-176 X Additional File Exists Additional File Contains Records Not Public, According to the Public Records Act Other FILES Date Initials Amendment to Agreement — Ordinance No. 2008-006 01/08/08 ) R Second Amendment to Agreement — Ordinance No. 2008-066 03/04/08 ) R M siour doe untenls\ordinances\07\aldi abatement ord.doc ORDINANCE NO. Sao 9 - / 76 AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE A TAX ABATEMENT AGREEMENT WITH ALDI (TEXAS) L.L.C.; SETTING FORTH ALL THE REQUIRED TERMS OF THE TAX ABATEMENT AGREEMENT IN ACCORDANCE WITH THE TERMS OF CHAPTER 312 OF THE TEXAS TAX CODE; SETTING FORTH THE VARI- OUS CONDITIONS PRECEDENT TO ALDI (TEXAS) L.L.C., A TEXAS LIMITED LIABIL- ITY COMPANY, RECEIVING THE TAX ABATEMENT; PROVIDING FOR A SEVERABIL- ITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on the 21" day of August, 2007, after a public hearing duly held in accor- dance with Tex. Tax Code §312.201 (the "Act"), the City Council passed Ordinance No. 2007- _1 -7 5 (the "Ordinance") establishing Reinvestment Zone No. VIII, City of Denton, Texas as a commercial/industrial reinvestment zone for tax abatement (the "Zone"), as authorized by Title 3, Chapter 312, Subchapter B of the Act; and WHEREAS, on the 4d' day of June, 2007, Aldi (Texas) L.L.C., submitted an application for tax abatement with various attachments to the City concerning the contemplated use of cer- tain property located within the Zone; and WHEREAS, the City Council finds that the contemplated use of the premises and the contemplated improvements to the premises, as indicated by Aldi (Texas) L.L.C., are consistent with encouraging the development of the Zone in accordance with the purposes for its creation and are in compliance with the Denton Tax Abatement Policy; and WHEREAS, the City Council deems it in the public interest to enter into a Tax Abate- ment Agreement with Aldi (Texas) L.L.C.; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: c SECTION 1. The findings contained in the preamble to this ordinance are true and cor- rect and are adopted as a part of the whole ordinance. SECTION 2. The City Council finds and determines the following: A. That the contemplated use of the premises and the contemplated improvements of the premises, as indicated by Aldi (Texas) L.L.C. are consistent with encouraging the de- velopment of the Zone in accordance with the purposes of its creation and are in compliance with the Denton Tax Abatement Policy. B. That the City Council finds that the improvements sought by Aldi (Texas) L.L.C. within the Zone are feasible and practical and would be a benefit to the land to be in- cluded in the Zone and to the City after the expiration of the Tax Abatement Agree- ment to be entered into with Aldi (Texas) L.L.C. sAour documents\ordinances\07\a1di abatement ord.doc C. That the City Council finds that the Tax Abatement Agreement contains all the terms which are mandatorily required to be included in any tax abatement agreement under §312.205 of the Act. D. That, in accordance with §312.2041 of the Act, the City Council finds that not later than the date on which the City Council considered this ordinance, and not later than the seventh day before the date the City enters into a Tax Abatement Agreement with Aldi (Texas) L.L.C., that the City Manager, through the Director of Economic Devel- opment, who are hereby designated and authorized by the City Council to give such notice, delivered to the presiding officer of the Denton Independent School District and Denton County a written notice that the City intends to enter into this Tax Ab- atement Agreement with Aldi (Texas) L.L.C., and that this notice included a copy of the proposed Tax Abatement Agreement in substantially the form of the Tax Abate- ment Agreement attached to this ordinance. E. That before the passage of this ordinance, the City Council held a public hearing in accordance with §312.201 of the Act and created Reinvestment Zone No. VIII. F. The City Council finds that the project within Reinvestment Zone No. VIII is a rede- velopment of an existing business as defined in the Tax Abatement Policy and re- quires additional incentives to promote economic development that generally satisfies the requirements of the policy and the City Council hereby authorizes a tax abatement of a maximum of 100% on the increased valuation of the Taxable Real Property im- provements and tangible personal property as more particularly described in the Tax Abatement Agreement attached hereto and made a part hereof by reference as Exhibit "A" (the "Tax Abatement Agreement'). SECTION 3. The Mayor, or in his absence, the Mayor Pro Tem, is hereby authorized to execute the Tax Abatement Agreement with Aldi (Texas) L.L.C. in substantially the same form as the Tax Abatement Agreement attached as Exhibit "A". SECTION 4. The City Council hereby instructs and authorizes the City Manager to in- spect, audit, and evaluate the progress of Aldi (Texas) L.L.C. to determine if it has met all of the conditions of the attached Tax Abatement Agreement prior to the tax abatement going into ef- fect. SECTION 5. If any section, subsection, paragraph, sentence, clause, phrase, or word in this ordinance, or application thereof to any person or circumstance is held invalid by any court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this Ordinance, the City Council of the City of Denton hereby declares that they would have enacted such remaining portions despite any such validity. SECTION 6. This Ordinance shall become effective immediately upon its passage and approval. Page 2 of 3 s:\our documents\ordinances\07\aldi abatement ord.doc PASSED AND APPROVED this the day of 2007. C PERR MCNEILL, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: Page 3 of 3 TAX ABATEMENT AGREEMENT This Tax Abatement Agreement (the "Agreement') is entered into by and between the City of Denton, Texas (the "City"), duly acting herein by and through its Mayor, and Aldi (Texas) L.L.C. a Texas limited liability company (the "Owner"), duly authorized to do business and in good standing in the State of Texas, duly acting herein by and through its authorized offi- cer. WHEREAS, the City has adopted a resolution which provides that it elects to be eligible to participate in tax abatement and has adopted guidelines and criteria governing tax abatement agreements known as the Denton Tax Abatement Policy; and WHEREAS, on the 61h day of December, 2005, the City Council of Denton, Texas (the "City Council") adopted the Denton Tax Abatement Policy (the "Policy"), a copy of which is on file in the City of Denton Economic Development Office and which is incorporated herein by reference; and WHEREAS, the Policy constitutes appropriate "guidelines and criteria" governing tax abatement agreements to be entered into by the City as contemplated by Section 312.002 of the Texas Tax Code, as amended (the "Code"); and WHEREAS, on the 21" day of August 2007, the City Council passed Ordinance No. V] 5 (the "Ordinance") establishing Reinvestment Zone No. VIII, City of Denton, Texas, as a commercial/industrial reinvestment zone for tax abatement (the "Zone"), as authorized by Title 3, Chapter 312, Subchapter B of the Code (the "Act'); and WHEREAS, Owner will be the owner, as of the Effective Date (as hereinafter defined), which ownership is a condition precedent, of certain real property, more particularly described in Exhibit "A" attached hereto and incorporated herein by reference and made a part of this Agree- ment for all purposes (the "Premises") located entirely within the Zone as of the Effective Date; and WHEREAS, on the 4th day of June 2007, Owner submitted an application for tax abate- ment with various attachments to the City concerning the contemplated use of the Premises (the "Application for Tax Abatement'), which is attached hereto and incorporated herein by reference as Exhibit `B"; and WHEREAS, the City Council finds that the contemplated use of the Premises, the Con- templated Improvements (as hereinafter defined) to the Premises as set forth in this Agreement, and the other terms hereof are consistent with encouraging development of the Zone in accor- dance with the purposes for its creation and are in compliance with the Ordinance and Policy and similar guidelines and criteria adopted by the City and all applicable law; and WHEREAS, notice has been published in accordance