an ordinance 20 15 - the city of san antonio

RR 11112/15 Item No. 26A

AN ORDINANCE 20 15 - 1 1 - 1 2 - 0 q 5 3 DESIGNATING THE INDO REINVESTMENT ZONE CONSISTING OF 16.795 ACRES LOCATED WITHIN THE PORT AUTHORITY OF SAN ANTONIO BOUNDARIES, IN THE CITY OF SAN ANTONIO, BEXAR COUNTY, TEXAS, ON LOT 1, BLOCK 2 OF THE REPLAT OF THE PORT AUTHORITY SUBDIVISION BOUNDED BY THE FENCE LINE SOUTH OF THE SECURE YARD FOR 333 MORRIS WITT, 36TH

STREET ON THE WEST, DAVY CROCKETT ROAD TO THE SOUTH AND THE PROPERTY LINE EAST OF THE TRUCK COURT SEPARA TING THE PROPERTY FROM 311 MORRIS WITT AS MORE P ARTICULARL Y DESCRIBED IN THE METES AND BOUNDS MAP ON FILE WITH THE OFFICE OF THE CITY CLERK.

* * * * * WHEREAS, INDO-US MIM TEC PVT LTD (hereinafter referred to as "INDO"), a leading global supplier of precision engineered products using metal injection molding as the core manufacturing technology, has chosen to establish its U.S. corporate headquarters and manufacturing facility in San Antonio at 711 Davy Crockett Street, San Antonio, TX 78226 which is located within the boundaries of the Port Authority of San Antonio, as more particularly described in Exhibit "A" attached hereto and incorporated herein; and

WHEREAS, the land is eligible to be a Reinvestment Zone, in part because it is in an area that is reasonably likely, as a result of the designation, to contribute to the retention or expansion of primary employment or to attract major investment in the area that would be a benefit to the property and that would contribute to the economic development of the City of San Antonio; and

WHEREAS, in accordance with the requirements set out in the Texas Tax Code Section 312, notice of the requisite public hearing regarding the proposed designation of the INDO Reinvestment Zone was published on November 1 S\ 2015; and

WHEREAS, on November 12, 2015, the City Council held a public hearing in the Council Chambers located at 114 W. Commerce on the proposed designation of the INDO Reinvestment Zone, and considered . evidence and testimony of interested persons for and against the designation; and

WHEREAS, City Council finds that the proposed INDO Reinvestment Zone is reasonably likely, as a result of the designation, to contribute to the retention or expansion of primary employment or to attract major investment in the Reinvestment Zone that would be a benefit to the property and that would contribute to the economic development of the City of San Antonio, and that the proposed improvements are feasible and practical; and

RR 11112/15 Item No. 26A

WHEREAS, City Council hereby further finds that the designation of the INDO Reinvestment Zone is a reasonable incentive to help induce INDO to locate and establish its U.S . corporate headquarters and manufacturing operations in San Antonio; and

WHEREAS, to the best of the parties' knowledge, no property in the area referred to herein as the INDO Reinvestment Zone is owned by or leased by a member of the City Council, Zoning Commission, .

Planning Commission, the City's Economic Development Department, or any other City officer or employee; NOW THEREFORE:

BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SAN ANTONIO:

SECTION 1. The land more particularly described in Exhibit A, attached hereto and incorporated herein, is hereby designated as the INDO Reinvestment Zone pursuant to the Property Redevelopment and Tax Abatement Act of 1987, as amended.

SECTION 2. This Ordinance shall become effective immediately upon its passage by eight (8) votes or more and upon ten (10) days following its passage if approved by fewer than eight (8) votes.

PASSED AND APPROVED this lih day of November, 2015 .

MAY 0 R Ivy R. Taylor

ATTEST: APPROVED AS TO FORM:

~~,~ Martha~/ Acting City Attorney

2

Agenda Item: 26A ( in consent vote: 26A, 26B, 26C )Date: 11/12/2015Time: 01:40:20 PMVote Type: Motion to ApproveDescription: A Public Hearing and consideration of an Ordinance designating the Indo Reinvestment Zone located

at 711 Davy Crockett Street, San Antonio, Texas 78226, Port San Antonio, in Council District 4.Result: Passed

Voter Group NotPresent Yea Nay Abstain Motion Second

Ivy R. Taylor Mayor xRoberto C. Treviño District 1 x

Alan Warrick District 2 xRebecca Viagran District 3 x x

Rey Saldaña District 4 x xShirley Gonzales District 5 x

Ray Lopez District 6 xCris Medina District 7 x

Ron Nirenberg District 8 xJoe Krier District 9 x

Michael Gallagher District 10 x

Page 24 of 26Voting Results Interface

11/13/2015http://cosaweb/VoteInterface/Default.aspx

Exhibit A

lOT 1 eLOCK 2

REPLAT OF PORT AUTHORITy OF SAN ANTONIO (VOl. A577, PG 111ft, 1117-206 CPR)

16.795 ACRES-....... --

..... PAPE-DAWSON ,.. ENGINEERS

ZOf)O UW LOOP .'0 I $.1'."1 AH'OMO. 1£¥AS 71J2t.l I PH=, ~~~1~~.=

~, .0000D ", "~OIU! CNfIHUIfS. IUtII NLCA"IH,uKM , .70 rrx.u ~ v,~ (AHO ~'IWQ, nIf:M RCQ$1M.J!1CiW 1101pn74

Indo Abatement RR

15

EXIIIBIT FOR

:£ON1NU A 16.79S ACRE, MORE OR LESS, TRACT OFI.AND, LOCATEO ON I.OT I, HI.Of:K 2 or-TIm REPI.ATOr PORT AUTHORITY OF SAN ANTONIO SlJBDIVISION RF.C:ORnEO IN VOJ.lJMF. 9S77,I'AOES IR6, 197·206 OF THE DEEU AND PLAT RECORDS 01' BEXAR COUNTY, TEXAS, IN NEW CITY DLOCK 11304 OF THE COY OF SAN ANTONIO, BEXAR COUNTY, TrlXAS.

SHEET 1 Of 2

OCTOBER 9, 2015 JOB No. : 9350-15

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LOCAT10N MAP HUIIU~"'-t

LEG[ND: DR DEED RECORDS OF BEXAR COUNTY. TEXAS OPR OffICIAL PUBLIC RECORDS OF 8[XAR COUNTY. TEXAS DPR DEED AND PlAT RECORDS OF 8EXA~ COUNTY. TfXAS fiR FOUND TrIllIUNIIUU

NOTES; 1. THE PROFESSIONAl SERVICES PROVIDED HEREWITH

INCLUDE THE PREPARATION OF A FIelD NOT[ DfSCRII'TION.

2. "THIS DOCUMENT WAS I'H~I'AIII .U UNlJtR 221AC663.2T. DOES NOT IIffll'C1l1 II; RESULTS Of "'N ON liTE GROUNn 5IJHV~Y. "'N!J IS NOT TO BE usw 10 CONVfY OR FST/IRI NlINTfRFSTS IN REAL PKOPEI1TY f)(CEPT THdSE RIGHTS AND INTERESTS IMPLIED OR ESTABLISHED BY tHE CREATION OR RECONFIGURA nON OF tHE BOUNDARY OF THE POUTICAl SUBDIVISION fOR WHICH II WAS PREPARED."

-H-1 Inch = 200'

2~ ~~ 1~ -- -lINE TABLE

LINE BEARING

Ll N04'01'51 "W

L2 N04'01'51"W

L3 N/l5'58'02"E

l4 584'04'oo"E

Lti S06'02'22"W

LENGTH

81.86'

423.07'

345.48'

656.01'

1210.26'

EXHIBIT FON.

ZONINO A 16.795 ACRE, MORE OR J.ESS, T RACT OP LAND, LOCATED ON LOT I, BLOCK 2 OF THE REPLAT OrPORT AIITHORITY OF SAN ANTONIO SUBDIVISION RIiCORDED IN VOLUME 9577, PAGES 186, 197-206 01' THE DEED AND PLAT RECOIWS Of Iil:XAN. COUNTY, TEXAS, IN NEW ClTY 9T .OCK 11304 OF THB CITY OF SAN ANTONIO, BEXAR COUNTY, TEXAS .

.. , PAPE-DAWSON ,.. ENGINEERS

2IIW N" LOOP 410 I SAJJ ANTONIO. IrXA5 1WJ I PHONE, 1,o.J7il.'DIlO FAX: 2rQ..l75.g0rO

maJ ...... Df H/JIf3!#/JI/AJ. tJIIJHTJIt. fIIIII RC<I511M1ION I 4/0 rlX'! .,.., " ~ u..w SUJIMlIIitl f'1?It RCC1:mIAJION J rl1f~1f

CURVE TABLE

CVRVE RADIUS PI:LIA CHUI<U BEARING

-,

Cl

C2

C3

C4

523.10'

500.00'

100.00'

1337.00'

19'43'19'

32'25'13"

83'13'00"

9'45'05"

L4

LOT 1 -. OLOa< 2

N65'S9'20'W

N71'02'IS'W

N4S'38'21"W

NOO'OO'42'E

REPlAT Of PORT AUtHORITY Of SAN ANTONIO (VOL. 9Sn, PG T86. 197-206 OPR)

16.795 ACRES

C,

CHORD LENGTH

179.17' 180.00'

279.16' 282.92'

132.81' 145.24'

227,28' 227.W

.....,

~P.O.B

SHEET 2 Of 2

OCT 08l:.H 9, 2015 JOB No.: 9350- 15 ~~ ~----------------------------------------------~

Indo Abatement RR

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FIELD NOTES FOR

ZONING

A 16,79S acres, more or less, trad of lalld, IUClllcd 011 Lot J, Block 2 of the Replot of Port Authority of San Antonio Subdivision rccmded in Volume 9577, Pages 186, 197-206 of the Deed and PIal Records of Bexar County, Texas, in New City mock 11304 of the City of ~1l11 Antonio, 13exar County, Texas. Said 16.795 acre tract being more fully desclibed as follows :

COMMENCING: At a point at the southern most comer of said Lot I;

THeNCE:

THeNCE:

Indo Abatement RR

N 0'10 19' 56" E, over lind ncros~ !!Ilitll.llt I, U distul1Ct: of 8419.44 tect to the POINT OF BEGINNING of the herein dcseribl.'(l tract;

Continuing over and across said Lot I the following bearings nnd distances:

Northwesterly, along a nOll-tangent curve to the right , said curve huving mdius of 523 .10 teet, a central angle of 19°43'19", a chord bearing ,md Llisblllce uf N 6S n S9'20" W, 17').17 feet, for an arc length of 180.06 fect to /I

point;

Northwesterly, along 8 non-tangent curve to the left, said curve having u radius of 500.00 teet, a central angle of 32°25'13", a chord bearing lind distance ofN71°02'15" W, 279.16 tect, thr un ore length of 282.92 teet to a point;

Northwesterly, along U reversc curvc to the right, said curve having a radius of 100.00 teet, 11 central aug!l: nf 83"13'00", a chord bearing and distance of N 45°38'21" W, 132.81 feet, for an arc length of 145.24 fcct to II point;

N <Y100 I '51" W, a di.~lallee of IlI.S6 Icet tu II puint;

N o·n)) '51" W. a distance of '123.07 feet to a point;

NOl1heasterly, along a tangent eliI've to the righI, said curve having II radius of IJ37.00 tcct, a central angle of Ol)u45'05", a chord beating and distance 01" N ()()050'42" E, 227 ,28 teet, for un un; length of227.55 fect to a point;

N ()5°SS'02" E, u distance of 345.48 fcct to n point;

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Sa n Anlonlo I Austin I Houslon I FO I l Worlh I Il a lla b _. - -~.- . -...... -- --,--TrHnBpnrtatiun I Wale,' ilesources I L~nd Development I Surveying I Environment"'

2000 t#II Loop 410, San Antonio , TX 78213 T: 210.375.9000 WWlv.Pape·DaVison.com

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16 7()5 J\l:rt'.~

Job No.: 935U-15 Page 2 nt'2

S 84°04'00" E, u dislullc~ of656.01 icctto a point;

S 06u 02'22" W, a distance of 1270.26 feet to the POINT OF OEGTNNING, and containing 16.795 acrcs in the City of San Antonio, Bcxar County. Tcxn~.

Suit! trucl bdng ueserihed ill accordance wilh all exhibit preparcd under job number 9350-15 by Pape-Dawson Engineers, Ille.

"'111is documcnt was prcparccl under ?2TAC663 .2I , clOl~S nnt reflect. Ihe results of an on the ground survey, and is not to be used to conveyor cstablish interests in real property excepl Ihose rights and intcrests implied or established by the creation or recontiguration of the boundary of the political subdivision for which it was prepared."

PREPARED BY: rape-Oaw~on Enginccr~, Inc. DATE: Odubel (),2015 JOB NO. 9350-15 DOC. 10. N:\.<;urvcyI5\ 15-9JOOWJ50-15\Wnrdi'l350- 15 FN-16.7'l5 AC.doex TBI'I! Firm Registration 11470 TDPLS Firm Registration 1I10028S-00

Indo Abatement RR

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INDO-US MIM TEC PVT, Ltd. Reinvestment Zone,

Tax Abatement, and Chapter 380 Grant Agreements

November 12, 2015

City Council Items 26, 26A, 268, & 26C

INDO-MIM lONf>lEl n l r S I Ml'll~I I U

• Headquartered in Bangalore, India, INDO-US MIM TEe PVT, Ltd (Indo) is a global supplier of precision-engineered products using Metal Injection Molding manufacturing technology.

• Indo's manufacturing process and products offer cost effective solutions for precise and highly complex geometric components used in a variety of industries.

• The company has customers in more than 40 countries.

• Indo will establish its first US manufacturing operation in San Antonio, and create at least 330 new, full-time jobs and invest a minimum of $24M in personal property.

• The company will commence operations in August 2016 and lease 50k SF at Port San Antonio, with plans to grow to 120k SF.

• Estimated net positive fiscal impact to the City of more than $3.2M over 16 years.

• A $500k Chapter 380 EDIF Grant Agreement. • A 10-year, 100% Tax Abatement Agreement on

Personal 'Property valued at approximately $809,561.

• The establishment of the Indo Reinvestment Zone at 711 Davy Crockett Street at Port San Antonio located in City Council District 4. is C .M.

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INDO-US MIM TEC PVT, Ltd. Reinvestment Zone,

Tax Abatement, and Chapter 380 Grant Agreements

November 12, 2015

City Council Items 26, 26A, 268, & 26C

RR 11112115 Item No. 26B

ANORDINANCE 20 15 -11 -12 -0 .2.5~ AUTHORIZING AND APPROVING THE TERMS AND CONDITIONS OF A TAX ABATEMENT AGREEMENT WITH INDO-US MIM TEC PVT LTD (INDO-MIM) TO EXEMPT ONE HUNDRED PERCENT (100%) OF AD VALOREM PERSONAL PROPERTY TAXES FOR A PERIOD OF TEN (10) YEARS ON PERSONAL PROPERTY IMPROVEMENTS WITHIN THE INDO REINVESTMENT ZONE.