with Chapter 312 of the Tax Code and written notice that the City intends to enter into this Agreement, along with a copy of this Agreement, has been furnished by the City, in the manner and by the time prescribed by the Code, to the presiding officers of the governing bodies of each of the taxing units in which the Premises is located; and NOW, THEREFORE, the City and Owner for and in consideration of the premises and the promises contained herein do hereby contract, covenant, and agree as follows: I. TERMS AND CONDITIONS OF ABATEMENT A. In consideration of and subject to the Owner meeting all the terms and conditions of abatement set forth herein, the City hereby grants the following tax abatement ("Abatement"): l . An abatement equal to 100% of City ad valorem taxes attributable to new capital investments resulting in an increase of assessed value of real property improve- ments to and tangible personal property (including inventory and supplies) located on the Prem- ises but only if such increase is at least $25,000,000 over the assessed value of the Premises and tangible personal property (including inventory and supplies) located on the Premises as of Janu- ary 1, 2007, for a period of five years commencing on January 1 of the year following the Owner's receipt of a certificate of occupancy (the "CO") for the Premises. If such increase in assessed value is less than $25,000,000 there will be no Abatement. B. A condition of the Abatement is that, by December 31, 2009 (subject to force ma- jeure delays not to exceed 180 days), a capital investment which results in an increase in the as- sessed values contemplated by Section I.A.I be made to the Premises. For the purposes of this paragraph, the term "force majeure" shall mean any circumstance or any condition beyond the control of Owner, as set forth in Section XXI "Force Majeure" which makes it impossible to meet the above -mentioned thresholds. C. The term "capital investment" is defined as the construction, renovation and equipping of the Improvements on the Premises (the "Contemplated Improvements" or "Im- provements") to include (1) costs related to the development and improvement of the real estate, including, without limitation, construction costs and design and engineering costs; (2) tangible personal property located on or at the Contemplated Improvements by Owner, including inven- tory and supplies. The kind and location of the Contemplated Improvements is more particularly described in the Application for Tax Abatement. D. A condition of the Abatement is that the Contemplated Improvements be con- structed and the Premises be used substantially in accordance with the description of the project set forth in the Application for Tax Abatement. E. A condition of the Abatement is that throughout the Term of the Abatement, the Contemplated Improvements shall be operated and maintained for the purposes set forth herein so that the uses of the Premises shall be consistent with the general purpose of encouraging de- velopment or redevelopment of the Zone, except as otherwise authorized or modified by this Agreement. Page 2 F. A condition of the Abatement is that the Owner shall construct Wescourt Road, from Airport Road south to Springside Road (a distance of approximately 4,200 linear feet) as a two-lane, concrete road and to specifications acceptable by the City of Denton. Construction of Westcourt Road must be completed and accepted prior to the issuance of a Certificate of Occu- pancy by the City of Denton. G. The City shall have the right to terminate the Abatement if the Owner does not occupy the Contemplated Improvements continuously for the term of the Abatement for the pur- poses set forth in the Tax Abatement Application. In the event of such termination the Owner shall refund to the City all previous tax abatements and all tax abatements for future years shall be terminated. ment. H. Owner agrees to comply with all the terms and conditions set forth in this Agree- IL FAILURE TO MEET CONDITIONS A. In the event that (i) the conditions in paragraphs I(B) through I(H) are not met; or (ii) Owner allows its ad valorem real property taxes with respect to any properties owned within the city limits of the City of Denton with respect to any real property and tangible personal prop- erty, if any, owned by the Owner, owed the City to become delinquent and fails to timely and properly follow the legal procedures for protest and/or contest of any such ad valorem real prop- erty or tangible personal property taxes; or (iii) any other conditions of this Agreement are not met, then a "Condition Failure" shall be deemed to have occurred (it being understood that a Condition Failure relating to any condition set forth in paragraphs I(B) through I(H) shall not be deemed to occur merely because at a particular time it cannot be determined whether such condi- tion will be met, but shall occur only if at a particular time it can be definitively determined that such condition will not be met). In the event that a Condition Failure occurs, the City shall give Owner written notice of such Condition Failure and if the Condition Failure has not been cured or satisfied within ninety (90) days of said written notice, the Abatement shall be terminated with respect to the year in which notice of the Condition Failure is given and all future years; pro- vided, however, that if such Condition Failure is not reasonably susceptible of cure or satisfac- tion within such ninety (90) day period and Owner has commenced and is pursuing the cure or satisfaction of same, then after first advising City Council of efforts to cure or satisfy same, Owner may utilize an additional ninety (90) days. Time in addition to the foregoing 180 days may be authorized by the City Council. It is understood that the Abatement with respect to any year prior to the year in which notice of the Condition Failure is given shall not be forfeited or recaptured except as indicated under Section ILB hereof. Notwithstanding any provision in this Agreement to the contrary, Owner shall refund to the City all tax abatements previously received with interest for the year in which the notice of Condition Failure is given. B. If, however, the Owner fails to construct any structures or other improvements, or fails to install any equipment or other tangible personal property within the Premises by Decem- ber 31, 2009 or if the Owner fails to construct Westcourt Road as described in I(F), or the value Page 3 of the Improvements falls below the minimum $25,000,000 threshold during the term of the Ab- atement, then this Agreement may be terminated by the City. In such event, Owner shall refund to the City all tax abatements previously granted and received under this Agreement with interest on the amount to be refunded at six percent (6%) per annum. C. In the event of a Condition Failure by Owner which is not cured or satisfied as set forth herein, in addition to a partial or total recapture of the tax abatement, the City may cancel or modify this Agreement. III. RECORDS AND EVALUATION OF PROJECT A. The Owner shall provide access and authorize inspection of the Premises by City employees and allow sufficient inspection of financial information related to construction of Westcourt Road to insure that the Improvements are made and the thresholds are met according to the specifications and conditions of this Agreement. Such inspections shall be done in a way that will not interfere with Owner's business operations. City shall annually (or such other times deemed appropriate by the City) evaluate the Project to ensure compliance with this Agreement. B. The City Manager shall make a decision and rule on the eligibility of the Project for tax abatement based on the information furnished each year by the Owner on or before Au- gust 1 of the taxable year and shall so notify Owner and the City Council. C. During normal office hours throughout the Term of this Agreement, providing reasonable notice is given to Owner, the City shall have access to the Premises by City employ- ees for the purpose of inspecting the Premises and the Improvements to ensure that the Im- provements are being made in accordance with the specifications and conditions of this Agree- ment and to verify that the conditions of this Agreement are being complied with, provided that such inspection shall not interfere with Owner's normal business operations. D. The Owner shall annually make a certification in writing to the City Council, on or before June 1 sc of each year this Agreement is in effect that certifies that the Owner is in com- pliance with each applicable term of this Agreement. IV. GENERAL PROVISIONS A. The City has determined that it has adopted guidelines and criteria governing tax abatement agreements for the City to allow it to enter into this Agreement containing the terms set forth herein. B. The City has determined that procedures followed by the City conform to the re- quirements of the Code and the Policy, and have been and will be undertaken in coordination with Owner's corporate, public employee, and business relations requirements. C. The Premises are not in an improvement project financed by tax increment bonds. Page 4 D. Neither the Premises nor any of the Improvements covered by this Agreement are owned or leased by any member of the City Council, any member of the City Planning and Zon- ing Commission of the City, or any member of the governing body of any taxing units joining in or adopting this Agreement. E. In the event of any conflict between the City zoning ordinances, or other City or- dinances or regulations, and this Agreement, such ordinances or regulations shall control. V. EFFECT OF SALE, ASSIGNMENT, OR LEASE OF PROPERTY A. The Abatement with respect to the Premises, including any tangible personal property located on the Premises owned by Owner, shall vest in Owner and shall be assignable, with City approval, which shall not be unreasonably withheld, to any individual, partnership, joint venture, corporation, trust or other entity (irrespective of whether or not such assignee is related to or affiliated with Owner) which acquires title to the Premises. Any assignee of Owner or any assignee of a direct or indirect assignee of Owner shall be treated as "Owner" under this Agreement. No assignment shall require the consent of City if the assignment is to a wholly - owned subsidiary of the Owner or to a subsidiary of Aldi Inc., the Owner's parent company, or if, following such assignment, the Owner continues to occupy and operate the Contemplated Im- provements for the full term of this Agreement. Nor shall the consent of the City be necessary if the assignee agrees to fully comply with the terms and conditions of this Agreement. VI. NOTICE All notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designated in writing, by certified mail postage pre- pare, by hand delivery or via facsimile: OWNER: Scott W. Huska Vice President Aldi(Texas) L.L.C. 1517 Centre Place Drive Suite 220 Fax No. (940) 442-6784 CITY: George C. Campbell, City Manager City of Denton 215 East McKinney Denton, Texas 76201 Fax No. 940.349.8596 Page 5 VII. CITY COUNCIL AUTHORIZATION This Agreement was authorized by the City Council by passage of an enabling ordinance at its meeting on the 21 st day of August, 2007, authorizing the Mayor to execute this Agreement on behalf of the City, a copy of which is attached hereto and incorporated herein by reference as Exhibit "C". VIII. BOARD OF DIRECTORS AUTHORIZATION This Agreement was entered into by Owner, pursuant to authority granted by the Board of Directors of its ultimate parent, Aldi, Inc., an Illinois corporation, as authorized by corporate resolution to execute this Agreement on behalf of Owner; a certificate evidencing such resolution and consent is attached hereto and incorporated herein as Exhibit "D" as if written word for word herein. IX. SEVERABIILTY In the event any section, subsection, paragraph, sentence, phrase or word 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, para- graph, sentence, phrase, or word. In the event that (i) the term of the Abatement with respect to any property is longer than allowed by law, or (ii) the Abatement applies to a broader classifica- tion of property than is allowed by law, then the Abatement shall be valid with respect to the classification of property abated hereunder, and the portion of the term, that is allowed by law. X. ESTOPPEL CERTIFICATE Any party hereto may request an estoppel certificate from the other party hereto so long as the certificate is requested in connection with a bona fide business purpose. The certificate, which if requested will be addressed to the Owner, shall include, but not necessarily be limited to, statements that this Agreement is in full force and effect without default (or if default exists the nature of default and curative action, which should be undertaken to cure same), the remain- ing term of this Agreement, the levels and remaining term of the Abatement in effect, and such other matters reasonably requested by the party(ies) to receive the certificates. XI. OWNER STANDING Owner, as a party to this Agreement, shall be deemed a proper and necessary party in any litigation questioning or challenging the validity of this Agreement or any of the underlying or - Page 6 dinances, resolutions, or City Council actions authorizing same and Owner shall be entitled to intervene in said litigation. XII. APPLICABLE LAW This Agreement shall be construed under the laws of the State of Texas and is fully per- formable in Denton County, Texas. Venue for any action under this Agreement shall be in Den- ton County, Texas. XIII. RECORDATION OF AGREEMENT A certified copy of this Agreement in recordable form shall be recorded in the Deed Re- cords of Denton County, Texas. XIV. MUTUAL ASSISTANCE City and Owner agree to do all things reasonably necessary or appropriate to carry out the terms and provisions of this Agreement and to aid and assist each other in carrying out such terms and provisions. Owner and City agree at any time, and from time to time, to execute any and all documents reasonably requested by the other party to carry out the intent of this Agree- ment. XV. ENTIRE AGREEMENT This instrument with the attached exhibits contains the entire agreement between the par- ties with respect to the transaction contemplated in this Agreement. XVI. BINDING This Agreement shall be binding on the parties and the respective successors, assigns, heirs, and legal representatives. XVII. COUNTERPARTS This Agreement may be executed in counterparts, each of which shall be deemed an orig- inal, but all of which together shall constitute one and the same instrument. Page 7 XVIII. SECTION AND OTHER HEADINGS Section or other headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. XIX. NO JOINT VENTURE Nothing contained in this Agreement is intended by the parties to create a partnership or joint venture between the parties, and any implication to the contrary is hereby disavowed. XX. AMENDMENT This Agreement may be modified by the parties hereto to include other provisions which could have originally been included in this Agreement or to delete provisions that were not orig- inally necessary to this Agreement pursuant to the procedures set forth in Title 3, Chapter 312 of the Code. XXI. FORCE MAJEURE If, because of flood, fire, explosions, civil disturbances, strikes, war, acts of God, or other causes beyond the control of either Party, either Party is not able to perform any or all of its obli- gations under this Agreement, then the respective Party's obligations hereunder shall be sus- pended during such period but for no longer than such period of time when the party is unable to perform. This Agreement is executed to be effective 30 days after the executed date of the 2151 day of August, 2007, (the "Effective Date") by duly authorized officials of the City and Owner. PASSED AND APPROVED this the day of 2007. PERK . MCNEILL, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: M )AI % h - f , lit, Page 8 APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY: 7w- ATTEST: ALDI (TEXAS) L.L.C., A Texas limited liability company By: ALDI INC. (DELAWARE), A Delaware corporation, Its Sole Member By: Scott W. Huska Vice President Page 9 s:\our documents\contracts107\a1di tax abatement agreement. doe STATE OF TEXAS COUNTY OF DENTON Before me, the undersigned authority, a Notary Public in and for said State of Texas, on this day personally appeared Perry R. McNeill, Mayor for the City of Denton, known to me to be the person who signed and executed the foregoing instrument, and acknowledged to me that this instrument was executed for the purposes and consideration therein expressed. Given under my hand and seal of office this the oql a day of August 2007. JENNIFER K. WALTERS Notary Public, State of Texas My commission Expires ,; o, ;:•' Decomber 19. 