* * * * *

WHEREAS, INDO-US MIM TEC PVT LTD (hereinafter referred to as "INDO-MIM"), a leading global supplier of precision engineered products using metal injection molding as the core manufacturing technology, has chosen to establish its U.S. corporate headquarters and manufacturing facility in San Antonio at 711 Davy Crockett Street, San Antonio, TX 78226 which is located within the boundaries of the Port Authority of San Antonio (the "Project Site"); and

WHEREAS, in establishing its corporate headquarters and manufacturing facility, INDO-MIM is anticipated to invest approximately $24 million in personal property improvements and create 330 full-time jobs at the Project Site; and

WHEREAS, in accordance with the City of San Antonio Tax Phase-In Guidelines (the "Guidelines") property located within a Tax Abatement Reinvestment Zone with a $24 million investment is eligible for an 100% abatement of ad valorem personal property taxes for a term of up to ten (10) years; and

WHEREAS, the City Council finds that offering INDO-MIM a Tax Abatement Agreement for its personal property investment is a reasonable incentive to help induce INDO-MIM to invest in the facility and create 330 full-time jobs in San Antonio; and

WHEREAS, the City Council also finds that it is in the best interest of the City to approve a Tax Abatement Agreement with INDO-MIM to induce the desired and beneficial economic development in the INDO Reinvestment Zone; NOW THEREFORE:


SECTION 1. The terms and conditions of a Tax Abatement Agreement with INDO-MIM granting a one hundred-percent (100%), ten (10) year abatement of ad valorem personal property taxes within the INDO Reinvestment Zone are hereby approved. A copy of the Agreement, in substantially final form, is attached hereto and incorporated herein as Exhibit "A".

SECTION 2. The City Manager or her designee is authorized to execute the Tax Abatement Agreement as approved in Section 1 of this Ordinance.

RR 11 /12115 Item No. 26B


PASSED AND APPROVED this 1ih day of November, 2015 .

~-e.~ MAY 0 R

Ivy R. Taylor

ATTEST: APPROVED AS TO FORM:

2

Agenda Item: 26B ( in consent vote: 26A, 26B, 26C )Date: 11/12/2015Time: 01:40:20 PMVote Type: Motion to ApproveDescription: An Ordinance approving a 10-year, 100% Tax Abatement based on a capital investment of at least $24

million in personal property improvements and creation of at least 330 new full-time jobs.Result: Passed










Exhibit A

STATE OF TEXAS

COUNTY OF BEXAR

1. PARTIES

§ § § §

CITY OF SAN ANTONIO TAX ABATEMENT AGREEMENT FOR PERSONAL PROPERTY

THIS TAX ABATEMENT AGREEMENT (the "Agreement") is entered into on this 12th day of November, 2015 (the "Effective Date") by and between INDO-US MIM TEC PVT, Ltd., a foreign national entity, formed under the laws of India, or a wholly owned subsidiary of INDOUS MIM TEC PVT, Ltd., incorporated or organized under a United States domestic jurisdiction and meeting the criteria set for in Article 15 below (hereinafter referred to as "MANUFACTURER"), who holds or intends to hold a leasehold interest in the real property described herein and owns or intends to own personal property to be located on said real property, and the CITY of SAN ANTONIO, a municipal corporation, (hereinafter referred to as the "CITY"), acting by and through its City Manager under the authority of its City Council.

2. AUTHORIZATION AND FINDINGS

A. This Agreement is entered into pursuant to the following authorities:

1. The Texas Property Redevelopment and Tax Abatement Act of 1987, V.A.T.S. Tax Code, Chapter 312, as amended;

2. CITY COUNCIL RESOLUTION No. 89-07-12, dated the 15th day of February 1989, and most recently revised by Ordinance No. 2014-12-11-1037 passed on December 11,2014, together which established the City of San Antonio Tax Abatement Guidelines (hereinafter referred to as the "Guidelines and Criteria");

3. CITY COUNCIL ORDINANCE NO. 2015-11-12- dated November 12, 2015, which designated the INDO REINVESTMENT ZONE (the "Reinvestment Zone"); and

4. CITY COUNCIL ORDINANCE NO. 2015-11-12- , dated November 12, 2015, which specifically approved this Agreement and authorized execution hereof.

B. The City Council, by its approval of this Agreement, hereby finds that the terms of this Agreement abide by the Guidelines and Criteria and approving this Agreement will not have any substantial long-term adverse effect on the provision of CITY services or the CITY's tax base and the planned use of the Property (defined below) inside the qualifying Reinvestment Zone by MANUFACTURER for the uses contemplated herein will not constitute a hazard to public safety, health or morals.

3. PROPERTY

A MANUFACTURER has or intends to execute a lease (the "Lease") with the Port Authority of San Antonio so that MANUFACTURER holds a leasehold interest in real property located at or within the boundaries of the Port Authority of San Antonio (the "Property"), legally described in EXHIBIT A, attached hereto and incorporated herein. The Property is located within a designated Reinvestment Zone for the purposes of the Texas Property Redevelopment and Tax Abatement Act of 1987, V.AT.S. Tax Code, Chapter 312. A summary of the Lease attached hereto and incorporated herein as EXHIBIT D.

B. MANUFACTURER has acquired or intends to acquire a leasehold interest in the Property in order to establish, locate and operate its U.S. corporate headquarters and manufacturing facility and to conduct its "Business Activities" which for the purposes of this Agreement, means the activities of a leading global supplier of precision engineered products using metal injection molding as the core manufacturing technology.

C. In order for MANUFACTURER to conduct the Business Activities on the Property, MANUFACTURER shall invest in certain personal property improvements in the amount of at least TWENTY-FOUR MILLION DOLLARS AND 0 CENTS (the "Personal Property Improvements"). No Personal Property Improvements subject to tax abatement under the terms of this Agreement shall be placed on the Property sooner than the Effective Date of this Agreement.

D. Prior to MANUFACTURER placing the Personal Property Improvements at the Property and commencing the Business Activities therein, MANUFACTURER shall establish under Manufacture's name one or more tax accounts with the Bexar County Appraisal District for the Personal Property Improvements and shall provide these tax account number(s) and the related entity information to the CITY.

4. MANUFACTURER'S REPRESENTATIONS

A MANUFACTURER represents that it has no knowledge that any interest in the Property is presently owned, held or leased by a member of the San Antonio City Council, Zoning Commission, Planning Commission, the City'S Economic Development Department, or any other City officer or employee. MANUF ACTURER further represents that it shall not knowingly sell, lease or otherwise convey an interest of any type of kind to a member of the San Antonio City Council, the Zoning Commission, the Planning Commission, the City's Economic Development Department or any other City officer or employee, as long as this Agreement remains in effect.

B. MANUFACTURER represents that there is no litigation pending against MANUF ACTURER for any violations under the Occupational Safety and Health Act ("OSHA") in Bexar County.

5. MANUFACTURER'S OBLIGATIONS

A Notwithstanding all other obligations and/or duties imposed on MANUFACTURER by any other incentive agreements it has entered into with the State of Texas, Bexar County and/or the City of San Antonio, MANUFACTURER is required

Indo Abatement RR

2

to accomplish the following in order to receive the full amount of tax abatement provided in this Agreement:

Indo Abatement RR

1) own, hold an interest in or otherwise control the Personal Property Improvements that are the subject of this Agreement; and

2) invest, or cause to be invested, at least TWENTY-FOUR MILLION DOLLARS AND 0 CENTS ($24,000,000.00) in Personal Property Improvements by the later to occur of December 31,2021 or the fifth (5th

) annual anniversary date of the Rent Commencement Date (as such term is defined in the Lease); provided, however, in no event shall the date by which the investment required to be made by MANUFACTURER in this paragraph be later than December 31, 2022, subject to Force Majeure as set forth below in Article 8.

(3) no later than the Rent Commencement Date (as such term is defined in the Lease), locate on the Property and continuously use the Property for Business Activities for the Term of this Agreement (the "Term of this Agreement" is defined as the Abatement Term and the six (6) year Recapture Period described in Article 7, Paragraph G); and

(4) create and maintain at least THREE HUNDRED THIRTY (330) full-time jobs in accordance with Table 1 below and maintain said full-time jobs for the remaining Term of this Agreement.

Prior to December 31,2017

3

TABLE 1

So long as the Rent Commencement Date (as such term is defined in the Lease) occurs by May 31, 2017 , MANUFACTURER shall create and maintain at least ONE HUNDRED THIRTEEN (113) Full-Time Jobs at the Property; provided, however, in the event the Rent Commencement Date occurs after May 31, 2017, MANUFACTURER's obligation to create and maintain the initial 113 Full-Time Jobs at the Property shall be deemed to be merged with its obligation to create an additional 47 Full-Time Jobs prior to December 31, 2018, such that the job creation milestone set forth immediately below shall be a total of 160 Full-Time Jobs created and maintained by Manufacturer prior to December 31, 2018, it being agreed that such merger of jobs creation and maintenance shall have no affect on MANUFACTURER's right to abate personal property taxes as set forth herein.

Prior to December 31, 2018




MANUFACTURER shall create and maintain at least an additional FORTYSEVEN (47) Full-Time Jobs for a cumulative total of ONE HUNDRED SIXTY (160) full-time jobs at the Property;

MANUFACTURER shall create and maintain at least an additional FIFTY (50) Full-Time Jobs for a cumulative total of TWO HUNDRED TEN (210) full-time jobs at the Property;

MANUF ACTURER shall create and maintain at least an additional SIXTY (60) full-time jobs for a cumulative total of TWO HUNDRED SEVENTY (270) Full-Time Jobs at the Property; and

MANUF ACTURER shall create and maintain at least an additional SIXTY (60) Full-Time Jobs for a cumulative total of THREE HUNDRED THIRTY (330) fulltime jobs at the Property.

The cumulative total of at least 330 Full-Time Jobs must be maintained at the Property from December 31, 2021 until the expiration of the Term of this Agreement.

5) comply with all other applicable provisions of this Agreement.

B. MANUFACTURER covenants and agrees to pay during the Term of this Agreement one hundred percent (100%) of its employees employed for the Business Activities at the Property at least the City'S effective prevailing "living" wage as determined by the City Council in its Tax Abatement Guidelines. For the purpose of this Agreement, the current "living" wage is ELEVEN DOLLARS AND FORTY-SEVEN CENTS ($11.47) per hour. Commencing on the first anniversary of this Agreement and continue thereafter during the Term of this Agreement, seventy percent (70%) of all new and existing employees working at the Property must earn at least FOURTEEN DOLLARS AND SIXTY-SIX CENTS ($14.66) per hour.

C. For the purposes of this Agreement, a "Full-Time Job" shall constitute one position that performs a minimum of two thousand and eighty (2,080) straight-time paid hours in a fiscal year.

D. MANUFACTURER covenants and agrees that it shall offer all of its nontemporary, full-time employees employed at the Property a group healthcare benefits package, which consists substantially, though not necessarily all of benefits such as medical, dental, vision, voluntary term life supplement, critical illness insurance, short term disability, accident/sickness insurance, and long term disability, substantially similar as those employee benefits offered to similarly situated employees (i.e., performing

Indo Abatement RR

4

similar functions with similar duties and responsibilities) of MANUFACTURER in the United States in terms of value, cost to employees and number of options available. All coverage offered to employees and their qualified family members shall be at a reasonably affordable cost that meets the minimum essential coverage requirement under the Affordable Care Act. The current benefits offered to employees on the date of the execution of this Agreement are those set forth in Exhibit B attached hereto and incorporated herein, which may be revised from time to time by MANUFACTURER upon written notice to CITY, so long as such benefits comply with this Section D.

E. MANUFACTURER covenants and agrees that it shall comply with all applicable federal and state laws governing the employment relationship between employers and employees in all material respects.

F. MANUFACTURER covenants and agrees that it shall conduct its Business Activities (as defined in Article 3, Paragraph A) at the Property in accordance with all applicable federal, state and local laws in all material respects.

G. Any construction MANUFACTURER will perform or cause to be performed at the Property shall be in all material respects in accordance with all applicable federal, state and local laws including, but not limited to, Texas Commission on Environmental Quality regulations, Bexar County and City of San Antonio laws, Building Codes and ordinances, Historic Preservation and Urban Design ordinances, flood, subdivision, building, electrical, plumbing, fire and life safety codes and regulations, current and as amended.

H. MANUFACTURER covenants and agrees it shall hire at least twenty-five percent (25%) of its new employees at the Property from local residents, and that it shall to make a good faith effort to hire additional local employees for its Property to fulfill its requirements under Article 5, Paragraph A. "Local" is defined, for the purposes of this Paragraph, as an employee whose principal residence is located within the city limits of the City of San Antonio or within the county limits of Bexar County.

1. Except as provided herein, MANUFACTURER covenants and agrees that it shall use the Property only to conduct its Business Activities. Without additional consent or approval by the City Council, a parent, subsidiary or affiliate organization of MANUF ACTURER or new entity created as a result of a merger, acquisition, or other corporate restructure or reorganization of MANUF ACTURER, or any component thereof (hereinafter "Related Organization") may occupy and use the Property for such Related Organization's normal business activities so long as such activities are identical or substantially similar to the Business Activities. To be eligible for the tax abatements as provided in this Agreement, such Related Organization must agree in writing to fully comply with all applicable terms of this Agreement. Except as authorized above, MANUF ACTURER covenants and agrees during the term of this Agreement not to change the Business Activities at the Property without prior approval by the City Council, as evidenced in a duly approved City Ordinance.

J. MANUFACTURER will covenant and agree that it shall maintain the Property and any constructed improvements in good repair and condition during the Term of this Agreement, normal wear and tear and damage by fire or other casualty not caused as a

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result of the intentional act or misconduct of MANUFACTURER excepted. Compliance with the maintenance obligations imposed herein shall be presumed if MANUFACTURER follows its normal and customary maintenance procedures and schedules.

K. MANUF ACTURER will covenant and agree that, upon five business days prior notice received by it from the CITY, MANUFACTURER shall allow designated representatives of the CITY access to the Property during normal business hours for inspection to determine if the terms and conditions of this Agreement are being met. This inspection is independent of CITY's police powers to inspect for purposes of assuring compliance with applicable City Codes and Ordinances. The CITY's access to MANUFACTURER's books and records will be limited to information needed to verify that MANUFACTURER is and has been conducting Business Activities at the property, its investment in Personal Property at the Property, verification ofthe number of full-time employees at the Property, and salaries paid to employees at the Property; provided, however, that the CITY shall not have the ability to obtain copies of MANUFACTURER's records or remove any information or documents from MANUFACTURER's files. Similarly, CITY shall not have the ability to obtain copies of MANUFACTURER's records or files that are protected by the trade secret privilege, the attorney-client privilege, as attorney work product, or by any applicable law, statute, regulation, or ordinance, however, for the purposes of ensuring compliance with this Agreement, City may receive from MANUFACTURER copies of information detailing MANUFACTURER's investment in personal property, hiring of employees and employee salaries. Should any good faith dispute or question arise as to the validity of the data provided, the CITY reserves the right to require MANUFACTURER to obtain an independent firm to verify the information. This certified statement by an independent firm shall be provided at the sole cost of MANUFACTURER. CITY representatives may be accompanied by MANUFACTURER representatives and such inspections shall be conducted in such a manner as to (a) not unreasonably interfere with the operation of the Property; and (b) comply with MANUFACTURER's reasonable security and confidentiality requirements. Any information provided by MANUFACTURER shall be subject to applicable law or regulation, may be marked confidential and proprietary as appropriate, and if appropriately marked protected from further disclosure pursuant to applicable law or regulation.