2010 N y Pu is in and for the State of Texas My Commission Expires: a /O Page 10 STATE OF TEXAS COUNTY OF DENTON Before me, the undersigned authority, a Notary Public in and for said State of Texas, on this day personally appeared Scott W. Huska, Vice President of Aldi Inc. (Delaware), a Delaware corporation which is the sole member of Aldi (Texas) L.L.C., a Texas limited liability company, known to me to be the person who signed and executed the foregoing instrument, and acknowl- edged to me that this instrument was executed for the purposes and consideration therein ex- pressed. Given under my hand and seal of office this the 1J— day of August, 2007. (' A (Qc. " KARLA STOVER SANDERS : Notary Public, State of Texas Notary Public in and for the My Commission Expires State of _ •,',?L;,,o February @i, 2011. Y P . aka oZ l M CommissLon Ex fires Page 11 EXHIBIT "A" PROPERTY DESCRIPTION RE -INVESTMENT ZONE NO. VIII BEING A 120 ACRE TRACT OF LAND SITUATED IN THE WILLIAM NEILL SURVEY, ABSTRACT NO. 970, THE JOHN BACON SURVEY, ABSTRACT NO. 1540, THE ISAAC N. HAMBREE SURVEY, ABSTRACT NO. 594 AND THE JEREMIAH DALTON SURVEY, ABSTRACT NO. 353, CITY OF DENTON, DENTON COUNTY, TEXAS AND BEING A PORTION OF THAT CALLED 2049.00 ACRE TRACT OF LAND DESIGNATED AS "TRACT 1: NORTH TRACT" IN THE DEEDS TO SLF II COLE PROPERTY, L.P. RECORDED IN COUNTY CLERK'S FILE NUMBERS 2005-12276, 2005-12277 AND 2005-12278 OF THE DEED RECORDS OF DENTON COUNTY, TEXAS, (DRDCT), SAID 120 ACRE TRACT OF LAND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT A 1/2-INCH IRON ROD FOUND FOR THE SOUTHEAST CORNER OF THE SOUTHEAST AIRPORT ADDITION, AN ADDITION TO THE CITY OF DENTON DESCRIBED BY PLAT RECORDED IN VOLUME G, PAGE 295, PLAT RECORDS OF DENTON COUNTY, TEXAS SAME BEING A NORTHEAST CORNER OF SAID 2049.00 ACRE TRACT OF LAND AND BEING IN THE APPROXIMATE CENTERLINE OF WESTCOURT ROAD; THENCE SOUTH 00003'56" EAST GENERALLY ALONG THE CENTERLINE OF SAID WESTCOURT ROAD, A DISTANCE OF 1151.07 FEET TO A 5/8-INCH IRON ROD FOUND CORNER IN THE APPROXIMATE CENTERLINE OF SPRING SIDE ROAD; THENCE NORTH 89005'32" EAST ALONG A LINE IN SAID SPRING SIDE ROAD, A DISTANCE OF 870.18 FEET TO A 1/2-INCH IRON ROD WITH CAP STAMPED "RPLS 4562" FOUND FOR CORNER ON THE EAST SIDE OF UNDERWOOD ROAD; THENCE ALONG THE EAST SIDE OF SAID UNDERWOOD' ROAD, THE FOLLOWING: SOUTH 00051'18" EAST, A DISTANCE OF 646.53 FEET TO A 5-INCH STEEL POST FOUND FOR CORNER; SOUTH 01032'26" EAST, A DISTANCE OF 644.99 FEET TO A 5-INCH STEEL POST FOUND FOR CORNER; SOUTH 01023'09" EAST, A DISTANCE OF 547.58 FEET TO A 5/8-INCH IRON ROD FOUND FOR CORNER; SOUTH 00042'07" EAST, A DISTANCE OF 344.00 FEET TO A 1/2-INCH IRON ROD FOUND FOR CORNER; THENCE SOUTH 89015'29" WEST CROSSING SAID UNDERWOOD ROAD, A DISTANCE OF 125.00 FEET TO A POINT FOR CORNER; THENCE NORTH 54018'23" WEST, A DISTANCE OF 3017.83 FEET TO A POINT FOR CORNER IN THE EAST LINE OF THAT CALLED 31.107 ACRE TRACT OF LAND C:\DOCUME-1\TLREEDY\LOCALS-1\Temp\XPgrpwise\Exhibit AAldi Property Description. docPage 1 of 3 DESCRIBED IN THE JUDGMENT DEED TO THE CITY OF DENTON, TEXAS RECORDED IN COUNTY CLERK'S FILE NUMBER 94-71013, DRDCT; THENCE NORTH 07050'48" WEST ALONG SAID EAST LINE, A DISTANCE OF 200.00 FEET TO A 1/2-INCH IRON ROD FOUND FOR THE NORTHEAST CORNER OF SAID 31.107 ACRE TRACT OF LAND SAME BEING THE SOUTHEAST CORNER OF THAT CALLED 13.89 ACRE TRACT OF LAND DESCRIBED IN THE JUDGMENT DEED TO THE CITY OF DENTON, TEXAS RECORDED IN VOLUME 871, PAGE 137, DRDCT; THENCE NORTH 00024" 1" EAST AT A CALLED DISTANCE OF 500 FEET PASSING THE NORTHEAST CORNER OF SAID 13.89 ACRE TRACT OF LAND SAME BEING THE SOUTHEAST CORNER OF THAT CALLED 24.73 ACRE TRACT OF LAND DESCRIBED IN SAID JUDGMENT DEED TO THE CITY OF DENTON, TEXAS RECORDED IN VOLUME 871, PAGE 137, DRDCT, CONTINUING ALONG EAST LINE OF SAID 24.73 ACRE TRACT OF LAND IN ALL FOR A DISTANCE OF 700.05 FEET TO A 1/2-INCH IRON ROD FOUND FOR CORNER; THENCE SOUTH 89034'22" EAST CONTINUING ALONG SAID EAST LINE, A DISTANCE OF 144.64 FEET TO A 1/2-INCH IRON ROD FOUND FOR CORNER; THENCE NORTH 00023'42" EAST CONTINUING ALONG SAID EAST LINE, A DISTANCE- OF 629.09 FEET TO A 1/2-INCH IRON ROD FOUND FOR THE NORTHEAST CORNER OF SAID 24.73 ACRE TRACT OF LAND AND BEING IN THE SOUTH LINE OF THE AFOREMENTIONED SOUTHEAST AIRPORT ADDITION; THENCE NORTH 88042'27" EAST ALONG THE SOUTH LINE OF SAID SOUTHEAST AIRPORT ADDITION, A DISTANCE OF 1533.88 FEET TO THE POINT OF BEGINNING; CONTAINING A COMPUTED AREA OF 120 ACRES, MORE OR LESS. NOTES: BEARINGS CALLED FOR HEREIN ARE BASED ON THE TEXAS COORDINATE SYSTEM (NORTH CENTRAL ZONE), AND WERE DERIVED FROM GPS OBSERVATIONS OF CITY OF DENTON MONUMENTS 2011, 2012, 2015 AND 2023. A SKETCH WAS PREPARED ON EVEN DATE TO ACCOMPANY THIS DESCRIPTION. C:\DOCUME-1\TLREEDY\LOCALS-1\Temp\XPgrpwise\Exhibit A Aldi Property Description. docPage 2 of 3 Exhibit A rn a OM�M V) aN0�� �QZU o o y 3 gg bU0 O Z joZ Q - y i�VQNO L=o.O W m �Q U K• ci 2� Q y P N c ° Z Q Vl pF� •C mo LZ °Zn �b m Z a eiv�i Aso sS Pm QwY Q;; OO Fly L �a ' ma 5�$b am W X O O 3 aU sz z m' W wV)CV) ll6Yf o o° o�n$R� N Z O l+l Z O UI Wm Z' Z - Ca J¢ O m o 88 �` TZ O mm:m m li W Q 3 W = U 4e i OQU Vl a m ° m w � i 8 U n N N O, YQ p ° m n O t S 3 9Z ZGl0 S 80LA _ t } Qw h �✓xS �'"AN Iliy1 'z..�f 4 s�s' �'.r* I avow lenoOIS3M gg a 01l of ✓✓�� a+i ��r"� am °o,o.EeG <I�.`-� 3"5��aZ�8@ �$ie Rjg� Y ° YJS Z'+. OKNNN 3$3g$3.j14i T bar 5-. @ 3il� r mm W �:Y4 ��gtif vl �o"5e md�a$%;� b yG n 7 m 1` -+c�2 U � y'9pS S.�•��•••iiiiii a $ �r n`` 3• ELI P N � NUN ,xag S °1 ^T�k. rvk'i Y:i I i J S> evK w wMCC ) +r z ti,fb00 N F � O $ 3 . LA,&00 N r.l S W i(ry�y o " ' I 1z, I m ba1 3 m rP ^ a a9 Q O O N m G ��4^� •s�, Z oral u� o�"y m I,•� a c Exhibit B APPLICATION FOR TAX ABATEMENT CITY OF DENTON, TEXAS 1. Property Owner Aldi Inc. Company or Project Name Denton Distribution Center Mailing Address 1617 Centn? Place Drive, Suite 220 Denton TX 76205 Telephone (9401442-6761 Fax No. (9401442-6784 Website www.aldi.com Contact Name Scott W. Huska Title Vice President Mailing Address 1517 Centre Place Drive Suite 220 Denton TX 76206 Telephone 19401442-6761 ext 125 Fax No. (9401442-6784 Email Address_ alditexasAsbcalobal net 2. Provide a chronology of plant openings, closing and relocations over the past 15 years. See Attachment 1. 3. Provide a record of mergers and financial restructuring during the past 15 years. Not Aaalicable 4. Will the occupants of the .project be owner or lessee? If lessee, are occupancy commitments already existing? Owner 5. Is the project a relocation of existing facility or a new facility to expand operations? If relocation, give current location. It is a new facility to expand operations This will serve as ALDI's Headquarters for the State of Texas 6. If an existing Denton business, will project result in abandonment of existing facility? If so, the value of the existing facility will be subtracted from the value of the new facility to arrive at total, project value. Not Applicable 7. Property Description. -Attach a copy of the legal description detailing property's metes and bounds. -Attach a map of project including all roadways, land use and zoning within 500 feet of site. See Attachment 2 and 3 for the above. Linda Ratliff instructed ALDI that these attachments would suffice. 8. Current Value. Attach a copy of latest property tax statement from the Denton County Central Appraisal District (include both real and personal property). See Attachment 4 and 5. 9. Increased Value/Estimated Total Cost of Project. Structures_ $38.000 000 Site Development $4,000.000 Personal Property $2,0_ 00 000 Other Improvements (See below. 1 BLL Qualifications: These budget numbers are based on some recent project Cost histories ALDI believes that the costs will be Within 10% t these estimates The outcome of any chances to the building and the final des19A will affect the final costs 10. Indicate amount of tax abatement and number of years requested for each taxing entity. City of Denton 50%_ _ 10 Years Denton County 50% 10 Years List any other financial incentives this project will request/receive. Estimated Freeport Exemption In 1989the voters of Texas approved a means by which certain tangible personal properly transported out of the State of Texas within 175 days could gualifv for an ad valorem tax exemption. In order to qualify these personal prone 't ,,,s must be detained in Texas for assembling storing manufacturing fabrication or for processing purposes Most importantly the items must leave the State of Texas within 175 days from the date they were acquired or brouaht into Texas The law provides that counties cities towns school districts and humor Polls r,a districts may opt to continue to tax these items The City of n ,,.,,,, Denton The Freeport Amendment thus creating a "Triple Freeport" incentive tool. ALDI will distribute appl3roximately 80%ofthe 1nvento within the state of Texas resulting in Drooertv tax liability. ALDI will explore methods of offsetting this competitive cost Est. Electric Utility Industrial Development Rider Qualified new and existing industrial and commercial service customers may receive a reduction in their demand billing The incentive is available to those customers whose electric service represents demand not previously served by the City at any location in the City's service area In the last 12 months and where such demand is in excess of 225KVA or 200KW per month. To guallW customers must receive service from Rate Schedulers GSL (General Service Large) and TGS (timed use) pay City of Denton ad valorem taxes,• and receive no electric service discounts other than those specifically defined in the GSL or TGS rate schedules. The monthly demand billing will be adjusted in accordance with the following table: Reduction to Billing or System Demand Time Period Reduction to Demand Year 50% Year 2 40% Year 3 30% Year a 20% Year 5 10% ALDI estimated electric demand Qualifies for this utility rider. ALDI will request participation in this rider. Estimated Water/Wastewater Infrastructure Asst. $250.000-$350.000 11. Give a brief description of the activities to be performed at this location, including a description of products to be produced and/or services to be provided. The Denton Texas ALDI Division Distribution Center will be the central location for receiving all products to be shinned to ALDI stones within a 250 mile radius ALDI has 95%of all products shipped to its distribution center and than disseminates �1�them to A7S stores. The executive man" ement tearn and the cr sional office staff including support staff accounts payable accounts rLceivahlo accounting assistants and shipping and receiving clerks) would be located at this facility. This facility would be the Headquarters 12. Project Construction Phase A. Estimate percentage of project development and construction dollars to be spent with Denton based contractors or sub- contractors. Construction Costs_ W 000 000 See note on 9 Other Percentage Local Contractors_ The proposed ALDI facility is a 500,000 SF Distribution Center and Re Tonal Wead uarters. A large building implies that most of the trades will have hioh value contracts• Both ALDI and BLL refer to engage iocal trades but historical) f, a protect of this size and sco a ulla need to staff insure bond nd finance contracts valued from 13. Construction Employment Estimates: Start Date Completion Date No. of Construction Estimated Total Construction Payroll $ I $7.8Wnnn Tha M waterline alon-g the east prope line at Westcourt/Underwood Roads. *Wastewater On -site lift station 1100 If of 3" force main and 1200 If of 8" gravity main along Westcourt Road *Streets Westcourt Road will be im roved from Airport Road to the proposed ALDI nronertv and include road improvements along the east ro line at Westcourt/Underwood Roads. *Drainage Drainage associated with Westcourt Road improvements *Other 300 If of 3" natural as alon Wesficourt Road NOTE: The.extent and scope of the road Improvements are being discussed with ALDI. 13. Project Operation Phase. Provide employment information for the number of years tax abatement is requested. See Attachment 6 for A-E. R Types of jobs created. List the job titles and number of positions in each category that will be employed at the facility. Provide average wage for each category. 9 - District Managers . 66 to 90 OOp annual) 60 . Warehouse Personnel - 15 to 16.00/hour to start u to 18 I or 2 — Warehouse Mechanics , 50 000/annual) 1 Vice President/8 Directors — Executive Wa a Level The above are projected wages for 2009 All ALDI personnel receive full benefits includln med'ca I dental vision disabili and life insurance and all of these are at no cost to the employee The present cost to add an entire family is $150 00 er month. The com an also contributes to an 0011310yea retirement acka e. G. Estimate annual utility usage for project; (Daren Sealover spoke to Linda Ratliff —no need to fill this section out.) Electric Water 14. Describe any other direct benefits to the City of Denton as a result of this project (e.g., sales tax revenue or project elements identified in Tax Abatement Policy, Section III). source of revenue for the local educational s stem. may realize sales tax collections based on these purchases These new salaries will affect the local econom kl_ppn_payroll dollars entering the businesses producing goods and services in Denton,Texas. 4 Inventory Tax: ALDI's Distribution Centerwil distribute goods throughout its Texas service tsrritory Due to these oods remaining in the state the inventory housed in the Penton Distribution Center will be assessed for orooe tax including ciy county and school J Local Purchases: ALDI's Distribution Centerwill require standard 000ds and services in order to o erate and aintain^ a lar a facility a roximatel 500 000 s uare feet . 6 Electric Usa e: AL,DI's Distribution Center will consume electricity from Denton Municipal Electric resulting in a franchise payment to the City's general fund 7 New Business Park Infrastructure: ALDI's new business site will result in new infrastructure im rovements that will benefit overall business develo ment for this re ion of the ci ro'ect is ALDI's first foot riot in the State of Texas. As a result this ro'ect would serve as the lead location for ALDI's Southwest 9) Community Involvement: ALDI has an interest in contributing to the local community and would explore areas of interest in the City of Denton. 15. Is property zoned appropriately? Yes X No Current zoning. RID-5 Zoning required for proposed project. ICG Anticipated variances. Not Applicable 16. Is property platted? Yes No X Will replatting be necessary? Yes X No 17. Discuss any environmental impacts created by this project. ALDI's Distribution Center would represent a major employer for the City of Denton which maintains an exemplary environmental record. This proiect represents an industry and employer considered environmentally conscience A. List any permits for which applicant must apply, Applicant will be required to provide City with copies of all applications for environmental permits upon completion of application(s). 11 Site Plan;2) Utility 31, Water/Waste Water; 4) Fire_ 5 Electric-, 6 Buildin Floor Plan: 7 Bldg, Elevation Plan: 8) Landscape: 9) Engineered Plan for Foundation B. Provide record of compliance to all environmental regulations for the past five years. This is a new location and therefore It is not applicable 18. Provide specific detail of any businesses/residents that will be displaced and assistance that will be available from the requesting company. _blot Applicable 19. Provide description of any historically significant area included within the projects area as determined by the Historic preservation Officer. If any, give detail of how the historically significant area will be preserved. Not Applicable 20. Justification for Tax Abatement Request: Substantiate and more fully describe the justification for this request. Include the amount of the abatement requested and show how it will contribute to the financial viability of the project. Submit attachments if necessary. 1 The North Texas site includes higher costs than competitive_sites the company is performing due diligence on The most onerous expense Includes the high property tax levied against real. and Personal property ALDI plans to invest uA to $50 million in a state -of --the art Distribution Center with Texas bound invento The roe tax ex apse in Texas adds an anti -competitive com onent to the rroect. 