L. During the Term of this Agreement, MANUFACTURER will covenant and agree to furnish each year, as applicable, the Chief Appraiser of Bexar County Appraisal District with information outlined in Chapter 22, V.A.T.S. Tax Code, as amended, as may be necessary for the tax phase-in and for appraisal purposes.

M. On or before January 31 and July 31 of each year during the Tenn of this Agreement, MANUFACTURER shall provide CITY's Director of Economic Development Department with a certification (the "Semi-Annual Certification") from an officer of MANUFACTURER attesting to the following information as of the preceding December 31 st

and June 30th respectively: (i) the number of Full-Time Jobs and New Full-Time Jobs maintained as of such date, (ii) the hire dates of each Full-Time Employee and New FullTime Employee, (iii) the healthcare benefits offered to all Full-Time Employees and New Full-Time Employees and their respective eligible dependents, (iv) the total wages paid in connection with the Full-Time Jobs and the New Full-Time Jobs during the six months

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preceding such date, and v) the aggregate investments made prior to such date that qualify toward the Property Improvement Investment hereunder. The information provided shall be on the form set forth in, or substantially similar to the form labeled "Monitoring Form" attached and incorporated herein as EXHIBIT "C", as the same may be revised by CITY from time to time.

N. MANUFACTURER will covenant and agree to notify CITY in writing at least 30 days prior to any sale, transfer or sub-lease of the Property during the Term of this Agreement. CITY shall not unreasonably withhold approval of any requests for Assignment of this Agreement by MANUFACTURER under Article 11 and any new purchaser or transferee requesting Assignment shall be bound by same. Failure to provide the required notification under this Article 5, Paragraph N may render MANUFACTURER subject to the termination and recapture provisions under Article 7 without benefit of the Cure Period (as defined in Article 7, Paragraph E) at CITY's sole discretion.

O. MANUFACTURER will covenant and agree to notify CITY in writing at least 30 days prior to Relocating or Ceasing its Business Activities (as defined in Article 7, Paragraphs B and C). Failure to provide the required notification under this Article 5, Paragraph 0 may render MANUFACTURER subject to the termination and recapture provisions under Article 7 without benefit of the Cure Period (as defined in Article 7, Paragraph E) at CITY's sole discretion.

P. If, during the Term of this Agreement MANUFACTURER fails to create and retain at least the minimum number of full-time jobs required under Article 5, Paragraph A (5) of this Agreement over a period of two consecutive reporting periods, or MANUFACTURER fails to pay at least the minimum wages required under Article 5, Paragraph B of this Agreement, then the termination and recapture provisions of Article 7 of this Agreement may apply against MANUFACTURER at CITY's sole discretion.

Q. If, during this Agreement, MANUFACTURER allows its ad valorem taxes due on the personal property to become delinquent and fails to timely and properly follow the legal procedures for their protest and/or contest, then the termination and recapture provisions of Article 7 of this Agreement may apply against MANUFACTURER at CITY's sole discretion.

R. If, during the Term of this Agreement, MANUFACTURER defaults under that certain Chapter 380 Economic Development Program Grant Agreement between CITY and MANUFACTURER of even date and such default is not cured within the applicable cure period under the Grant Agreement, then the termination and recapture provisions of Article 7 of this Agreement may apply against MANUFACTURER at CITY's sole discretion.

6. TAX ABATEMENT

A. In the event MANUFACTURER meets all obligations of this Agreement, the City shall give MANUFACTURER a ONE HUNDRED PERCENT (100%) tax abatement of the City'S portion of ad valorem taxes for the Personal Property Improvements at the Property for a term of ten (10) years commencing on January 1, 2016 or, at

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MANUFACTURER's election in the event the Commencement Date of the Lease (as such term is defined in the Lease) does not occur by July 1, 2016, on January 1, 2017 (this ten (10) year abatement period is the "Abatement Term" of this Agreement). This Agreement only provides for the abatement of taxes on the Personal Property Improvements brought onto the site after the execution of this Agreement. The parties acknowledge and agree that the abatement of personal property taxes hereunder shall apply to all capital investment amounts made by MANUFACTURER during the Abatement Period in excess of the $24 million minimum investment set forth in Article 5.

B. At the commencement of the Term of this Agreement, MANUFACTURER shall own, have an interest in or otherwise control the Property and shall, in accordance with the Lease and subject to the timing of MANUFACTURER'S obligation or right to commence business operations under the Lease, conduct its Business Activities on a daily basis and continuously throughout the Term of this Agreement.

7. DEFAULT/TERMINATION/RECAPTURE

A. For purposes of this section, "Relocation" or "Relocate" shall mean MANUFACTURER, or a Related Organization which has taken the place of MANUFACTURER, transferring substantially all Business Activities to a location outside the designated Reinvestment Zone.

B. Should MANUFACTURER occupy and use the Property for its Business Activities and subsequently Relocate (as defined in this Article 7, Paragraph A) during the Term of this Agreement, unless such Relocation is caused by a Force Majeure, as defined in Article 8, then CITY shall have the right to terminate this Agreement. Said termination shall be effective for the calendar year during which the Relocation occurred. Unless MANUFACTURER presents credible evidence to clearly indicate a date of Relocation, CITY's determination shall be final and conclusive.

Upon termination, any and all taxes otherwise abated for that calendar year and all previously abated taxes under this Agreement shall be recaptured by CITY (pursuant to the calculation set forth in Article 7, Paragraph G) and CITY shall be entitled to the payment of such recaptured taxes within sixty (60) calendar days from the date it notifies MANUFACTURER in writing of termination of this Agreement.

C. If MANUFACTURER occupies and uses the Property for its Business Activities and subsequently ceases conducting Business Activities (or a substantial portion thereof) at the Property for a continuous period of three (3) months during the Term of this Agreement for any reason, except if such cessation is caused by a Force Majeure as defined in Article 8, then the CITY shall have the right to terminate this Agreement. Said terminations shall be effective for the calendar year during which the Property was no longer used for the required purposes stated herein. Unless MANUFACTURER presents credible evidence to clearly indicate a date of cessation, CITY's determination of a date of cessation shall be final and conclusive.

Upon termination, any and all taxes otherwise abated for that calendar year and all previously abated taxes under this Agreement shall be recaptured by CITY (pursuant to the calculation set forth in Article 7, Paragraph G) and CITY shall be entitled to the

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payment of such recaptured taxes within sixty (60) calendar days from the date it notifies MANUFACTURER in writing of termination.

D. If MANUFACTURER, a Related Organization or City-approved assignee fails to hire and retain the number of Full-Time jobs as required in Article 5 Paragraph A(5) and Table 1 of this Agreement, calculated by the averaging of the two most current semiannual Employee Wage Information for Tax Abatement Request Forms, or substantially similar form (EXHIBIT "C") for such calendar year of noncompliance, then for each such calendar year of noncompliance, the tax abatement shall be reduced in the following tax year by the same percentage as the deficiency in the Full-time Jobs requirement. For example, if MANUFACTURER hires and retains ninety percent (90%) of the Full-Time Jobs required in this Agreement at the Property or, if applicable, at its permanent or temporary headquarters in a given year, MANUFACTURER shall be entitled to ninety percent (90%) of the ad valorem personal property tax abatement for the Property for the following year. However, should MANUFACTURER fail to hire and retain at least fifty percent (50%) of the Full-Time Jobs requirement at the Property or, if applicable, at its permanent or temporary headquarters in a given year from and after the first jobs creation and maintenance milestone set forth in Table 1 of Article 5 above, then, at the option of CITY, this failure may be grounds for termination of this Agreement. Said termination shall be effective for the calendar year during which the Full-Time Jobs requirement as stated herein has not been met as required.

Upon termination, any and all taxes otherwise abated for that calendar year and all previously abated taxes under this Agreement shall be recaptured by CITY (pursuant to the calculation set forth in Article 7, Paragraph G) and CITY shall be entitled to the payment of such recaptured taxes within sixty (60) calendar days from the date it notifies MANUFACTURER in writing of termination of this Agreement.

E. During the Term of this Agreement, CITY may declare a default if MANUFACTURER fails to comply with any of the terms of this Agreement. Should CITY determine MANUFACTURER is in default under any of the terms of this Agreement; CITY will notify MANUFACTURER in writing at the address below in Article 9. If said default is not cured within sixty (60) calendar days from the date of such notice (hereinafter the "Cure Period"), then CITY shall have the right to terminate this Agreement. In the event that a default by MANUFACTURER cannot be cured within sixty (60) days after the date on which MANUFACTURER has received notice of such default, then the CITY shall not have the ability to terminate this agreement based on such default so long as MANUFACTURER has commenced to cure such default within the sixty (60) day cure period and such cure is being diligently pursued to its completion. Ifthe Agreement is terminated as a result of default, all taxes abated shall be due for the tax year during which the termination occurred and shall accrue without further abatements for all tax years thereafter; in addition, CITY shall have the right to recapture from MANUFACTURER all previously abated property taxes under this Agreement (pursuant to the calculation set forth in Article 7, Paragraph G) and said taxes shall be paid by MANUFACTURER within sixty (60) calendar days of receiving CITY's written notification of recapture.

F. Other Remedies Available. CITY shall have the right to seek any remedy at law to which it may be entitled, III addition to termination and/or recapture, if

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MANUF ACTURER defaults under the tenns of this Agreement. However, such tennination and/or recapture shall be subject to any and all lawful offsets, settlements, deductions or credits to which MANUFACTURER may be entitled. The tennination and/or recapture of taxes provided in this Article 7 are not applicable to situations involving minor changes to the description of the Property, or changes in ownership or in management thereof, so long as MANUFACTURER, a Related Organization or its CITY -approved successor or assignee continues conducting Business Activities or other authorized activities at the Property as provided hereinabove.

G. Calculation of Taxes Subject to Recapture. If MANUFACTURER fails to comply with any of its obligations under this Agreement and such default continues beyond the notice and cure period set forth in Subsection E above, then the City Council shall have the right to recapture from MANUFACTURER a percentage of the abated taxes based on the following table:

TERM YEAR TOTAL TAXES PREVIOUSLY ABATED

During the Abatement Tenn First year after expiration of the Abatement Tenn Second year after expiration of the Abatement Tenn Third year after expiration of the Abatement Tenn Fourth year after expiration ofthe Abatement Tenn Fifth year after expiration of the Abatement Tenn Sixth year after expiration of the Abatement Tenn

FORMULA: The recapture fonnu1a shall be:

Applicable Percentage Total Taxes Abated X

from above Schedule

100% 100% 80% 60% 40% 20% 10%

Amount to be

Recaptured

CITY shall recalculate the amount of recapture pertaining to each tax year utilizing the above fonnu1a. A bill for each year will then be sent to MANUFACTURER.

8. AUTHORIZED RELIEF FROM PERFORMANCE (Force Majeure)

For purposes of this Article, "Force Majeure" is defined as an act of God, natural disaster, acts of public enemies, failures to act by any Governmental Authority, riots, perils of the sea, or any other extraordinary cause beyond the reasonable control of MANUFACTURER. It also includes explosion or other casualty or accident which is not the result of negligence, intentional act or misconduct on the part of MANUFACTURER. In addition to relief expressly granted in this Agreement, CITY may grant relief from perfonnance of this Agreement if MANUFACTURER is prevented from compliance and perfonnance by an event of Force Majeure. The burden of proof for the need for such relief shall rest upon MANUFACTURER. To obtain release based upon this Article 8, MANUFACTURER must file a written request with the CITY's Economic Development Department for processing to City Council for a decision, authorized by a duly approved Ordinance.

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9. NOTICE

Any notice required or pennitted to be given hereunder by one party to the other shall be in writing and the same shall be given and shall be deemed to have been served and given if: (a) delivered in person to the address set forth herein below for the party to whom the notice is given; (b) placed in the United States mail with postage prepaid, return receipt requested, properly addressed to such party at the address hereinafter specified; or (c) deposited, with fees prepaid, into the custody of a nationally recognized overnight delivery service such as FedEx, addressed to such party at the address hereinafter specified. Any notice mailed in the above manner shall be effective upon its deposit into the custody of the United States Postal Service or such nationally recognized delivery service as applicable; all other notices shall be effective upon receipt. From time to time, either party may designate another address for all purposes under this Agreement by giving the other party no less than ten (10) calendar days advance written notice of such change of address in accordance with the provisions hereof.

TO MANUFACTURER:

- (Whether personally delivered or mailed):

INDO-US MIM TEC PVT, Ltd., 214, Carnegie Center, Suite 104 Princeton, New Jersey 08540 Attn: Brian Fulginiti, Esq.

WITH A COPY TO:

Donnelly Minter & Kelly, LLC 163 Madison Ave., Suite 320 Morristown, New Jersey 07960 Attn: Peter T. Donnelly, Esq.

TO CITY:

- If mailed:

Economic Development Department Attn: Director P.O. Box 839966 San Antonio, Texas 78283-3966

- Ifby personal or overnight delivery:

Economic Development Department Attn: Director 100 W. Houston Street, 19th Floor San Antonio, Texas 78205

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10. CONDITION

This Agreement is conditioned entirely upon the approval of the San Antonio City Council, as evidenced by duly approved Ordinance Number 2015-11-12- , dated November 12,2015.

11. ASSIGNMENT

Except as otherwise expressly provided herein, this Agreement may be assigned or otherwise transferred, and assumed by the assignee, only with City Council's prior approval (which approval shall not be unreasonably withheld), as reflected in a duly adopted ordinance. MANUFACTURER must submit a written request to CITY for approval of the proposed assignment and assumption or other transfer at least thirty (30) days prior to the effective date of the assignment or transfer of any part of the Property; however, no City Council consent is required for an assignment or transfer to a parent of MANUFACTURER, a subsidiary of MANUFACTURER, an affiliate entity of MANUFACTURER, or to any new entity created as a result of a merger, acquisition or other corporate restructure or reorganization of MANUFACTURER. However, MANUFACTURER shall give CITY prior written notice of all assignments or other transfers that do not require City Council consent, as required under Article 5, Paragraph P. All future assignees shall be bound by all terms and/or provisions and representations of this Agreement.

12. GENERAL PROVISIONS

A. None of the property improvements described in this Agreement are financed by tax increment bonds.

B. This Agreement is entered into subject to the rights of the holders of outstanding bonds of the CITY related to this project. No bonds for which the CITY is liable have been used to finance this proj ect.

C. No amendment, modification, or alteration of the terms hereof shall be binding unless in writing dated subsequent to the date of this Agreement and duly authorized by the parties. MANUFACTURER acknowledges that City Council approval is required for any and all of these actions.

13. SEVERABILITY

In the event any article, section, subsection, paragraph, subparagraph, sentence, phrase or work herein is held invalid, illegal or unenforceable, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph, subparagraph, sentence, phrase or word. In such event there shall be substituted for such deleted provisions a provision as similar as possible in terms and in effect to such deleted provision that is valid, legal and enforceable. This Agreement constitutes the entire Agreement between the parties hereto relating to the subject matter contained herein and supersedes all prior, oral or written agreements, commitments or understandings with respect to the matters provided for herein.

14. ESTOPPEL CERTIFICATE

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Any party hereto may request an estoppel certificate related to this project (hereafter referred to as "Certificate") from another 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 a subsequent purchaser or assignee of MANUFACTURER or other party designated by MANUFACTURER which shall include, but not necessarily be limited to, statements that this Agreement is in full force and effect without default, if such is the case, the remaining Term of this Agreement, the levels of tax abatement in effect, and such other matters reasonably requested by the party(ies) to receive the Certificate.

15. OWNER STANDING

A. MANUF ACTURER, 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 ordinances, resolutions, or City Council actions authorizing same, and MANUFACTURER shall be entitled to intervene in said litigation.

B. MANUFACTURER acknowledges it is either a foreign national entity, formed under the laws of India, or a United Stated domestically incorporated or organized entity, which will maintain a registered office and registered agent in the state of Texas and will register to transact business in Texas, as more particularly set out in the following Section C.

C. MANUFACTURER acknowledges it is a foreign national entity, formed under the laws of India, or a United Stated domestically incorporated or organized entity, and hereby warrants and represents that at all times during the term of this Agreement it will maintain a registered office and a registered agent for service of process in the State of Texas and will be and will remain in full compliance with all laws of the state for transacting business in Texas, including, without limitation registration with the Texas Secretary of State, and that CITY is relying on these representations and warranties and but for such representations and warranties CITY would not have entered into this Agreement with MANUFACTURER and any breach hereof.

16. APPLICABLE LAW

This Agreement shall be construed under the laws of the State of Texas and IS

performable in Bexar County, Texas, the location of the Reinvestment Zone.

17. CONFLICTS OF INTEREST

A. CITY warrants and undertakes that no council member, employee or agent of CITY will receive from or give to any director, employee or agent of MANUFACTURER any commission, fee, rebate, or any gift or entertainment of significant cost or value in connection with this Agreement except as expressly provided for in the Agreement. CITY shall promptly notify MANUFACTURER of any breach of this Article and any consideration received as a result of such breach shall be paid over or credited to MANUFACTURER, without prejudice to the right of MANUFACTURER to seek compensation or claim damages or any other rights that MANUFACTURER may have under applicable law.

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B. CITY shall maintain and retain complete and accurate records of this transaction for the current calendar year plus the next preceding two (2) calendar years, to enable MANUFACTURER to exercise its rights under this Article. MANUF ACTURER shall have the right, at its expense, upon reasonable prior written notice to CITY, to audit the records of CITY relevant to this Agreement during CITY's normal business hours solely for the purpose of confirming CITY's compliance with this Article, and for no other purpose. For purposes of this Article, "records" shall mean all records relevant to this Agreement and the intent of this Article.

18. DUPLICATE ORIGINALS

This Agreement shall be executed in two duplicate originals, with a duplicate original going to each party.

EXECUTED and AGREED to as of November 12,2015 (the "Effective Date").

CITY OF SAN ANTONIO, a Texas Municipal Corporation

Sheryl L. Sculley CITY MANAGER

ATTEST:

Leticia Vacek CITY CLERK

APPROVED AS TO FORM:

Martha G. Sepeda ACTING CITY ATTORNEY EXHIBIT A: PROPERTY DESCRIPTION

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Name Title

lOT 1 BLOCK 2

REf'l AT OF PORT AUTHORITY OF SAN IINTONIO (VOl . Af>77, PG 186, 1117-206 OPR)

16.795 ACRES-........ .r--

.J PAPE-DAWSON ._ ENGINEERS

2000 IoIW lOOP "'0 I SAN ;4NfONlO. l£XAS 711213 I PH~ ~~~~~~.= 1P'AS .0000D CY" I'IfOfrnIOIUL CNfMI£tR3. IIItM HlfA~'IHtUkUtII , .. 10

J!'XA.S eoAJtO 01' '1fOTE$!JI()#IA!. (ANCJ ~lIJt~l'ING,. ~ RCQSmA 1JON I 'OJP.JP7f

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I;XIIIBIT FOR

ZONINU A 16.79S ACRE, MORE OR LESS, TRACT 01' LAND, LOCATEO ON LOT I . HI.OCK 2 OF THE REPLATOF PORT AUTHORITY OF SAN ANTONIO SUBDIVISION RECOROEO IN VOI.IJME 9577, I'AOES IR6, 197·206 OF THE UEEU AND PLAT RECORDS OF BEXAR COUNTY, TEXAS, IN NEW CITY DLOCK 11304 OFTHE CITY OF SAN ANTONIO, nEXAR COUNTY, TEXAS.

SHEET 1 OF 2

OCTOBER 9, 2015 JOB No.: 9350-15

~ cJ .. i! '" ~ h 1:13-

ii h "l !1 ;-. ~~

LOCATION MAP NUl lU~All

L[G[ND: DR DEED RECORDS or BEXAR COUNTY, TEXAS OPR OFFICIAL PUBUC RECORDS OF B[XAR COUNlY. lEKAS DPR DEED AND PLAT RECORDS OF BEXAR COUNlY, lrXAS FIR FOUND Irl' I~OtHUl)

NOTES: T"""iHE'PROFESSIONAL SERVICES PROVIDED HEREWm~

INCLUDE mE PREPARATION OF A FIELD NOTt DESCKIPTION.

2. "THIS DOCUM~N I W AS ~R~~·A"1.lJ UNlJLt<: 22TAC663.21. DOES NOT RITII'CI 1I1~ IIESUllS OF AN ON 11 1[ GROUNO StJIIV~Y. AND IS NOT TO BE USW 10 CONVFY OR FSTARIl'iH INTFRfSlS IN REAL ~~OPFRTY fXCF.PT mCiSE RIGHTS AND INTERF.STS IMPLIED OR ESTABLISHED BY lHE CREATION OR RECONFICVRATION OF THE BOUNDARY OF THE POLITICAL SUBDIVISION FOR WHICH IT WAS PREPARED."

1 inch = 200'

UNE TABLE

LINE BEARINC LENGTH

L1 ND4'01'SI"W 81.86'

L2 N04'01'51"W 423.07'

L3 NOS'58'02"E 345,48'

L4 $84'04'OO"E 656.01'

u ; SOS'02'22"W 1210.26'

EXHIBIT FUK

ZONING A 16.795 ACRE, MORE OR I.ESS, T RACT OF LAND, LOCATED ON LOT I, BLOCK 2 OF THE REPLAT OF PORT AlJTHORITY OF SAN ANTONIO SUBDIVISION IWCORUED IN VOLUM!:: 9577, PAGES 186, 11)7,21)6 OF THE DEED AND PLAT RECOIWS Of IlI:XAR CUUN"I Y, TEXAS, IN NEW CITY RT.OCK 11304 OFTHE CITY OF SAN ANTONIO, BEXAR COUNTY. TEXAS .

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CURVE TABLE

CURVE RADIUS l>I:LIA CHUIW BEARING

Cl

C2

C3

C4

523.10'

SOO.OO'

100.00'

1337.00'

19'43'19"

32'25'13"

83'13'00'

9'45'05"

L4

LOT 1 .... BLOCK 2

N6S'S9'20"v/

N71'02'15"W

N4S'38'21"W

NOO'SO'4 2"E

REPLAT Of PORT AUTHORITY OF SAN ANTONIO (VOL. 9577. PG 106, 197-206 OrR)

16.795 ACRES

c,

CHORD LENGTH

179.17' lS0.0v'

279.1 6' 282.92'

132.81' 145.24'

227.28' 227,55'

1

~P.O.B

~ ~ 2WI> NW LOOP .'0 I SAil ANTONIO, IF..-AS 7~1IJ I PHON!, 111).J7.').90/l0 _.]I FAX: 21D.J75.90JO 8; mt<,IIOA.OD or MIlJfDSOHAL CN<lfm1I£ """ R(OO""mw I <10 SHEET 2 OF 2 .~ ~ ""',..,... ., ~AJ. WtD _\£l1N~"", pr,,"",,,""" I IP/<)J'" OClOBI:.R 9, LU15 JOB No.: 9350 - 15 ~~ .................... --------.................................................................. ...

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I / .') , / /1;

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.\ .' , 1 : I, I; '. .\ I, \

• FIELD NOTES

FOR ZONING

A 16,795 acres, more or less, trad 01' lallel, InCll lc.) Oil ' .ot I, 810ck 2 of the Repla! of Port Authority of San Antonio Subdivision recorded in Volumc 9577, Pages 186, 197-206 of the Deed amI Plat Rccord:. of Bexar County, Texas, in New City mock 11304 of th(~ City of San Antonio, Bexar County, Texas, Said 16,795 acre tract being more fully described as follows:

COMMENCING: At a point at the southem most corner of said Lot 1;

THeNCE:

THENCE:

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N 0'1 ° 19' 56" E, over ane! across SHill Lot I , a distDn~ or 8419.44 teet to the POINT OF l3EGINNING orthe hercin described tract;

Continuing over and across said Lot I the fbllowing beurings and distances:

Northwesterly, along a nOll-tangent eurve to the right, said curve huving radius of 523,10 teet, il central angle of 19°43'19", II chord bearing and distallcc or N 65n 59'20" W, 179, I 7 feet, lor an arc length of 180,06 feet to a point ;

Northwesterly, nlong a nOll-tangent curve to the left, said curve having a radius or 500,00 teet, a central angle of 32°25'13", a ehord bearing lind distance ofN 7Jo02'15" W, 279.16 feet , tor nn arc length of 282,')2 teet to n point;

N(lI1hwcstcrly, along a rewrse curve to the right, said curve having a radius of 100.00 teet, a central angle of 83°13 '00", a chord hearing and distance of N 45°3!!'21 " W, 132.8 1 feet, for an arc length of 145.24 fcet to a point;

N 0'1°01'51" W, II dislanee or S 1.86 Icel tu u point;

N o·ro 1'51" W, a distance of '123,07 feet to a point;

Northeasterly, along a tangent curve to the right, said curve having 11 radius of 1337.00 teet, a central angle or Ol)°45 '()5" , a chord bearing and distance o r N 00°50'42" E, 22 7,28 feet , for an arc length of227,55 fect to a point;

N 05°5S'02" E. !l distance of 345 .48 fcct to a poin t;

I'lIg~ t uf2

S an Anto n i o I Au s tin 1 HOU Slon I F or t Wu r t h I tJ a ll<l s

TrllnRpnrt.Liun I WaLer' Ile so Ul'Ces I Land Deve lopment I Surveying 1 En'/ironmenLul

2000 NW Loop 410. Sun Antonio, TX 78213 T: 210,375.9000 vM'lvPape·Da'/lSon,com

17

16. 7<)5 I\"r~,<

Job No.: 9350-1.5 Page 2 of 2

S 84°04'00" E. II dislanct: or 656.01 (cetto a poinl;

S 06Y U2'22" W, a distance of 1270,26 feet to the POINT OF OEGTNNTNG, and containing 16,795 aeres in the City of San Antonio, Bexar County, Texas. Said tract being dcscrilH:J in accordance with on exhibit prepared under job number 9350-15 by Pape-Dawson Engineers, Inc.

'This document was pn:parcclundcr ?'2TAC663.21, cloes nnt rdlcel Ihe results of an on the ground survey, and is !lot to be used to eonvcy or cstablish intcrests in real property cxccpt those rights and interests implied or established by the creation or reeontiguration of the boundary of the political subd ivision for which it was prepared."

PREPARED BY: P~pe-l)aw~oll Engineers. Inc. DATE: Ol;ltlb~1 <) , 2015 JOB NO, 9350-15 DOC, ID. N:\Sur\,cy I5\I S-9300W350- 15\ \Vof(!\9350-IS FN-16,795 AC.docx TBPE Firm Registration 11470 TI3PLS Firm Registration II I 002SS-(lO

Indo Abatement RR

Pa~c 2 of?

18

_I PAPE-DAWSON ,.. ENGINEERS

• • l

EXHIBIT B: EMPLOYEE BENEFITS

Indo Abatement RR

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Platinum POS+ NTL $10/$25 Coverage Period: 03/01/2015·02/29/2016

Coverage for: SINGLE I PlanType: P~S Summary of Benefits and Coverage: What this Plan Covers & What it Costs

This is ~~Iy a su~mary: lfyou want more detlUl ~bout]ou< coven~ and ·~~m, ~o:, can~t ~e complete t~ in the policy 0< plan 1 dOCll1nent :l.t \\""\\-n • .J.Juenhealthul .C\)1l1 or by ailing 1~R8S-9(}8~ .. 241

.~------- - - ---.- - .- -----,:--

Important Questions IAnswers IWhy this Matters: --

For particifjting p<oudm $0 person $ family Fo< non-participatmg pronde ... $3.000 You must pay all the costs up to the deductible amount heEOLe this plan begins to pay

What is the overall i)non i $6.000 famih-. for co~ed semces you use. Check your policy 0< pIQll document to .ee ..-hen the deductible? eductible =y not .pply to all deductible mu-ts over (U5ually, but not annys, Jallu>ry 1st) See the chon starting on

,e.rriCfi. See your cost page 2 for how much you pay for covered sernce. after you meet the deductible. infoIm2tion startmg on p~ 2 for specific d.tlUl •.

Are there other deductibl.-s No

You don't ruove to meet deductible. for .pecific >ernce., but ree the chart slllmng on for specific sen--ic~s? page 2 for other costs for sernces this plan co~

Yes. Fo< participating p<oUden The out-of-pockrt lllnit is the most vou could !"'y during • policy peciod for yow: swe Is th~re an out-oC-pocket $1500 penon : $5.000 &mily.

li.rn.it on U1Y e"'''Penses? For non-participating p!Ouders of the cost of co\""e<ed .en';ces. Ths limit helps vou plan for health elle espouses. $5.000 penon , $10.000 fomily

Premiums, out-of-nem-ork

What is not included in d,e babnre-biDed cl=ges, health

ollt-of .. pockt-t linut? care this plan doesn't cover, o.nd Even though you pay these es~.nses) they don't count row:ud the ollt.of-poek~t linlit. petalties for &ilurt to ob~ pcece.rtifialtion for semces.

Is there an overall annual No The ch",:t starting on p age 2 de.=bes 2lly limits on wruot the plan m.u p2y for 'i>"!ftr limit on what the pLan pay.? co~en~d sen,j,ces, such 2 5 office usits

Yes. See If you use on in-network doctor or other health care pro\;der, this plan wilI!",Y $Ome or

Does this plan use a ""'""'.amerihealthnj.com/ provi aD of the cost! of co't"ered $e~5" Be a~"'Me I your in- llCt'\'t'"Otk doctor 01" h05pi~ Iruly use der_finder or c211 1-888-968- an ont-of-netv:"ork provider fo.:( some semces. PhulS use the term in--n.em"01:k, pttft"a~d,

network of pro\;ders? 7241 for • list of participating 0< participating for providers in d,,,u network See the chlUt .tarting on page :2 for ho\"<" pronde ... thi, plan pays different kinds of providers.