2 The site is mostly undeveloped and will require extensive infrastructure iingmela. and movements. This circumstance requires ALpI to make unique Investments outside of the financial model for a new Distribution Center. A ublic/ rivate artnemho will aid in infrastructure upgrades thus allowino ALDI to focus its rima investment into constructin a quality and competitive structure 31 Through the public/private Partnership ALDI will also follow the company's financial model of investing in hirino cLuality employees and setting competitive wages for this type industry. Lower start-up costs translates into community investment for the Iona -term 4) This project is new territory for ALDI and the Distribution Center site will be the stage for launching ALDI's Texas strategy. ALDI feels Texas will be a strong market for its retail centers_ and this investment will prove to be critical to such a new endeavor. 5) ALDI will require each new employee underoo company training. This training will improve each employee's skills and improve ALDPs chances for success in this new market lac® 21. List additional abatement factors to be considered for this project as outlined on pages 3 and 4 of the Tax Abatement Policy. The projectwill involve a si nificant relationshi wit one of the two universities inDenton• At least 25°Ya of the new lobs created bY the Prolect will be filled b Penton residents The ro'ect will rovide knowled a -based 'obs at I®ast 25 Percent of 'obs require college bachelor's de ree at eatry level. 22. Financial Information: Attach a copy of the latest audited financial statement or, in the case of a new project, a business plan. We will discuss our extensive financial data verbally with consultants as directed by the City of Denton -Economic Development ALDI is a private company and does not release its financial statements to the public This tax abatement application is submitted with the acknowledgement that additional certified financial information may be required. Authorized Signature zne y, O07 Date " ATTACHMENT 'I CHRONOLOGY OF PLANT OPENINGS FOR ALDI DIVISION Aldi - Batavia Division Aldi - Burlington Division ADDRESS 1200 N. Kirk Road, Batavia, IL 60510-1477 3400 Mt. Pleasant Street, Burlington, IA 52601 486 East Stop 18 Road, Greenwood, IN 46143 475 Pearl Drive, O'Fallon, MO 63366 1319 West 130th Street, Hinckley, OH 44233 197 East Division Road, Valparaiso, IN 46383 4400 South Charleston Pike, Sprin field, OH 45502 2700 Saucon Valle Road, Center Valley, PA 18034 9342 South 13th Street, Oak Creek, WI 53154 300 State Rt *281, Tull , NY 13159 10505 S. K7 Highway, Olathe, KS 66061 1985 Old union Church Road, Salisbury, NC 28146 2025 North Stockbridge Road, Webberville, MI 48892 1 Aldi Drive, Dwight, IL 60420 6000 North Noah Drive, Saxonburg, PA 16056 2080 Aldi Boulevard, Mt. Juliet, TN 37122 4201 Bagley Avenue North, Falrbault, MN 55021 DATE OPENED 6/20/1980 1/30/1984 7/13/1987 6/23/1990 7/14/1990 ACRES 114 12 78.9 82 93 Aldi - Greenwood Division Aldi-O'Fallon Division Aldi - Hinckl Division Aid! - Valparaiso Division Aldi - Springfield Division Aldi -Center Vaii Division Aldi - Oak Creek Division Aldi -Tully Division Aldi -Olathe Division Aldi - Salisbury Division Aldi - Webberville Division Aid! -Dwight Division 8/8/1992 7/19/1993 88.3 91.5 9/12/1994 Z/23/1998 10/5/1998 66 108.5 138.5 10/14/1998 3/26/2001 8/11/2003 10/6/2003 10/1/2004 10/3/2005 TENT 10/1/2007 TENT 10/1/2007 TENT 2008 TENT 2008 166 249.8 76,08 124.95 107.87 98.31 132 100.67 N/A N/A Aldi -Saxonburg Division Aldi - ML Juliet Division Aid! - Faribault Division Aidi - Frederick Division Aldi - Orlando Division Aldi -South Windsor Division 8751 Gas House Pike, Frederick, MD 217011 45023 Street SW, Suite 600, Orlando, FL 32811 828 Sullivan Avenue, South Windsor, CT 06074 DEN, KSanders, per.5,3a.07 0AYDocumerWOhronology,doc � 0 T 5;� ATTACHMENT 2 ATTACHMENT 3 VINCIW MAP N TS ATTACHMENT 4 VAGE 1 OF 15 $143.35 TAX CERTIFICATE DATA TRACE REMITC.ERTFEE To. DATA 7RACE 2229 AVE J, SUITE 101 P. D. BOX 848244 ARLINGTON, TX 76008 817-261-8190 FAX 817.69S4121 DALLAS, 7X 75284 COST: REPUBLIC TITLE OF TEXAS, INC BRANCH: CR7 PAULETTE HUBBARD GFO: 07R0863D CLOSER: ORDER TYPE: T SUBTYPE: 1 DATE: 03/21/07 55 R36661 25 R-36730 [R-737346R-64446 UADACCOUNTNUMBERSUMMARY R•36689 R R-W734 R-37009 R-67475 R-36720 R-37038 SUMMARY OF ALL ACCOUNT($) SUMMARY OF CURRENT YEAR SUMMARY OF ALL TAXES DUE DENTON COUNTY TAX YEAR BASE TAX DUE 03107 DUE 04/07 ISO - DENTON 2006 832.38 0.00 0.00 CITY OF DENTON 2008 5, O.OD 0. 00 ISD2006 - PONDER 38602 388.02 0,00 0,00 NO NO CITY OR TOWN 2006 520.90 0.00 0.00 TOTAL TAX 2006 0.00 0.00 6.00 7'A78,75 0.00 n nn COMMENTS**********CAUTIOI,J**-** READ BEFORE CLOSING***'****** # R36655 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS t R-36661 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS f R-368M ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS R3a69:} ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS t R-38720 ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS R-36725 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS R-36730 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 20D8 AND PRIOR YEARS R-36734 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS i237000 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS R37038 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS CAD# R37346 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2000 AND PRIOR YEARS CAD# R-64446 - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR D6 AND PRIOR VEARS Purposes anty and may be Telied upon only ly Kepublic Title uf Tams, Inc, for dK fasuance of title imranm and not by arty atha pa ft for mry odw purpose, is TAX CERTIFICATE DATA TRACE 2229 AVE J, SUITE 101 ARIJNGTON, TX 7WO6 817-281-8190 PAX 817-6954121 ws7t REPUBLIC TITLE OF TEXAS, INC BRANCH; CR7 PAULETTE HUBBARD GF#; 07ROU30 CLOSER; ORDER TYPE- T SUBTYPE: I DATE; 03JR11o? CAD# R-67475 COMMENT 22 COMMENTI DENTON COUNTY - ACCOUNT MAY BE SUBJECT TO AG ROLLBACK TAXES FOR 2006 AND PRIOR YEARS - REQUESTED 2A49.00@ - REPORTED 2,373.S43@ - MAP ATTACHED • PROPERTY REQUESTED ASSESSED WITH OTHER PROPERTY • THE COUNTY REQUESTS THAT YOU ONLY SEND ONE (1) PAYMENT CHECK FOR ALL ENTITIES THEY COLLECT CAD# R.3sm G01 SOS DESC A0873A J. MCDONALD, TRACT 3, ACRES 620,3013, OLD DCAO TR2ISGK TR 1 ABET/SUB A0873A ID ACREAGE 620.301 SITUS MAIL C/O THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DALLAS TX 75D226-80 EED 238410 ASSESSED OWNER(S) SLFII COLEPROPERTY I.P 2006ASSESSED VALUES LAND 4,6W,260 IMPROVEMENT 43,644 MARKET VALUE 4,095,904 SUBJECT TO ROLLBACK TAXES DEFERRED VALUE 4,676.837 SPECIAL VALUE, 110.267 TAX ENTITY INFORMATION P O BOX 90223 DENTON TX 76202 rH T tvIM 4AZi OF 03112107 PHONE 972-4348835 06 TAX RATE 0.2319200 EXEMPTIONS NONE W/O EXEMPT 10,890.74 YR BASE TAX BASE pUE DUE 03107 DUE 04107 OB 278.60 0.00 "" PAID 11/06/06 *" SUBTOTAL 276.60 0.00 0.00 0.00 ISO - DENTON COLLECTED BY DENTON CO PAYMENTS AS OF 03 2107 PHONE 972 134.8836 06 TAX RATE 1.7640000 EXEMPTIONS NONE W/O EXEMPT 82.83S.7S YR BASE TAX BASE DUE DUE 03107 DUE 04107 06 SUBTOTAL 2,103.87 0.00 ' PAID 11/06/06 — 2,103.87 0.00 n _ __ PAGE 3 OF 15 TAX CERTIFICATE DATATRACE 2229 AVE J, SUITE 101 ARUNC,TON, TX 76006 817-261.8190 FAX 617-895-4121 REPUBLIC TITLE OF TEXAS, INC BRANCH: CR7 PAI1LETr �••• �� �wsttc: ORDER TYPE. T SUBTYPE.1 DATE: 03121W SUMMARY OF ACCOUNT R-36655 DENTON COUNTY TAX YEAR BASE TAX DUE 03/07 DUE 04/D7 ISO - DENTON 2006 276.60 0.00 0.00 TOTAL TAX 2006 2,103.87 0-00 0.00 _ 2,380.47 D.00 AAA R-39881 G01 SOS A0970A WMI. NEOA, TRACT 5, ACRES 55.031, OLD DCAD TR 4A,5 ABST/sUB TR2/SGK A0970A ID 55.031 DEED C/O THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DALLAS TX 75225.80 0512274 OWNER(S) SLFII COLE PROPBRrYLP .2006 ASSESSED VALUES LAND 412,733 IMPROVEMENT 3,881 MARKET VALUE 416,014 3 ROLLBACK TAXES DEFERRED VALUE 408,881 SPECIAL VALUE 71738 IAX ENTITY INFORMATION IDENTON COUNTY P O BOX 90223 DENTON TX 76202. PAYMENTS AS OF 03/12/07 PHONE 972.434.8835... .• OB TAX RATE 0 23192D0 W/O EXEMPT 9862" EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03/07 DUE 04/07 06 17.93 0.00 " PAID 11M6/06— SUBTOTAL 17.93 0.00 0.00 0.00 ISD-DENTON COLLECTED BY DENTON CO PAYMENTS AS OF 03/12/07 PHONE 972434-8635 00 TAX RATE 1.7640000 W/O EXEMPT 7,349.07 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03/07 DUE W07 08 136.41 0.00 ' PAID 1limos " SUBTOTAL 13GAI 0.00 0.00 0,00 SUMMARY OF ACCOUNT R-36661 DENTON COUNTY TAX YEAR BASE TAX DUE OW DUE M117 ISO - DENTON 2006 17.93 0,00 0.00 TOTAL TAX 2006 138A1 0.00 0.00 PAGE 4OriS REPUBLIC Trma OF TEXAS, INC TAX CERTIFICATE DATA TRACE. 