Do I need a rdeaal to see a No. Yon don't n eed a refeJn1 to You can see the spec.ialist you choose without pe.tnlls5ion trom this plsn. specialist? see a $peci:alist.

Questionsl C2l1 1-888· QoS-/2..f l or nSlt us at ,\",,~· . anlf"rihealthnj.colll_

If lOU ..... o't cl~ ~bo\lt an, of the underlined term. used in this form, see the Glossarr. You C2.ll new the G lossarrMat ~""\\,,".rulle.rih.e .llthni. cu111 or ca.11 1-888-968-7241 to [e.mlest a COOT".

Indo Abatement RR

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5-1785 1 of 8

----- -------.------ -- -------• Copavmems are fixed dollir lUllounts (for e!<llmple. S15) you pay for covered health care. usua1ly ,,-hen you recen.e the service

• Coinsurance is ) 'DNr share of the costs of a covered service. c21culated as a percent of the allo,Yed amOlU" for the semce. For e>:2IUple .• if the

plan's allo .... ed "mount for an onoUght hospital stay is S1.000. your coinsurance payment of 20% would be $200. This may change'[ you h .... en·t met your deductible.

• The .. mount the plan pAYS for covered services is hosed on the allo,,-ed Bffiollnt. If AD out-of-netlX"Otk pro,-ider charges more than the

allo .... ed amount. you may ha .. e to pay the difference. For e=nple. if an out-of-net\rork hospital charges SI,SOO for an ovemight stay and d,e

allo,,-ed amount 15 $1.000. you may have to pay the $500 Mference_ (nus is called b2lance biU;ng )

• This phu truly encouroge you to use participating ~ by charging you lowu dedllC!1Dks copayme0!5 and coinsurance lUllouots. '-----------------_. ----_ .. --- - --_._-----

Common Medical Event

U you ,<isit a he2lth care providr-r' 5 office or clinic

U you ha'"r 2 test

Indo Abatement RR

IS'N;'" YO" M,y N .. d

Pcirna<y care nst to treat 2.ll

u,~or illuess

SpecWist \"lSlt

Othez pr~ccitioner office visit

PrevenrNe. care / screenmg I 1ffiOluruzatlOn

Diagno,tic test (x-r.y. blood work)

~ (CT/ PET scans. i\ 5)

~iSi~~:+;m;t't;o"' & '",ptio", I

$10 copay 30~. o. after deductible ----non~------

S25 copo.. 3()O/0 after deductible ----oo.ne----

$25 copay 30%, after deductible Thenpeutic M.rupu12tions: 30 visits per calendar year limit

No Charge no deductible, up to S750

No Charge per cluld up to I year Routine Gynecological exam limited to 1 per c21endar of age. and $500 per yea! co~r«l ~I!on m=um

$25 copay(X-R.'y)/ There is no cost for cliaguostic '~rrices recerred in dle Ko Charge(Blood 30° •• after deductible Workl

Emergency Room or during 2 doctor's office ,,,,it.

SSO copay 30· · •• after deductible Pre-certification required; There is DO C05t for diagnostic se1-nCes recei\"ed m the Emergency Room or <h~. d_QCfQr'.~f6ce_~t

547S5 2 of 8

21

Common Medical Event

~ ~ ~

If you n~d drugs to treat your illness or condition

More mfolllllltion about l!tt5cn;etion ~ COVtt3&e:.iS avaihble at www.amenh ... l,hn'.N> Im / orecert

If you have outpatient surgery

Ifyoun~d immediate medical attention

Ifvouhana h';spital stay

If you have mental health, hehavioral health or substance

Indo Abatement RR

IS'M~ VO" M.y N ...

Generic dn>gs

Preferred brand dn>gs

Non~preferred brand ch"l>gs

Speci21ty dn>gs

Facility fee (e.g .• an,bulatory surgery center)

Physician/ SlUgeoo fees

EnlexgenCY roonl :seIT"ices

Emergency medical transoort:lllon

tJrgem care

Facility fee (e.g., hospltal room)

Phrucion/ .U!"""n fee

Mental/rkhanoral health out}Xltlent se.rrices

~r.:§~~:+m ... on' & ~".:~n' I

! I

I I

~

$10 Copay Not Covered

GeUeDC Pre'\""ent1ve co~ed at no cha.r~; Prior authoD2"tion r~ed on some chugs; age. gender and qu2.lltity limits for some drug>; days supply limits on rellil & mail order.

PDor authonzation required on some drug.; age. $40 COpAY Not Covered gender and quantity houts for some dn>gs; days

s;'nnt..limits on rewl & mail order .

$60 COP"" Not Covered PrioJ: authorization required on SOlne drugs; age, gender and quantity limits for some chugs; days s;'ooh-limits on rellil & mail order.

Prior authori2<ltion req\Ured on some dn>gs; age. lO6O c0pAy Not Covered gender and quantity houts for some drugs; days

su;;o},. li;;';ts on rei,,;} & mail order .

Some outpAtient surgeries require pre~certificotion. A $250 copay 300 ., after deductible ~:i:~ete list of surgeries requiring rr-certificatioll is

a · . ble at ,,",,",," .• merihealtho· .com I nrecert

No Charge .30%, after deductible Some outpatient surgeries require precertificatioo. A complete list of surgeries requiring ~~urtificat1on is .......w.ble at ",w",.amerihealthn· .com rccert

$100 copay $100 copay YOU! costs for Eme.re-enq Room services are ",~"ed if "ou are admitted ro the'-hosnitai.

NoClw:ge No ChArge no

-~----~none------~

deductible

~"oUJ:" costs for urgent care are bast'd 011 are rece.i-t-'ed

SSO c0pAy $50 co?"Y at an desigwate<l ',:-§:t care center or facility, not your phY51cian', 01 ceo Costs m~y:rary depending on iwhere rou ceceit-e care.

If your plan includes .. copay for these services, your cOpA" mn be ~d if vou are readmined to the

S300 cop.y per day, .30%, .. fter deductible hos~tal within 90 days ~f dischArge. How",-er, if your

up to 5 days plan coven tht'.se services with coinsu!':I.Ilce, yom costs mn not be :::::.::. you are readmitted. Precertifatlon is r :

);0 Char .... 30% ~fter deductible Precertification reouired.

$25 c0pAy ~ .• , after deductible -~----none.----~

SHBS 3 of 8

22

Com~:" ~",:,; F='~ ~:"M~ N .. , Event

-- --

"buse news

If you are pregnant

If you n eed help ",covering or have other speciol health needs

If your child n erds dental or ~ye care-

Indo Abatement RR

Me!ltal!Beha,~oral h<alth in~tiellt sen-l.ces

Substance .buse, disorder outp~tiellt $('lVlC('S

Substance a.bU$e di,.order m1H. t1ent !en-icts

Prenatal and oo'tnatal eare

Defu.OlJ and .n inpatient sernc:~

HOlDe health care

lkhabihtltion serrices

Hahilitanon semeN

Skilled nursing care

Our.bl. medico] eauiomel1t

Hospice s~rrice

E,e enm Glasses

Dental check up

Fi~~FlSfi~~::FHm;OO'&-EXO'PtiO", , ! I , I

$300 copay p<.r day. lnoto 5 dan 30% • • ftor deductible Precertification i. cequired

$25 copay 3O~ •• after deductible - ----llone------

$300 copay per day. 30% • • fter deductible P:recertification is l"equu-ed un to 5 da'"

No Char"e 30% after dertuctible, - none -$300 copay per day. uo to 5 tUT'S

.30~ '0, 2ftec deductible Pre-notification requested

No Charge 3()<>·o. after deductible Precertification i. l-equired; 60 visits per calendar ear.

525 copay 30%. after deductible Physical TIlerapy/ O ccupational Thexapy: 30 nsi .. fer ~~dar year (combinert); Speech TI,ero.py/ Cogni=e

0.2.",, '30 n~;u "er calendar 'Ccu(combined)

3O~' •• after deductible PhYSlcal TI,erapy J Occupational Therapy: 30 visi .. fer

$25 cop.y calendar ,ear (combrn:i' 3...:~~e"'~Cogru=e Theram-: '30 \'l.iu Der e com ' cd)'

S300 copay per day. IUD to 5 dan 30%. after deductible P.Ie~rti.fication is l-equll:ed

50% 50% after deductible P<ecertification i. r<rnllred

No Char.,. 30% .fter deductible Precertification i. ,-..n>ure<!

NoCharPe Not Co.-ered Pediotric vision: once ...-er; calendar ,eor.

NoOlatPe N otCo .... ered Pediotric vision: once e..-err calendar .. ear.

Not CO .... ered Not CO.-ered none-

54785 40f8

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Excluded Services & Other Covered Services:

Services Your Plan Does NOT Cover (TIusun't . complete list. Check .-our policy or pbn doclUnent for other excluded semces.)

• Acupunct\,u • Cosmetic Surgel"! • Dental csue (Adult)

• Long-term c:IIe • NOl1~nlergeIlCY care when tra't"eling outside • Routine eye eru:e (Adult)

the F S. (For del2ils, see

www.o.mecihea1thnj-com)

• Routine foot Co.u • Weight 10 .. pro.g£"""

Other Covered Services (TIus lSn 't R complete list. a leck your policy or pbn document for od,er covered senxes 2nd yow: costs for mese se~Tlces .)

• Barintric surgery

• Inferti1ity treatment

Your Rights to Continue Coverage:

• aliropractic care

• Priute-duty nursing

• Hearing Aids (See Benefit Booklet/ Member

Ho.ndbook for Lmillltiom)

If you 10 .. co .... er.ge under me pbn, dten, depending upon me circum'tance. , Federal 2nd State ~'S may pro.-ide protections m.t :allow you to keep heald,

conrage. An.- such rights may be limited in dur2tion 2nd ,,-ill reqtlire you to p.y • premiu!!!, w1llch lllily be significondy higher dl2n me punlium you pay willie co,ered =dcr me plan. O d,er 1inUtations on your righ t. to continue covenge mo.y also opply.

For more information on your rights to continue. co,eage, contact me plan at 1-888-%8-7241 .You moy also contact your sute insurrulce department, me

U.S. D epartment of Lib or, Employee Benefits Security AdministrRtion at 1-866-44+3272 or w""'" dol.g.ov/ebsa, or d>e U.S. D epartment of He rum and

Humon Sercices . t 1-877-267-2323,,61565 or ~'.cciio cms.g9'<'.

Your Grievance and Appeals Rights:

If your hffim plan is subject to Employee Retirement Inoome Security Act (ERISA) requirement! or if you are dissatisfied mth • deluru of coverage for

ebun' under your phn, you may conto.C! AmeriHea1m NJ . t 1-877-585-5731, prompt 2. You may ruso conUct me U.S. Dept. of Labor Emplovee Benefits

Security Adnllnisrr.rion at 1-866-44+327:2. As an rutemati.., dle~"'" Je= Department ofB:mking 2nd Insuronce C2n also pro.~de .ssistance. PI .. s.

contact dtem na lie Internet: hnp:/lw,,"w.st!lte nj.us / dobilconsumer.htm, by emo.il [email protected], or by telephone: 1-888-393-1062.

Indo Abatement RR

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54755 5 of 8

Does this Coverage Provide Minimum Essential Coverage?

The Affordable. elle Act requires most people to ha...-e health care corerage that qualifies as "mllllmum essemial coverage". n u s plan or p olicy does

provid~ nUnlln Ull) esst'lltial cov~rage-.

Does this Coverage Meet the Minimum Value Standard?

TIle Affordable elle Act est.1bli,hes a minllmUll value stando.rd of benefits of a health plan. The minimum value s=do.rd i, 6()O;c (actuo.rial "a1ue). Tlus

health coverage d oes meet the muumulll value standard for the benefits it provides.

Para obtene! asistellcia ell Espano!.. por f .. ..-or conlluuquese con el Servicio de. Atencion aI C1iente. al mimero que figu"" en su tarjeta de identificaciou.

Upang makal-uh. ng nuong sa Tagalog, tum,w'g 5.1 uumero ng tdepono ng serhisyong pangkostumer no nakaliSt.1 sa iyoug co.rd ng pagkikilalllan.

Indo Abatement RR

------To m (",r,,"p!" if bo~ · this pltm ",ight (UHr (OJts]or a w11/p!r ",(dir,,! sitllation, ser the n(.,1 pny.------

25

About these Coverage Examples:

The~ e:<amples .bo\\· ho~ this phn might

co,~eI: llledical care in gi\eD situations. L se

dlesC' ex:ample~ to see, in ge-neral, hOW' lll\lCh

fin.Hc;..! protection a sample. patient might

get if they aJ:e covered Wlder diffftent phIl,.

Thisis-::l a cost I estimator.

D on't use th~C'. e.Dmples to

e-s'tinnte your -acmal costs uncle!" this phIl. The acnW CaJ:e you

reeei,e will be different from

these e""""ples, 2nd the cost of

that = e will also be different.

See the n= page for important

uUounanon about these

examples.

Indo Abatement RR

Having a baby (nomtal dehvery)

• Amount owed to providers: $7.540 • Plan Pays $7.020 • Patient Pays $520

.SamRle Care Costs: . ___ -,-__

Hospital charge. (mother) . __ ._

Routine obstetric ca!e

$2,700

_. 52.100

Hospital charges ~. _ __ ._--l-__ =-S9~0",-0

PatientP~

D eductibles

Cop",s

ComSlWUlce

Lmits or escl\1.'31ons

Total

so S370

so 5150

$520

26

Managing type 2 diabetes (routIne nwntenance of 3 well-controlled

condmon)

• Amount owed to providers: $5.400 • Plan Pays $3.720 • Patient Pays $1.680

Sam~le Care Costs: -----

Frescn >nOIl5 ~~900

Medical fultUEmenr and Supolie. 51300

O ffice. V lSi" and Procedures S700

· Educ-ation ._. _ __ . 5300

LtborarolT tesIS 5100

Vacciues~ther p-.revenn't"e 5100

T otal SS 400

Patient Pavs

D eductible • SO .

~a'\'! S1 600

Coinsw:a..."1ce. SO

Lmits or exd~jo.!1s ~

T otal __ . ___ L.._ $1,680

54785 70f8

Questions and answers about the Coverage Examples:

What are some of the assumptions behind the Coverage Examples?

• Costs don't .include prenUullls.

• Sample CAre costs are based on national

.\'eroges supplied by the U.S. Department of Health and Human

$omces, and suen't specific to a

psuticul-u: grographic suea or health plan.

• The pa.tient's condition ,,·~s not :in

""cluded or preeJ<isting condition.

• All sen..jces and tre:a.tmeJlt:S St2.rted and ended in the same covenge penod.

• Thel."e He n o Othel' nttdical e:tpenses fOJ:

any member covered under this pLm.

• Out-of-pocket e3penses are based only

on treAting the condition in the enrnple.

• The patient receiw d 2ll cue from innettroxk pro,':idets. If the patient had

rec6\""ed care from out-<>f·nern-oxk

~, cos15 ""uld have been

higher .

What does a Coverage Example show?

For each treatment , inlation, the Coveragr E"runple

helps you. see how deduc.ribles, (01)t'}l lleJlts , and coinsurance can add up. It al.o helps you see what

expenses might be left up to you to pay becam e the sernce or treatment isn't covered or payment is

limited.

Does the Coverage Example predict my own care needs?

JC NQ. Treatments shown are just examples. TIl<

care you ,,"ould receive for this condition could be

different ba,ed on your doctor', adt-ice, your age,

how serious y O\ U cOllwtion is, and nuny omer

factoJ:s.

Does the Coverage Example predict my future expenses?

JC NQ. Covea gr Enmple .• are Jl21 cost estimator, .

' ''ou can't use the. enmples to estimAte costs for

an actual condition. TIley are for comparam-e

purposes onh-. Your 0= CO$tS mn be different

depending o n me care yo u recei\.~e. , the prices yOU!

providers charge, and th e r6mbnn ement your

health plan 2ll0ws.

Ql1 .. stions: Call i -S88-Qb8-72·U or ";sit us at www.~merihealdmi _co1ll.

If ,ou arIOn'! clear about on, of the underlined term, used in rbi. fonn, see the Glossary. Yon C2ll ";ew the Glossarr-at www.;U)}eriheruthui.cOlll or c2ll 1-888-968-7241 to reOOest a coo ...

Indo Abatement RR

27

Can I use Coverage Examples to compare plans?

.fill. When you look at d,e Summary of

Benefits and Coveragr for other plans,

youl1 find the same eo't"eragr Examples.

When you compare plans, check the "Patient Pays" box in each ='mple. TI,e

!malleJ: that number, the mote c:o\",,"if"rage

the plan pro";des.

Are there other costs I should consider when comparing plans?

.fill. An import2.11t cost i, the ~

you pay. Gener2lly, the 10=< your p ..,mium,the more youl1 pay in out-of

poc~t costs , such as cop o.ym e-nts

deductiblt:s and c.oinsurance . You

.hould ,usa consider contribution! to

accounts ,uch as health sa..ings accounts

(HSA.), fbible spending ~ments

(FSAs) or health r6mbur,ement

accouot« IiRAs) tMt help you pay out

of-pocket e."penses.

54785 8 of 8

EXHIBIT C: MONITORING FORM

City of San Antonio - Economic Development Department Incentive Reporting Form

Company Name: INDO-US MIM TEC PVT, Ltd.

Reporting Period: NamelPhonelEmail of Person Preparing Report:

Real Property: expenditures associated with real property improvements during reporting period (Verification may include AlA forms receipts invoices,request for payment from contractor etc.)

I. Improvements occurring during reporting period

2. Improvements existing prior to reporting period

3. Total real property improvements (Attach supporting documents.) Personal Property: expenditures associated with personal property improvements during reporting period (Verification may include receipts invoices, requests for payment, etc.)

4. Improvements occurring during reporting period


6. Total personal property improvements (Attach supportinfZ documents.)

Inventory/Supplies: (Verification may include receipts invoices, requests for payment, etc.)

7. Improvements occurring during reporting period


9. Total investment on Inventory and Supplies (Attach supporting documents.)_

Jobs: full-time (2,080 straight-time paid hours) jobs created during reporting period (Verification: payroll registers with total number of employees, dates of hire, hourly wages, etc.)

10. Jobs created during reporting period

II. Total number of jobs at the facility (For supportinfZ documents, see above.)

12. What is the minimum hourly wage paid at the facility (For supporting documents, see above.)

Additional Contractual Obligations (As applicable to your agreement)

13. Percent of workforce that is economically disadvantaged (attach information regarding company's good-faith efforts).

14. Percent of workforce that is local.

IS. Percent of workforce receiving premium wages.

16. Regarding employee benefits, please attach separate sheet demonstrating compliance with your agreement.

17. Please attach separate sheet detailing information required under Section -- of agreement

Certification

$

$

$

$

$

$

$

$

$

I certifY, under penalty o/perjury, that the in/ormation provided in this report and the attached documents is correct, and that the company has complied with all terms and conditions orits afZreement with the City orSan Antonio.

Signature: Date:

Printed Name: Title: Mail original signed form, with supporting documents, to: Economic Development Department, Operations & Monitoring, City of San Antonio, P. O. Box 839966, San Antonio, Texas 78283-3966. For questions regarding this report, please contact Pamela Cruz, Sr. Management Analyst, at 210/207-0150 or e-mail: [email protected].

Indo Abatement RR

28

Indo Abatement RR

EXHIBIT D: SUMMARY OF LEASE

29

RR 11112/15 Item No. 26C

AN ORDINANCE 20 15 - 11 -12 -0 q 5 5 AUTHORIZING A CHAPTER 380 ECONOMIC DEVELOPMENT PROGRAM GRANT AGREEMENT WITH INDO-US MIM TEC PVT LTD ("INDO-MIM") IN AN AMOUNT NOT TO EXCEED $500,000.00 OVER A TWO (2) YEAR PERIOD FOR THE CREATION AND RETENTION OF 330 FULL-TIME JOBS, INCLUDING 50 HIGH WAGE JOBS.

* * * * * WHEREAS; INDO-US MIM 'TEC PVT LTD (hereinafter referred to as "INDO-MIM"), a leading global supplier of precision engineered products using metal injection molding as the core manufacturing technology, has chosen to establish its U.S. corporate headquarters and manufacturing facility in San Antonio at 711 Davy Crockett Street, San Antonio, Texas 78226 which is located within the boundaries of the Port Authority of San Antonio (the "Project Site"); and

WHEREAS, in establishing its corporate headquarters and manufacturing facility, INDO-MIM is anticipated to invest approximately $24 million in personal property improvements and create 330 full-time jobs at the Project Site, to include 50 full-time jobs paying at least $47,000 annually (the "Project"); and

WHEREAS, pursuant to Chapter 380 of the Texas Local Government Code, the City of San Antonio (the "City") is authorized to establish and provide for the administration of one or more programs, including programs for making grants of public money to promote state or local economic development and to stimulate business and commercial activity in the municipality; and

WHEREAS, in accordance with Ordinance No. 100684, the City created an Economic Development Program (the "Program") for the purpose of making grants available for economic development projects that the City finds will accomplish the purpose and goals of Chapter 380; and

WHEREAS, the City finds that the goals of Chapter 380 will be met by assisting INDO-MIM in undertaking and completing the Project and has identified economic development funds for use in carrying out this purpose; NOW THEREFORE:


SECTION 1. The terms and conditions of a Chapter 380 Economic Development Program Grant Agreement with INDO-MIM are hereby approved.

SECTION 2. The City Manager or her designee is authorized to execute a Chapter 380 Economic Development Program Grant Agreement with INDO-MIM in accordance with the terms and conditions of this Ordinance. A copy of the Agreement, in substantially final form, is

RR 11/12/15 Item No. 26C

attached to this Ordinance as Attachment I. The final agreement shall be filed with this Ordinance upon execution.

SECTION 3. Funding in the amount of $500,000.00 for this Agreement is available in Fund 29059000, Cost Center 1604010001 and General Ledger 5201040, as part of the Fiscal Year 2016 Budget and payment is authorized to INDO-US MIM TEC PVT, Ltd.

SECTION 4. Payment not to exceed the budgeted amount is authorized to INDO-MIM and should be encumbered with a purchase order. All expenditures will comply with the approved operating budget for current and future fiscal years.

SECTION 5. The financial allocations in this Ordinance are subject to approval by the Director of Finance, City of San Antonio. The Director of Finance may, subject to concurrence by the City Manager or the City Manager's designee, correct allocations to specific SAP Fund Numbers, SAP Project Definitions, SAP WBS Elements, SAP Internal Orders, SAP Fund Centers, SAP Cost Centers, SAP Functional Areas, SAP Funds Reservation Document Numbers, and SAP GL Accounts as necessary to carry out the purpose of this Ordinance.


PASSED AND APPROVED this lih day of November, 2015.

ATTEST:

2

MJr:of(~~ Ivy R. Taylor


'tw--~ . Martil~F Acting City Attorney

Agenda Item: 26C ( in consent vote: 26A, 26B, 26C )Date: 11/12/2015Time: 01:40:20 PMVote Type: Motion to ApproveDescription: An Ordinance approving a Chapter 380 Economic Development Incentive Fund Grant Agreement in

an amount up to $500,000.00 based on the creation of 330 new full-time jobs with at least 50 new full-time jobs paying $46,000.00 annually.

Result: Passed










Exhibit A

STATE OF TEXAS

COUNTY OF BEXAR

§ § § §

ECONOMIC DEVELOPMENT GRANT AGREEMENT OF THE CITY OF SAN ANTONIO

This Economic Development Grant Agreement (hereinafter referred to as "this Agreement") is made and entered into by and between the City of San Antonio, a municipal corporation of the State of Texas (hereinafter referred to as "GRANTOR"), acting by and through its City Manager or her designee, and INDO-US MIM TEC PVT, Ltd., a foreign national entity, fonned under the laws of India (or a wholly owned subsidiary of INDO-US MIM TEC PVT, Ltd., incorporated or organized under a United States domestic jurisdiction and meeting the criteria set for in Article 15 of the Tax Abatement between GRANTEE and GRANTOR of even date hereof), and leading global supplier of precision engineered products using metal injection molding (MIM) as the core manufacturing technology (hereinafter referred to as "GRANTEE") and together referred to as the "Parties".

WHEREAS, pursuant to Chapter 380 of the Texas Local Government Code, GRANTOR is authorized to grant municipal funds to promote state or local economic development and to stimulate business and commercial activity in the municipality; and

WHEREAS, in accordance with City Ordinance No. 100684, GRANTOR created an economIC development program for the purpose of making such grants available; and

WHEREAS, GRANTEE is engaged in an economic development project that will be located within the city limits of San Antonio and will consist of the construction of its U.S. corporate headquarters and manufacturing facility to be located within the Indo Reinvestment Zone within the boundaries of the Port Authority of San Antonio (the "Project Site"); and

WHEREAS, GRANTEE intends to conduct its business activities (as defined below) at the Project Site for a period of not less than sixteen (16) years and to create and maintain a cumulative total of three hundred and thrity (330) full-time employees (the "Project"); and

WHEREAS, GRANTEE is seeking an economic development grant from GRANTOR for the purpose of defraying costs associated with undertaking and completing the Project, and

WHEREAS, the GRANTOR has identified Economic Development Incentive Funds available to provide an economic development program grant to incentivize GRANTEE to undertake and complete the Project; and

WHEREAS, the City Council has authorized the City Manager or her designee to enter into this Agreement with GRANTEE in accordance with City Ordinance No. 2015-11-12- , passed and approved on November 12,2015, to grant funds to support the Project; NOW THEREFORE:

The Parties hereto severally and collectively agree, and by the execution hereof are bound, to the mutual obligations herein contained and to the performance and accomplishment of the tasks hereinafter described:

SECTION 1. AGREEMENT PURPOSE

The purpose of this Agreement is to assist GRANTEE in defraying costs associated with the Project through the award of public funds in the form of an economic development grant. Upon completion, the

Proj ect is anticipated to promote local economic development and to stimulate business and commercial activity in the City of San Antonio. GRANTOR is supporting the Project through this Agreement to promote state or local economic development and to stimulate business and commercial activity in the municipality. In connection with this Project, Grantor and Grantee have entered into a Tax Abatement Agreement of even date hereof relative to Grantee's personal property locate on the Real Property ("Tax Abatement Agreement")

SECTION 2. PROJECT REQUIREMENTS

A. Property. The Project Site shall be located on real property described in Exhibit A as:

16.795 acres located within the Port Authority of San Antonio boundaries, CITY OF SAN ANTONIO, BEXAR COUNTY, TEXAS, on Lot 1, Block 2 of the replat ofthe Port Authority subdivision bounded by the fence line south of the secure yard for 333 MORRIS WITT, 36th STREET on the West, Davy Crockett Road on the south and the property line east of the truck court separating the property from 311 MORRIS WITT and as more particularly described in the metes and bounds map attached as Exhibit "A" and incorporated herein (the "Real Property").

B. Lease Agreement. GRANTEE shall enter into a Lease Agreement (the "Lease") prior to November 12, 2015 with the Port Authority of San Antonio ("Lessor") to lease the Project Site for a term of not less than sixteen (16) years commencing no later than the Commencement Date under the Lease (as such term is defined in the Lease and hereinafter referred to as the "Commencement Date"). Upon execution of the Lease, GRANTEE shall provide an Acknowledgement of Lease (Exhibit "B"), executed by GRANTEE and Lessor, to GRANTOR that described the general terms of the Lease including the term of the Lease, the square footage of the Project Site and the conditions under which the Lease may be terminated. A summary of the Lease attached hereto and incorporated herein as Exhibit "E".

C. Business Activities. GRANTEE shall construct, or cause to be constructed, and operate its corporate headquarters and manufacturing facility at the Project Site. As provided in the lease term, GRANTEE shall, after the construction of certain improvements as described in the Lease, conduct its "Business Activities", which include those of a leading global supplier of precision engineered products using metal injection molding as the core manufacturing technology at the Project Site. Except as provided herein, GRANTEE covenants and agrees that it shall not change the Business Activities without the written consent of GRANTOR, such consent not to be unreasonably withheld, conditioned or delayed. However, such consent shall not be necessary if a Related Organization (being defined as a parent, subsidiary, direct or indirect at any level, or affiliate organization of GRANTEE or any entity which succeeds to or receives an assignment of GRANTEE's interest under this Agreement as a result of a merger, acquisition, or other corporate restructure or reorganization of GRANTEE, or any parent, subsidiary or affiliate of such entity) occupies the Project Site and continues to use the premises for the Business Activities consistent with the terms and conditions of this Agreement. To be eligible for the benefits of this Agreement, the Related Organization must agree in writing, to comply with and assume all applicable terms herein from and after the date it succeeds to GRANTEE's interest in this Agreement, and if requested by GRANTOR the Related Organization must enter into an amendment to this Agreement evidencing such agreement. In the event of any such transfer to a Related Organization, GRANTEE must notify GRANTOR in writing of same no later than the 30th day following the effective date of such transfer. GRANTEE acknowledges that any change in the principal use of the Project Site from the Business Activities described herein without prior written approval o~ GRANTOR, to the extent same is required under this Agreement, may result in a loss of the economic development grants to be

380 Grant Agreement City/Indo 1116/2015

2

provided to GRANTEE under this Agreement and the recapture of any and all grant funds disbursed under this Agreement in accordance with Section 3.C below.