2229 AVE J. SUITE 101 ARLINGTON, TX 76W6 817-201.8190 PAX 817.0954121 BRANCH: CR7 PAULETTE HUBBARD ORDER TYPE T SUBTYPE: i R36689 G01 S05 A1610A J. W. KJELBERG, TRACT 1 & 2, ACRES 159.9417, OLD DCAD TR2ISOK ABSTISUB ID A1610A TR #1 & 2 159.941 GO THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DALLAS TX 7S225-80 D O SL.LP 9 C) ACOLE PROPERTY LP 2008 ASSESSED VALUES LAND 1,199,563 IMPROVEMENT 0 MARKET VALUE 1,199,583 TO ROLLBACK TAXES DEFERRED VALUE 1,181,989 SPECIAL VALUE 17.594 P O BOX 90223 DENTON TX 762D2 PHONE 972.434-8835 EXEMPTIONS NONE lc*l PHONE 972,434.8835 EXEMPTIONS NONE JTON COUNTY - DENTON AL TAX TAX ENTITY INFORMATION TAX BASE TR BASE TAX BA OB 310.36 SUBTOTAL 310.36 SUMMARY OF ACCOUNT R36689 TAX YEAR BASE TAX 2006 40.80 2006 310.30 351.16 06 TAX RATE 0.2319200 WlO EXEMPT 2,782.03 bUE 03107 DUE 04107 U.00 ' PAID 11/0U106 *^ 0.00 0.00 p,p� IS AS OF 03/12/07 06 TAX RATE 1.7640000 WIO EXEMPT 21,160.29 )UE DUE 03/07 DUE 04107 ).DO "'" PAID 1licsM6 — ).DO 0.0D 0.00 DUE 03107 DUE 0.00 0.00 0.00 15 TITLE OF TEXAS, INC CLOSER: TAX CERTIFICATE DATA TRACE 2229 AVE J, SUITE 101 ARLINGTON, TX 76006 817-Ml-8190 FAX 817.6954121 ORDER TYPE: T HUBBARD 1 CAD# R38693 G01 S05 DESC A1292A T & P, TRACT 1, ACRES 335.510, OLD DCAD TR 1 ABET/SUB ID A1202A TR2/SGK ACREAGE 335.510 SITUS MAIL 010 THE STRATFORD COMPANY L 5949 SHERRY LN STE 17$0 DALLAS ASSESSED OWNER(S) TX 75225.80 SLF11 COLE PROPER7YLP 2000 ASSESSED VALUES LAND 2,516,325 IMPROVEMENT 0 MARKET VALUE 2,516,325 SUBJECT TO ROLLBACK TAXES DEFERRED VALUE 2,479,419 SPECIAL VALUE 38,90E TAX ENTITY INFORMAT70N DENTON COUNTY P O BOX 00223 DENTON TX 78202 PAYMENTS AS OF 03/12107 PHONE 972.434-8835 06 TAX ATE 02319200 WJO EXEMPT 5,835.86 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE "M7 08 85,59 0.00 ' PAID 1IMBMSM SUBTOTAL 65.59 0.00 0.00 0.00 ISD - DENTON COLLECTED 13Y DEN TON CO PAYMENTS AS OF 03M2/07 PHONE 972 434-8935 06 TAX RATE 1.7640000 W/O EXEMPT 44,387.87 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE 04107 06 651.02 0.00 — PAID 11/00/00 — SUBTOTAL 651,02 0.00 0.00 0.00 SUMMARY OF ACCOUNT R-36693 DENTON COUNTY TAX YEAR BASE TAX DUE 03107 DUE 04M7 ISO-DENTON 200E 85.59 0.00 0.00 TOTALTAX 2006 651,02 0.00 0.00 738.61 0.00 n M PAGE 8 OF 15 TITLE OF TEXAS, INC TAX CERTIFICATE DATA TRACE 2229 AVE J. SUITE 101 ARLINGTON, TX 76D06 817-281-8190 FAX 817-695.4121 BRANCH: CR7 PAULETTE HUBBARD ORDER TYPE: T SUFiTVt 1 R-38720 A0851A A.C. MADDEN, TRACT 1, ACRES 153.600, OLD DCAD TR 1 ABST/SUB ID A0851A 151500 COLE RD DEED C/O THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DALLAS TX 76225-80 OWNER(S) SLFU COLE PROPER7YLP BJECT TO ROLLBACK TAXES TAX ENTITY INFORMATION DATE: G01 S05 TR2/SGK 0512274 200E ASSESSED VALUES LAND 1,151,250 IMPROVEMENT 0 MARKETVALUE 1,151,2S0 DEFERRED VALUE 1,134,365 SPECIAL VALUE 461885 P O BOX 9D223 DENTON TX 76202 03/12107 PHONE 972-434.8835 06 TAX RRTfi 02319200 W/O EXEMPT 2,669.98 EXEMPTIONS NONE YR BASE TAX BASE DUE ouE 03/07 DUE 0410T 06 39,16 0.00 *^• PAID 11106106 *'* SUBTOTAL 3a.16 0.00 0.00 0.00 ISD-DENTON COLLeCT£O BY DENTON CO PAYMENTS AS OF 03/12I07 PHONE 972-43"835 0 �'� 1,7840000 W/O EXEMPT 20,308.05 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03M7 DUE 04107 OB 297.85 O.OD — PAID 111=6 SUBTOTAL 297.85 0.00 0.00 0.00 SUMMARY OF ACCOUNT R•35720 DENTON COUNTY TAX YEAR BASE TAX DUE 03107 DUE 04/07 ISO - DENTON 2006 39.16 0.00 0.00 TOTAL TAX 2006 297.85 0,00 0.00 337.01 D,00 n.nn TAX CERTIFICATE DATA TRACE; 2229 AVE J. SUITE 101 ARLINGTON, TX 76006 817-261-8190 FAX 617-695.4121 OF TEXgs, INC BRANCH. CR7 PAULETTE HUBBARD CLOSER: ORDER TYPE: T SUBTYPE. i R 38725 AMAA L N. HEMBRIE, TRACT 1, ACRES 153,559, OLD OCAD TR 1 ABST/SUB I D A0994A 153,559 UNDERWOOD RO 0/0 THE STRATFORD COMPANY L 5949 SHERRY LN DEED OWNER(S) STE 1730 DAILAS TX 75225 Sp SLFM COLS PROPERTY LP 7 OF DATE: G01 SOS TR2fSGK 0512274 2008 ASSESSED VALUE6 LAND 11151.693 IMPROVEMENT 0 MARKET VALUE 1,151,693 SUBJECT TO ROLLBACK TAXES DEFERRED VALUE 1,134,802 SPECIAL VALUE 10,891 TAX ENTfTY INFORMATION DENTON COUNTY P O BOX 99223 DENTON TX 76202 PAYMENTS AS OF o3n2/or PHONE 972434-6835 06 TAX RATE 0.2319200 EXEMPTIONS NONE W/O EXEMPT 2,671.01 YR BASE TAX BA3E DUE DUE 03/07 PUE04107 O6 SUBTOTAL 39.17 0.00 -PAID 11/06/06 — ISD.oeNroN 39.17 0.00 0.00 0.00 COLLECTED EsYbENTON CO PAYMENTS AS OF 03M7J07 PHONE 972-434-SM 06 TAX RATE 1.7640000 EXEMPTTONS NONE W/O EXEMPT 20,315.86 YR BASE TAX BASE DUE DUE 03/07 DUE 04107 08 SUBTOTAL 297.96 0.00 ' PAID 11/00/08 — 297.98 0.00 0,00 O,pp SUMMARY OF ACCOUNT R-36725 DENTON COUNTY TAX YEAR BASE TAX DUE 03107 DUE 04107 LSD- DENTON 2006 39.17 0.00 0.00 TOTAL TAX 2005 297.96 0.00 0.00 337.13 0.00 n nn -- PAGE80F15 TAX CERTIFICATE DATA TRACE 2229 AVE J, SUITE 101 ARLINGTON, TX 76008 817-281-8190 FAX 817-695.4121 COST: REPUBLIC TITLE OF TEXAS, INC BRANCH: CR7 PAULETTE HUBBARD GFp. OTR08830 CLOSER: ORDER TYPE: T SUBTYPE;1 PATE: 03121/07 CAD# R-36730 X301505 DESC A14WA C.W, BYERLY, TRACT 2, ACRES I10.500, OLD DCAD TR9J5GK A145BA TR #1 ABST/SUB 1D ACREAGE 110.500 MAIL CIO THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 D DEED OS 12274 ASSESSED OWNER(S) ALLAS TX 75225 80 SLF H COLE PROPER7y Lp 2008 ASSESSED VALUE: LAND 828,750 IMPROVEMENT 0 MARKETVALUE 828,750 SUBJECT TO ROLLBACK TAXES DEFERRED VALUE 816,595 SPECIAL VALUE 12,195 TAX ENTITY INFORMATION P 0 BOX 90223 DENTON TX 76202 PHONE 972-434-MS 06 TAX RATE 0.2319200 W/O EXEMPT 1,922.04 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE 04107 06 28.19 0.00 ' PAID 11/06/06 *"" SUBTOTAL 28.19 O.Oo 0.00 0.00 IND-DENTON COLLECTS BY DENTON CO PAYMENTS AS OF 03/12/07 PHONE 972-434.8835 06 TAX RATE 1:7640000 . EXE MPTIONS NONE W/O EXEMPT 14,619.15 YR BASE TAX BASE DUE DUE 03/07 OUE 04/07 06 214.41 0.00 " PAID11/06/p6" SUBTOTAL 214.41 0.00 0,00 0.00 SUMMARY OF ACCOUNT R-36730 DENTONCOUNTy TAXYEAR BASETAX DUE03107 DUE ISO . DENTON 2006 28.19 0.00 p,pp TOTAL TAX 2006 214.41 0.00 0.00 TAX CERTIFICATE DATA TRACE 2229 AVE J. SURE 101 ARLINGTON, TX 760D6 817-261-8190 FAX 817.695.4121 TEXAS, INC BRANCH, CR7 PAULETiE HUBBARD CLOSER: ORDER TYPE. T SUB11TE:1 R-36734 A1656A J. W. HARDIN. TRACT 1, ACRES 150.000, OLD DCAD TR 1 ABST/SUB 07 A1656A 150.000 C05 040 R. SCOTT HUDSON 3113 LAKE HIGHLANDS DR HIGHLAND VIU_ TX 75077--18& OWNER(S) HUDSON AAM11 V I rn arc TO ROLLBACK TAXES TAX ENTITY INFORMATION C05 G01 S05 TR2/SGK Fki'1,E-CE 2006 ASSESSED VALUES � Nu 2,674,960 IMPROVEMENT 23,057 MARKET VALUE 2,698,017 DEFERRED VALUE 2,536,404 SPECIAL VALUE 61, I12 DENTON COUNTY P O BOX 90223 DENTON TX 76202 PAYMENTS AS OF 03l12107 PHONE 972-434-8835 OB TAX RAPE 0.2318200 W/O EXEMPT 6,025.32 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE OW07 DUE 04107 06 142.89 0.00 — PAID 01129107"" SUBTOTAL 142.89 0.00 0.00 0:00 CRY OF DENTON 1 601 E HICKORY SUITE F DENTCN TX 76205 PAYMENTS AS OF 03/08/U PHONE 940.W4 6318 OS TAX RATE 0,62657.06 W/O EXEMPT 10,277.10 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE 041M ISD -DENTON COLLECTED BY DENTON CO PHONE 972-434-8835 EXEMPTIONS NONE 388.02 0.00 0.00 0.00 PAYMENTS AS OF 03/12/07 06 TAX RATE 1.76400D0 W/O EXEMPT 45,829.02 1SE TAX BASE DUE DUE 03M7 DUE D4/07 1,088.85 0.00 "PAID 01/29107 1,086.85 0.00 0.00 0.06 PAGE 10 OF 15 TAX CERTIFICATE DATATRACE 2229 AVE J, SUITE 101 ARLINGTON, TX 760M $17-281-8190 FAX 817-B85.4121 CUST: REPUBLIC TITLE OF TEXAS, INC BRANCH: CR7 PAULETTE HUB13ARD GF#: 07R08830 CLOSER: ORDER TYPE: T SUBTYPE:1 DATE 03121107 SUMMARY OF ACCOUNT R-30734 DENTON COUNTY TAX YEAR BASE TAX DUE=07 DUE04107 OF 2008 142.89 0.00 0.00 SD ISD - DENTTONON 2008 380.02 0.00 0.00 TOTAL TAX 2006 11086.86 0.00 0.00 1,015.78 0.00 0.00 CAD# R-417009 G01 SOS OESC A1540A J. BACON, TRACT 2, ACRES 7.400, OLD DCAD TR 2 ABSTISUS TR2ISGK A ID A1540 ACREAGE 7.400 SITUS MAIL C/O THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DALLAS DEED 0512274 TX 75225.80 ASSESSED OWNER(S) SLP U COLE PROPERTY LP 2006 ASSESSED VALUES LAND 55,500 IMPROVEMENT 0 MARKET VALUE 55�5p0 SUBJECT TO ROLLBACK TAXES DEFERRED VALUE 54,6W SPECIAL VALUE 814 TAX ENTITY INFORMATION DEN70N COUNTY PAYMENTS AS OF P O BOX 90223 DENTON Tx 78202 03/1210T PHONE 872 434 8635 OB i Ak RATE 0.2319200 W/O EXEMPT • 129.72 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE 04107 06 1.89 0.00 "' PAID 11106106'"' SUBTOTAL 1.89 0.00 0.00 0.00 COLLECTED BY DENTON PHONE 972.434.8835 EXEMPTIONS NONE YR BASE TAX SASE 06 TAX RATE W/0 EXEMPT 08 14.36 0.00 .» P SUBTOTAL 1436 0.00 0.00 SUMMARY OF ACCOUNT R-37009 ITON COUNTY TAX YEAR BASE TAX DUE 03107 -DENTON 2006 1.89 0.00 AL TAX 2008 14.36 0.00 16.25 n nn 1.7640000 970.02 DUE 04/07 11/00i06 "" 0.00 DUE PAGE 0 CUST: REPUBLIC TITLE OF TEXAS, INC GFl1: 07ROB830 c1 nec TAX CERTIFICATE DATA TRACE 2229 AVE J, SUITE 101 ARLINGTON, TX 7800E 817-261-8190 FAX 817.8954121 BRANCH: CR7 PAULETTE HUBBARD ORDER TYPE,• T SUBTYPE; i DATE: R-3T038 G01 S' A0353A J. DALTON, TRACT 0, ACRES 6.000, OLD DCAD TR OI ASSTISUB ID AW 63A TR2lSGK 6.000 DEED C/0 THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DALIAS TX 75225.80 243 572 D OWNER(S) 2000 ASSESSED VALUES SLFA COLE PROPERTY LP LAND 45,000 IMPROVEMENT 0 MARKET VALUE 46,000 DEFERRED VALUE TO ROLLBACK TAXES 44,340 SPECIAL VALUE 8Bo TAX ENTITY INFORMATION - P O BOX 9OZZ DENTTX 78202 .......