D. Full-Time Jobs. Upon the Commencement Date of the Lease, GRANTEE shall create THREE HUNDRED THIRTY (330) Full-Time Jobs as follows:

380 Grant Agreement City/ Indo 1116/2015


Prior to December 31 , 2018



3

So long as the Rent Commencement Date (as such term is defined in the Lease) occurs by May 31, 2017, GRANTEE · shall create and maintain at least ONE HUNDRED THIRTEEN (113) Full-Time Jobs at the Property; provided, however, in the event the Rent Commencement Date occurs after May 31, 2017, GRANTEE' s obligation to create and maintain the initial 113 Full-Time Jobs at the Property shall be deemed to be merged with its obligation to create an additional 47 Full-Time Jobs prior to December 31, 2018, such that the job creation milestone set forth immediately below shall be a total of 160 Full-Time Jobs created and maintained by GRANTEE prior to December 31, 2018, it being agreed that such merger of jobs creation and maintenance shall have no affect on GRANTEE' s right to receive grant payments as set forth herein.

GRANTEE shall create and maintain at least an additional FORTY-SEVEN (47) FullTime Jobs for a cumulative total of ONE HUNDRED SIXTY (160) full-time jobs at the Property;

GRANTEE shall create and maintain at least an additional FIFTY (50) Full-Time Jobs for a cumulative total of TWO HUNDRED TEN (210) full-time jobs at the Property;

GRANTEE shall create and maintain at least an additional SIXTY (60) full-time jobs for a cumulative total of TWO HUNDRED SEVENTY (270) Full-Time Jobs at the Property; and

Prior to December 31, 2021 GRANTEE shall create and maintain at least an additional SIXTY (60) Full-Time Jobs for a cumulative total of THREE HUNDRED THIRTY (330) full-time jobs at the Property.

1. For the purposes ofthis Agreement, a Full-Time Job shall be equivalent to a minimum of two thousand eighty (2,080) straight-time paid hours in a fiscal year.

2. To qualify as a "Full-Time Job employee" for purposes of this Agreement, each such employee will be offered an opportunity to participate in GRANTEE's group health care benefits package, which consists substantially, though not necessarily all, of benefits such as medical, dental, vision, voluntary term life supplement, critical illness insurance, short term disability, accident/sickness insurance, and long term disability, substantially similar as those employee benefits offered to similarly situated employees (i.e., performing similar functions with similar duties and responsibilities) of GRANTEE in the United States in terms of value, cost to employees and number of options available. All coverage offered to employees and their qualified family members shall be at a reasonably affordable cost that meets the minimum essential coverage requirement under the Affordable Care Act. The current benefits offered to employees on the date of the execution of this Agreement are those set forth in Exhibit B of the Tax Abatement Agreement, which may be revised from time to time by GRANTEE upon written notice to GRANTOR, so long as such benefits comply with this Section 2.

3. In addition to those requirements stated above, no less than FIFTY (50) Full-Time Jobs of the THREE HUNDRED AND THIRTY (330) that are created in accordance with Section 2 (D) above, shall have an annual salary of at least FORTY-SIX THOUSAND DOLLARS AND 0 CENTS ($46,000.00)("High-Wage Jobs"). These FIFTY (50) jobs must be created as follows:

a) so long as the Rent Commencement Date (as such term is defined in the Lease) occurs by May 31 , 2017, GRANTEE shall create and maintain at least at least TEN (10) High-Wage Jobs must be created prior to December 31,2017; provided, however, in the event the Rent Commencement Date occurs after May 31 , 2017, GRANTEE' s obligation to create and maintain the initial 10 High-Wage Jobs at the Property shall be deemed to be merged with its obligation to create an additional 10 High-Wage Jobs prior to December 31,2018, such that the HIGHWage job creation milestone set forth immediately below shall be a total of 20 High-Wage Jobs created and maintained by GRANTEE prior to December 31, 2018, it being agreed that such merger of High-Wage jobs creation and maintenance shall have no affect on GRANTEE' s right to receive grant payments as set forth herein; and

a) at least TEN (10) High-Wage Jobs must be created prior to December 31 , 2017; provided, however, in the event the Rent Commencement Date occurs after May 31, 2017, GRANTEE's obligation to create and maintain the initial 10 HighWage Jobs at the Property shall be deemed to be merged with its obligation to create an additional 10 High-Wage Jobs prior to December 31 , 2018, such that the job creation milestone set forth immediately below shall be a total of 20 High-


4

Wage Jobs created and maintained by GRANTEE prior to December 31,2018, it being agreed that such merger of jobs creation and maintenance shall have no affect on GRANTEE's right to receive grant payments as set forth herein.

b) at least an additional TEN (10) High-Wage Jobs must be created prior to December 31, 2018.

c) at least an additional TEN (1 0) High-Wage Jobs must be created prior to December 31, 2019.

d) at least an additional TEN (10) High-Wage Jobs must be created prior to December 31, 2020.

e) at least an additional TEN (10) High-Wage Jobs must be created prior to December 31, 2021 .

The High-Wage Jobs created through this provision are intended to be part of and not in addition to the total job requirements of Section 2(D).

E. GRANTEE shall comply with all applicable federal, state and local laws and regulations, and shall develop and operate the Project in accordance with the terms and conditions of this Agreement.

F. In accordance with the City's Economic Development Incentive Fund Guidelines, throughout the Term of this Agreement, GRANTEE must pay all employees located at the Project Site at least the minimum wage of ELEVEN DOLLARS AND FORTY-SEVEN CENTS ($11.47) an hour which was the then current minimum wage requirement specified in the City's Tax Abatement Guidelines at the time GRANTEE submitted its incentive application with GRANTOR. Commencing on the first anniversary of the date on which GRANTEE begins manufacturing products at the Project Site and GRANTEE covenants and agrees that at least seventy percent (70%) of all new and existing employees working at the Project Site must earn at least FOURTEEN DOLLARS AND SIXTY-SIX CENTS ($14.66) per hour.

G. GRANTEE must coordinate with GRANTOR, or an agreed upon community partner such as a Chamber of Commerce, to participate in at least two small, local business outreach events to assist both parties in identifying small, minority, and women-owned businesses and encourage their participation in GRANTEE's procurement and contracting activities.

H. GRANTEE must comply with any and all terms of the Tax Abatement Agreement between the GRANTOR and GRANTEE approved by City Ordinance No. 2015-11-12- and attached as Exhibit C.

SECTION 3. ECONOMIC DEVELOPMENT PROGRAM GRANT.

A. Economic Development Program Grant. GRANTOR is providing GRANTEE with an Economic Development Program Grant in the amount of FIVE HUNDRED THOUSAND DOLLARS AND 0 CENTS ($500,000.00) ("Grant Funds") payable over a two (2) year period. The Grant Funds shall be used for the purpose of purchasing equipment to be installed and operated at the Proj ect Site.

1. GRANTEE shall provide GRANTOR with an Equipment List (Exhibit D), identifying all equipment to be purchased with the Grant Funds. The Equipment List shall identify equipment by nomenclature, serial number and purchase price. The Equipment list may

380 Grant Agreement City/Indo 11 /6/2015

5

be modified from time to time as the project progresses and the needed equipment for the Project Site is finalized.

2. Such equipment shall be purchased solely with Grant Funds and GRANTEE shall have sole ownership of such equipment upon purchase.

3. GRANTOR shall have, until the end of the Term of the Agreement, a purchase money security interest in equipment identified in the Equipment List and GRANTEE acknowledges GRANTOR'S first-priority lien on the identified equipment. GRANTEE agrees to execute any lien document requested by GRANTOR, including any filings required by the Uniform Commercial Code, to perfect its lien following the purchase of equipment identified in the Equipment List. GRANTOR shall, at GRANTEE's request, discharge the lien at the end of the Term provided GRANTEE is not in default at that time.

B. Grant Disbursement. Following: i) approval of this Agreement by a duly authorized City Ordinance and execution of the Agreement by the Parties; ii) execution of the Lease and delivery of the Lease Acknowledgement to GRANTOR; and iii) GRANTEE providing GRANTOR with the Equipment List identified in Section 3(A)(1), GRANTOR pay GRANTEE the Grant Funds as follows:

1. No later than sixty (60) days following i), ii) and, iii) above, TWO HUNDRED FIFTY THOUSAND DOLLARS AND 0 CENTS ($250,000.00).

2. An additional amount of TWO HUNDRED FIFTY THOUSAND DOLLARS AND 0 CENTS ($250,000.00) no later than the one-year anniversary of the Rent Commencement Date (as such term is defined in the Lease) and upon a showing by GRANTEE that GRANTEE is in compliance with the terms of this Agreement.

C. Recapture of Program Grant Funds.

1. Should GRANTEE comply with the requirements of Section 2(A), (B), (C), (E) and (F) ofthis Agreement, and subsequent to meeting those requirements, during the Term:

a. Relocates its Business Activities outside of the Project Site; or

b. Ceases to conduct its Business Activities for a period of ninety (90) consecutive days, or

c. Sells all or a substantial portion of its assets without GRANTOR's consent, but only if such sale results in a failure to comply with Sections 2(B), 2(C), 2(D), or 2(F) herein; or

d. Fails to keep adequate records necessary for the CITY to determine if GRANTEE is in compliance with this Agreement; or

e. Fails to comply with the wage requirements stated in Section 2(F); then

GRANTOR shall have the right to recapture one-hundred percent (100%) of Grant Funds disbursed under this Agreement from GRANTEE no later than sixty (60) days following a written


6

request delivered to GRANTEE, which written request will afford GRANTEE a 60-day opportunity to either correct the failure resulting in the recapture right or to pay back any Grant Funds previously advanced.

2. Should GRANTEE comply with the requirements of Section 2(A), (B), (C), (E) and (F) of this Agreement, and subsequent to meeting those requirements, fails to comply with Section 2(D) in the following manner:

a. Fails to create or maintain at least ONE HUNDRED AND THIRTEEN (113) FullTime Jobs including the required TEN (10) High Wage Jobs through December 31, 2017, then GRANTOR shall have the right to recapture Grant Funds in the amount of ONE THOUSAND FNE HUNDRED AND FIFTEEN DOLLARS AND FIFTEEN CENTS ($1,515.15) for each Full-Time Job (that is not a High-Wage Job) not created or maintained and TEN THOUSAND DOLLARS AND 0 CENTS ($10,000.00) for every High Wage Job not created or maintained in compliance with the terms of this Agreement.

b. Creates and maintains the initial ONE HUNDRED THIRTEEN (113) Full-Time Jobs including TWENTY (20) High Wage Jobs, but fails to hire the additional FORTY SEVEN (47) Full-Time Jobs including the additional TEN (10) High Wage Jobs through December 31, 2018, then GRANTOR shall have the right to recapture Grant Funds in the amount of ONE THOUSAND FNE HUNDRED AND FIFTEEN DOLLARS AND FIFTEEN CENTS ($1,515.15) for each Full-Time Job (that is not a High-Wage Job) not created or maintained and TEN THOUSAND DOLLARS AND o CENTS ($10,000.00) for every High Wage Job not created or maintained in compliance with the terms of this Agreement.

c. Creates and maintains the cumulative ONE HUNDRED THIRTEEN (160) Full-Time Jobs including THIRTY(30) High Wage Jobs, but fails to hire the additional FIFTY (50) Full-Time Jobs including the additional TEN (10) High Wage Jobs through December 31,2019, then GRANTOR shall have the right to recapture Grant Funds in the amount of ONE THOUSAND FNE HUNDRED AND FIFTEEN DOLLARS AND FIFTEEN CENTS ($1,515.15) for each Full-Time Job (that is not a High-Wage Job) not created or maintained and TEN THOUSAND DOLLARS AND 0 CENTS ($10,000.00) for every High Wage Job not created or maintained in compliance with the terms of this Agreement.

d. Creates and maintains the cumulative TWO HUNDRED TEN (210) Full-Time Jobs including the FORTY (40) High Wage Jobs, but then fails to hire the additional SIXTY (60) Full-Time Jobs, including the additional TEN (10) High Wage Jobs through December 31, 2020, then GRANTOR shall have the right to recapture Grant Funds in the amount of ONE THOUSAND FNE HUNDRED AND FIFTEEN DOLLARS AND FIFTEEN CENTS ($1,515.15) for each Full-Time Job (that is not a High-Wage Job) not created and maintained and TEN THOUSAND DOLLARS AND 0 CENTS ($10,000.00) for every High Wage Job not created or maintained in compliance with the terms of this Agreement.

e. Creates and maintains the cumulative TWO HUNDRED SEVENTY (270) Full-Time Jobs including FIFTY (50) High-Wage Jobs, but fails to hire the additional SIXTY (60) Full-Time Jobs including the additional TEN (10) High Wage Jobs through

380 Grant Agreement City/Indo 111612015

7

December 31,2021, then GRANTOR shall have the right to recapture Grant Funds in the amount of ONE THOUSAND FIVE HUNDRED AND FIFTEEN DOLLARS AND FIFTEEN CENTS ($1,515.15) for each Full-Time Job (that is not a High-Wage Job) not created and maintained and TEN THOUSAND DOLLARS AND 0 CENTS ($10,000.00) for every High-Wage Job not created or maintained in compliance with the terms of this Agreement.

f. Creates and maintains the required THREE HUNDRED THIRTY (330) Full-Time Jobs induding FIFTY (50) High Wage Jobs, but fails to maintain such jobs for the Term of the Agreement, then GRANTOR shall have the right to recapture Grant Funds in the amount of ONE THOUSAND FIVE HUNDRED AND FIFTEEN DOLLARS AND FIFTEEN CENTS ($1,515.15) (that is not a High-Wage Job) not created or maintained for each Full-Time Job and TEN THOUSAND DOLLARS AND 0 CENTS ($10,000.00) for every High Wage Job not maintained for the Term of this Agreement.

3. Should at any time after December 31, 2021 and thereafter during the Term of this Agreement, the cumulative amount of Full-Time Jobs falls below ONE HUNDRED SIXTYFIVE (165), or the cumulative amount of High Wage Jobs falls below TWENTY-FIVE (25), GRANTOR shall, in either case, have the right to recapture ONE HUNDRED PERCENT (100%) of Grant Funds disbursed to GRANTEE.

4. Upon GRANTOR indicating in writing of its intent to recapture Grant Funds from GRANTEE, said recaptured Grant Funds shall be paid by GRANTEE within sixty (60) calendar days of receiving GRANTOR's written notification of recapture.

SECTION 4. AGREEMENT PERIOD

This Agreement shall commence upon the Effective Date listed in this Agreement and terminate on the tenth (loth) anniversary of the Effective Date unless extended by a mutual agreement in writing (the "Term").

SECTION 5. DEPARTMENT OBLIGATIONS

A. GRANTOR shall make the Grant Funds available to GRANTEE as described in this Agreement.

B. GRANTOR shall not be liable to GRANTEE or other entity for any costs incurred by GRANTEE other than those which GRANTOR is obligated to reimburse pursuant to the terms of this Agreement.

SECTION 6. RETENTION AND ACCESSffiILITY OF RECORDS

A. GRANTEE shall maintain the fiscal records and supporting documentation for expenditures of funds associated with this Agreement. GRANTEE shall retain such records, and any supporting documentation, for the period required for record retention or by any other applicable laws and regulations.