�......-... v, VJ l4V/ PHONE 972.434-8835 72-43 .8aw 08 TAX RATE 0.2319200 WIO EXEMPT 104.36 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 1=07 DUE 04107 06 1.04 0.00 " PAID I11OM6 — SUBTOTAL 1,53 0.00 0.00 0.00 IMF- DENTON COLLECTED BY DENTON CO . PAYMENTS AS OF 03112/07 PHONE 872-434.B835 067 RATE I-TV40000 W/O EXEMPT 793.80 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03/07 DUE 04l07 06 11.64 0.00 PAID 11/06106 — SUBTOTAL 11.64 0.00 O.OD 0.00 SUMMARY OF ACCOUNT R-3T038 DENTON COUNTY TAX YEAR BASE TAX DUE EWD7 DUE 04107 ISO - DENTON 2006 1.53 OAO 0X0 TOTAL TAX 2000 11.64 0.00 0,00 13.17 0.00 n nn PACE 12 OF 1 S TAX CERTIFICATE DATA TRACE 2229 AVE J. SUITE 101 ARLINGTON, TX 76006 817-261-8190 FAX 817.8954121 COST; REPUBLIC TITLE OF TEXAS, INC BRANCH: CR7 PAULETTE HUBBARD GP4, 07ROSS30 CLOSER: ORDER TYPE. T SUBTYPE 1 DATE: 03/21/07 CAD# R37346 G01 S05 DESC A1707A T.C, CARRUTH, TRACT 1, ACRES 4.190, OLD DCAD TR 1 A13STISUB ID A TR2/8GK 1707A ACREAGE 4.1g0 SITUS DEED MAIL CIO THE STRATFORD COMPANY L 5949 SHERRY LN STE 1760 DALLAS TX 75225-80 OS 12274 ASSESSED OWNER(S) 2Q06 ASSESSED VALUES SLFfI COLE PROPEtTYLP LAND 31.425 IMPROVEMENT 0 MARKET VALUE 31,425 SUBJECT TO ROLLBACK TAXES DEFERRED VALUE 30,964 SPECIAL VALUE 461 TAX ENTITY INFORMATION IDCO COUNTY P O BOX 90X 90223 DENTON TX 76202 PAYMENTS AS OF 03M2707 PHONE 972-434-8835 06 TAX RATE 0.231920D WfO EXEMPT 72.88 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE 04107 OB 1.07 0.00 "" PAID 11/06106'"' SUBTOTAL 1.07 0.00 0.00 0.00 L4D , DENTON COL ECTEDIBY DENTON CO PAYMENTS AS OF,,;, ._. 03M2fi7 PHONE 972-434-6635 06 TAX RATE . :1.7840000 WIO EXEMPT 554.34 ' EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE 04107 06 8.13 0.00 "" PAID 11/06/06 SUBTOTAL 8.13 0.00 0.00 0.00 SUMMARY OF ACCOUNT R-37349 DENTON COUNTY TAX YEAR BASE TAX DUE 03/07 DUE 04/07 ISD - DENTON 2006 1 07 O.00 O.ao TOTAL TAX 2006 8.13 0.00 0.00 s2Q an„ TAX CERTIFICATE DATA TRACE 2228AVE J, SUITE 101 ARLINGT.ON; TX 76006 817=-61'-8180 FAX G17-685-g121 R-64448 A0132A J.A. BURN, TRACT 1, ACRES 305.000, OLD pCpp TR #y ABST/SUB IDA 30SA00 WOLFE RD C/o THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DAI LAS TX 7 DEED OWNERS) 225-80 SLF // COLE PROPERTY LP TO ROLLBACK TAXES P O BOX 90223 DEMON TX 66202 PHONE 972-434.8835 EXEMPTIONS NONE TAX ENTITY INFORMATION YR SASE TAb 0~8 77.81 GA!SD-PONDER COLLECTED 8Y DENTON CO �^ PAYMENTS AS OF. PHONE 072-434.8635 06 TAX RATE EXEMPTIONS NONE WIO EXEMPT YR BASE TAX BASE DUE DUE 03/07 06 520.80 0,0D + p SUBTOTAL 520.90 0.00 0.00 SUMMARY OF ACCOUNT R-64446 TAX YEAR BASE TAX DUE 03107 DENTON COUNTY 2006 77.81 0.00 ISD - PONDER 2006 52020 0.00 TOTAL TAX %8.71 0.00 PAGE 13 of l5 G01313 TR213GK 0512274 2008 AaWUED VA LAND L"nc 2,287,500 IMPROVEMENT MARKETVALUE 0 DEFERRED VALUE 2 2o SPECIAL VALUE 212,950 33,53 550 06 TAX RATE` y2C W/o EXEMPT 5,305.17 DUE DUE 03107 DUE 04 0'� "^ PAID 11/081ne ^� 0.00 1.552610D 35,515.85 DUE 04107 � 11/08/06 " 0.00 DUI: Od/07 0.00 0.00 0.00 PAGE 14 OF 15 TAX CERTIFICATE DATA TRACE 2229 AVE J. SURE 101 ARLINGTON, TX 76006 817-261-8190 FAX 817-695-4121 OUST: REPUBLIC TITLE OF TEXAS, INC BRANCH: CRT PAULETTE HUBBARD GF#: 07ROBB30 CLOSER: ORDER TYPE: T SUBTYPE: 1 DATE: CAD# R-67475 C-01 S05 DM A0176A B.B.B. & C.RR, TRACT 1 & 2, ACRES 312.610, OLD DCAD TRWSGK TISUISID A0176A TR #1 ABS ACREAGE 312.610 SITUS MAIL C/O THE STRATFORD COMPANY L 5949 SHERRY LN STE 1750 DALLAS DEED 0512270 TX ASSESSED OWNERS) 75225.80 SLRp COLE PROPERTY LP 20D6 ASSESSED VALUES LAND 2,344,575 IMPROVEMENT p. MARKET VALUE 2,344,575 SUBJECT TO ROLLBACK TAXES DEFERRED VALUE 2,310,188 SPECIAL VALUE 34.387 TAX ENTITY INFORMATION DENTON COUNTY P O BOX TX 76202 PAYMENTS AS OF 03/12/07 72-43 -8835DENT PHONE 972-434-8835 7 TAX RATE 0.2319200 W/O EXEMPT SAV.54 EXEMPTIONS NONE YR BASE TAX RASE DUE DUE 03107 DUE 04107 06 79.75 0.00 - PAID 11/06/06' SUBTOTAL 79.75 0.00 0.00 0.00 NO CITY OR TOWN } NOT IN CITY LIMITS PAYMENTS qSOF 03/21/07 PHONE 08 TAX RATE 0.0000D00 W/O EXEMPT 0.00 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03/07 DUE 04107 06 QAO 0100 " NO TAX DUE" SUBTOTAL 0.00 0.00 0.00 0.00 ISO - pENTON COLLECTED BY DENTON CO PAYMENTS AS OF 03/1y07 PHONE 972_4m 8835 06 TAX RATE 1.7640000 W/O EXEMPT 41.358.30 EXEMPTIONS NONE YR BASE TAX BASE DUE DUE 03107 DUE W07 06 606.59 0.00 " PAID 11100106" SUBTOTAL 606.59 0.00 0.00 0.00 onr_v aer a� , /�vL •J yr IJ TAX CERTIFICATE DATATRACE 2229 AVE J, SURE 101 ARLINGTON, TX 76006 817-261.8190 FAX 817-6954121 CUST: REPUBLIC TITLE OF TEXAS, INC BRANCH: CR7 PAULETTE HUBBARD OFF Mom CLOSER: ORDER TYPE: T SUBTYPE. 1 DATE: 0=1107 SUMMARY OF ACCOUNT R-67475 TAX YEAR BASE TAX DUE 03y07 DUE 04107 DENTON COUNTY 2006 79.75 0;00 0.00 NO CITY OR TOWN 2006 0.00 0100 0.00 ISD-DENTON 2008 606.59 0100 0.00 TOTAL TAX 688.34 0100 - 0.00 CERTIFICATION, CONDITIONS AND EXCLUSIONS THIS CM iF1ES THAT ALL AD VALOREM TAXES APPLICABLE TO THE ABOVE REFERENCED PROPERTY HAVE BEEN CHECKED AND FOUND TO HAVE THE STATUS INDICATED. T. THIS CERTIFICATION DOM NOT DOVER ANY CHANGES MADE TO THE TAX ROLL OR RECORDS AFTER THE 'PAYMEW A$ OP DAM LISTED �TI Z THISN$DOWMENT DOES NOT COTUTE A REPhRT ON OR CUM;1CATION OF MINERAL (PRODUCTIVE AND NONPRODUCTIVE) TAXES, LEASES. PERSONAL PROPERTY TAXES OR OTHER NON AO VALOREM TAXES (SUCH AS PAVING L1EN%STAND-BY CHARGES OR MAINTENANCE ASSESSMENTS} THESE ITEMS MAY BE IKOLVD96 FOR CONVENIENCE PURPOSES ONLY, 3. THIS CERTIFICATE IS NOT TRANSFERRABLE AND IS ENFORCEABLE ONLY BY THE PARTY TO WHICH IT HAS BEEN ISSUEO. -. hRINTED BY TRRWSK8 Tirls tax oeRiflcah Is bNn4 Prodded for Informaftrml purposes only and mey be MUM Upon 0* by Republic Title dTeas."for the issuance of t1Ue iRstaance and I" Nvotherpartyfnranyotfierpurpose, k a ■ � k § d z k k z LU 0 a k � z 0 z LU 0 B � � Go § ® 3 /ft 40 0 oil $ k 7 2 $ 7 _ k � / to & \ K 7 f _ 2§ § § § 2 § �ton _ _ §& � ) « � a§ co § \ £ J( ) § § � 2 2 , 2 8 b ■ , ° i § « o�■I� q a UrIcli °°(m ® ° ® 2 k 0 � a e I 0 J ! J L a] E J E a % f 5 k �) 0 a ) a k ■ e k � t ■ \\ km j I§ m E M W 0 q O r O Fo � C h Q m 0 m 0 w � pp O w .Q a a 0 d r N .0 C � m � N SI O O CD E C E C m c �? n�i m Q & R -- Q r W w N N C O (Cp y H w z d1061 ol I o ` EXHIBIT D. ALDI Inc. Corporate Finance & Administration 1200 North Kirk Road Batavia, IL 60510-1477 ALDI INC. CERTIFICATE OF RESOLUTION I, Lynn A. Moser, do hereby certify that I am the Assistant Secretary of Aldi Inc. and that the following is a true copy of a resolution duly adopted by the Board of Directors of said corporation by unanimous written consent dated February 10,1998. RESOLVED, that the Chairman orthe President of Aldi Inc. is hereby authorized to execute real estate transactions, including but not limited to purchase or sale contracts, on behalf Aldi Inc., or to assign the authority to execute real estate transactions for specific properties. August 10.2007 Date Lynn A. Moser Assistant Secretary Tel: 630/879-8100 FAX: 630/879-9901 ALDI Inc. Corporate Finance & Administration 1200 North Kirk Road Batavia, IL 60510-1477 As provided for in the corporate resolution dated February 10, 1998, I, Charles Youngstrom, President of Aldi Inc. authorize Scott Huska to execute all necessary documents related to the property generally described as: See Attached Tax Abatement Agreement for the [hy of Denton TX Augustin 7nn7 e 4 � Date Charles oungst om President Tel: 630/879-8100 FAX:630/879-9901