B. GRANTEE will covenant and agree that, upon five business days prior notice received by it from the GRANTOR, GRANTEE shall allow designated representatives of the GRANTOR access to the Project Site during normal business hours for inspection for the sole purpose of determining if the terms and conditions of this Agreement are being met. This inspection is independent Of GRANTOR's police powers to inspect for purposes of assuring compliance with applicable City Codes and Ordinances. The


8

GRANTOR's access to GRANTEE's books and records will be limited to information needed to verify that GRANTEE is and has been conducting Business Activities, and to verify the number of full-time employees at the Facility; provided, however, that the GRANTOR shall not have the ability to obtain copies of GRANTEE's records or remove any information or documents from GRANTEE's files. Similarly, GRANTOR shall not have the ability to obtain copies of GRANTEE'S records or files that are protected by the trade secret privilege, the attorney-client privilege, as attorney work product, or by any applicable law, statute, regulation, or ordinance. Should any good faith dispute or question arise as to the validity of the data provided, the GRANTOR reserves the right to require GRANTEE to obtain an independent firm to verify the information. This certified statement by an independent firm shall be provided at the sole cost of GRANTEE. GRANTOR's representatives may be accompanied by GRANTEE's representatives and such inspections shall be conducted in such a manner as to (a) not unreasonably interfere with the operation of the Project Site or the Business Activities; and (b) comply with GRANTEE's reasonable security and confidentiality requirements. Any information provided by GRANTEE shall be subject to applicable law or regulation, may be marked confidential and proprietary as appropriate, and if appropriately marked protected from further disclosure pursuant to applicable law or regulation.

SECTION 7. MONITORING

A. GRANTOR reserves the right to confirm, subject to the limitations of Section 6 above, GRANTEE's compliance with the terms and conditions of this Agreement by requesting certain employee information from GRANTEE including employee identification numbers, employee's date of hire and employee wage information. Upon the request of GRANTOR, GRANTEE shall provide such information within a reasonable time but in no case more than thirty (30) days following GRANTOR's request. Following receipt of GRANTEE's requested information, GRANTOR will provide GRANTEE with a written report of the monitor's findings. If the monitoring report notes deficiencies in GRANTEE's performances under the terms of this Agreement, the monitoring report shall include a listing of requirements for the correction of such deficiencies by GRANTEE and a reasonable amount of time in which to attain compliance. Failure by GRANTEE to take action specified in the monitoring report may be cause for suspension or termination of this Agreement, in accordance with Sections 14 and 15 herein.

B. GRANTEE shall provide to GRANTOR an annual certification with reasonable supporting information evidencing the creation of and filling of the number of jobs at the Project and compliance with the minimum wage requirements as specified in this Agreement.

C. Any information provided by GRANTEE shall be subject to applicable law or regulation, may be marked confidential and proprietary as appropriate, and if appropriately marked protected from further disclosure pursuant to applicable law or regulation.

SECTION 8. CONFLICT OF INTEREST

A. GRANTEE shall use reasonable business efforts to ensure that no employee, officer, or individual agent of GRANTEE shall participate in the selection, award or administration of a subcontract supported by funds provided hereunder if a conflict of interest, real or apparent, would be involved. Such conflict of interest would arise when: (1) the employee, officer, or individual agent; (2) any member of his or her immediate family; (3) his or her partner; or, (4) any organization which employs, or is about to employ any of the above, has a financial or other interest in the firm or person selected to perform the subcontract and the relationship calls for payments to be made to such subcontractor on terms which are greater than those which are customary in the industry for similar services conducted on similar terms. GRANTEE shall comply with Chapter 171, Texas Local Government Code as well as the GRANTOR's Code of Ethics. 380 Grant Agreement City/ Indo 11 /612015

9

SECTION 9. NONDISCRIMINATION AND SECTARIAN ACTIVITY

A. GRANTEE shall ensure that no person shall, on the ground of race, color, national origin, religion, sex, age or handicap, be excluded from participation in, be denied the benefits of, be subjected to discrimination under, or be denied access to any program or activity funded in whole or in part with funds made available under this Agreement.

B. None of the performances rendered by GRANTEE under this Agreement shall involve, and no portion of the funds received by GRANTEE under this Agreement shall be used in support of, any sectarian or religious activity, nor shall any facility used in the performance of this Agreement be used for sectarian instruction or as a place of religious worship.

c. GRANTEE shall include the substance of this Section 9 in all agreements specifically associated with the funds made available through this Agreement unless such agreements were entered into before the date of this Agreement.

SECTION 10. LEGAL AUTHORITY

A. Each party assures and guarantees to the other that it possesses the legal authority to enter into this Agreement, to receive/deliver the funds authorized by this Agreement, and to perform its obligations hereunder.

B. The person or persons signing and executing this Agreement on behalf of each party or representing themselves as signing and executing this Agreement on behalf of a party, do hereby guarantee that he, she or they have been duly authorized to execute this Agreement on behalf of that party and to validly and legally bind that party to all terms, performances and provisions herein set forth.

C. GRANTOR shall have the right to suspend or terminate this Agreement in accordance with Sections 16 and 17 herein if there is a dispute as to the legal authority of either GRANTEE, or the person signing this Agreement, to enter into this Agreement, any amendments hereto or failure to render performances hereunder.

SECTION 11. LITIGATION AND CLAIMS

A. GRANTEE shall give GRANTOR immediate notice in wntmg of any action, including any proceeding before an administrative agency, filed against GRANTEE arising out the performance of any subcontract specifically associated with the funds provided hereunder. Except as otherwise directed by GRANTOR, GRANTEE shall furnish immediately to GRANTOR copies of all pertinent papers received by GRANTEE with respect to such action or claim. GRANTEE shall notify the GRANTOR immediately of any legal action filed against the GRANTEE or any subcontractor related to the Project Site of which GRANTEE is actually aware, or of any proceeding filed under the federal bankruptcy code. GRANTEE shall submit a copy of such notice to GRANTOR within 30 calendar days after receipt. No funds provided under this Agreement may be used in the payment of any costs incurred from violations of or settlements relating to, or failure to comply with, federal and state regulations. The above notwithstanding GRANTEE is not required to notify GRANTOR of claim or litigation which arises out of GRANTEE's operations on the Project, including without limitation, landlord/tenant disputes, personal injury actions (slip and falls) , and other operational activities or relationships.


10

B. GRANTOR and GRANTEE acknowledge that GRANTOR is a political subdivision of the State of Texas and is subject to, and complies with, the applicable provisions of the Texas Tort Claims Act, as set out in the Civil Practice and Remedies Code, Section 101.001 et. seq., and the remedies authorized therein regarding claims and causes of action that may be asserted by third parties for accident, injury or death.

C. This Agreement shall be interpreted according to the Constitution and the laws of the State of Texas. Venue of any court action brought directly or indirectly by reason of this Agreement shall be in Bexar County, Texas.

SECTION 12. CHANGES AND AMENDMENTS

A. Except as provided below, any alterations, additions, or deletions to the terms of this Agreement shall be by amendment hereto in writing and executed by both parties to this Agreement upon GRANTOR approval and authorization of GRANTEE.

B. It is understood and agreed by the parties hereto that performances under this Agreement shall be rendered in accordance with the laws and rules governing the Economic Development Program as set forth in Texas Local Government Code Chapter 380, and the terms and conditions of this Agreement.

C. Any alterations, additions, or deletions to the terms of this Agreement required by changes in state law or regulations are automatically incorporated into this Agreement without written amendment hereto, and shall become effective on the date designated by such law or regulation.

SECTION 13. SUSPENSION

A. Notwithstanding the provisions of Chapter 2251 of the Texas Government Code, in the event GRANTEE commits a Default Event, GRANTOR shall provide GRANTEE with written notification as to the nature of the Default Event. GRANTOR shall grant GRANTEE a sixty (60) day period from the date of the GRANTOR's written notification to cure any Default Event. Should GRANTEE fail to cure any Default Event within this period of time, the GRANTOR may, upon written Notice of Suspension to GRANTEE, suspend this Agreement in whole or in part by withholding further payments to GRANTEE, and prohibit GRANTEE from incurring additional obligations of funds under this Agreement. Such Notice of Suspension shall include: (1) the reasons for such suspension; (2) the effective date of such suspension; and, (3) in the case of partial suspension, the portion of the Agreement to be suspended.

B. In the case of a Default Event that occurs for causes beyond GRANTEE's reasonable control, which cannot with due diligence be cured within such sixty (60) day period, the GRANTOR may, in its reasonable discretion, extend the cure period provided that GRANTEE shall: (1) immediately upon receipt of Notice of Suspension advise GRANTOR of GRANTEE's intention to institute all steps necessary to cure such default and the associated time frame; and (2) institute and thereafter prosecute to completion with reasonable dispatch all steps necessary to cure same.

C. A suspension under this Section 13 may be lifted at the reasonable discretion of the GRANTOR upon a showing of compliance with or written waiver by GRANTOR ofthe term(s) in question.

D. With the exception of payment for work in progress or materials ordered prior to receiving a Notice of Suspension, GRANTOR shall not be liable to GRANTEE or to GRANTEE's creditors for costs incurred during any term of suspension of this Agreement unless GRANTOR improperly exercised its right of suspension.

380 Grant Agreement _ City/Indo 1116/2015

11

SECTION 14. TERMINATION

A. GRANTOR shall have the right to terminate this Agreement in the event GRANTEE commits a Default Event that remains uncured past any applicable cure period at any time before the date of completion specified in Section 5 of this Agreement. GRANTOR will provide GRANTEE with written notification as to the nature of the Default Event and grant GRANTEE a sixty (60) day period from the date of the GRANTOR's written notification to cure any Default Event. Should GRANTEE fail to cure any Default Event within this period of time, the GRANTOR may, as its sole and exclusive remedies, upon issuance to GRANTEE of a written Notice of Termination, either suspend this Agreement pursuant to the provisions of SECTION 14 above, or terminate this Agreement in whole or in part, in which case the GRANTOR may either: (1) withhold further payments to GRANTEE; or (2) accelerate the repayment of the grant. Such notification shall include: (1) the reasons for such termination; (2) the effective date of such termination; and, (3) in the case of partial termination, the portion of the Agreement to be terminated.

B. In the case of a Default Event that occurs for causes beyond GRANTEE's reasonable control, which cannot with due diligence be cured within such sixty (60) day period, the GRANTOR may, in its reasonable discretion, extend the cure period provided that GRANTEE shall: (1) immediately upon receipt of Notice of Termination advise GRANTOR of GRANTEE's intention to institute all steps necessary to cure such default and the associated time frame; and (2) institute and thereafter prosecute to completion with reasonable dispatch all steps necessary to cure same.

C. Except as provided in Section 17(A), the Economic Development Program Grant may be terminated in whole or in part only as follows:

1. By the GRANTOR (with the written consent of the GRANTEE), in which case the two parties shall agree upon the termination conditions, including the repayment of funds , the effective date, and, in the case of partial termination, the portion to be terminated; or

2. By GRANTEE upon written notification to the GRANTOR, setting forth the reasons of such termination, a proposed pay-back plan of any funds granted, the effective date, and, in the case of partial termination, the portion to be terminated. However, if, in the case of partial termination, the GRANTOR determines in its sole discretion that the remaining portion of the award will not accomplish the purpose for which the award was made, the GRANTOR may terminate the award in its entirety under SECTION 15.

SECTION 15. SPECIAL CONDITIONS AND TERMS

GRANTEE, in accordance with Chapter 2264 of the Texas Government Code, agrees not to knowingly employ any undocumented workers at the Project during the Term of this Agreement. If GRANTEE is convicted of a violation under 8 U.S.C. Section 1324a (f), then GRANTEE shall repay GRANTOR the amounts granted by this Agreement for the tax year(s) covered under this Agreement during which such violation occurred. Such payment shall be made within 120 business days after the date GRANTEE is notified by GRANTOR of such violation. GRANTOR, in its sole discretion, may extend the period for repayment herein. Additionally, GRANTEE shall pay interest on the amounts due to GRANTOR at the rate periodically announced by the Wall Street Journal as the prime or base commercial lending rate, or if the Wall Street Journal shall ever cease to exist or cease to announce a prime or base lending rate, then at the annual rate of interest from time to time announced by Citibank,


12

N.A. (or by any other New York money center bank selected by the City) as its prime or base commercial lending rate, from the date of such violation notice until paid.

SECTION 16. SUBCONTRACTS

A. GRANTEE shall use reasonable business efforts to ensure that the performance rendered under all subcontracts specifically associated with the funds provided hereunder complies with all terms and provisions of this Agreement as if such performance were rendered by GRANTEE.

B. GRANTEE, in subcontracting any of the performances hereunder, expressly understands that in entering into such subcontracts specifically associated with the funds provided hereunder, GRANTOR is in no way liable to GRANTEE's subcontractors.

C. GRANTEE assures and shall obtain assurances from all of its subcontractors where applicable, that no person shall, on the grounds of race, creed, color, disability, national origin, sex or religion, be excluded from, be denied the benefit of, or be subjected to discrimination under any program or activity specifically funded in whole or in part under this Agreement.

SECTION 17. DEBARMENT

By signing this Agreement, GRANTEE certifies that it will not specifically apply any funds provided under this Agreement to any party which is knowingly debarred, suspended or otherwise excluded from or ineligible for participation in assistance programs by the GRANTOR.

SECTION 18. RIGHTS UPON DEFAULT

It is expressly understood and agreed by the Parties hereto that any right or remedy provided for in this Agreement shall not preclude the exercise of any other right or remedy under any other agreements between GRANTEE and the GRANTOR or under any provision of law, nor shall any action taken in the exercise of any right or remedy be deemed a waiver of any other rights or remedies. Failure to exercise any right or remedy hereunder shall not constitute a waiver of the right to exercise that or any other right or remedy at any time.

SECTION 19. NON-ASSIGNMENT

This Agreement is not assignable without the written consent of GRANTOR and the passage of a City Ordinance approving such assignment. Any other attempt to assign the Agreement shall not relieve GRANTEE from liability under this Agreement and shall not release GRANTEE from performing any of the terms, covenants and conditions herein. GRANTEE shall be held responsible for all funds received under this Agreement. Notwithstanding the foregoing, GRANTEE may assign the Agreement, upon consent of City, in conjunction with a sale or merger of the company so long as the entity that will succeed to GRANTEE's rights under this Agreement assumes in writing all of GRANTEE's obligations hereunder.

SECTION 20. ORAL AND WRITTEN AGREEMENTS

All oral and written agreements between the Parties to this Agreement relating to the subject matter of this Agreement that were made prior to the execution of this Agreement have been reduced to writing and are contained in this Agreement.

380 Grant Agreement City/Indo I I16/2015

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SECTION 21. AUTHORIZED RELIEF FROM PERFORMANCE (Force Majeure)

For purposes of this Section, "Force Majeure" is defined as an act of God, natural disaster, acts of public enemies, failures to act by any Governmental Authority, riots, perils of the sea, or any other extraordinary cause beyond the reasonable control of GRANTEE. It also includes explosion or other casualty or accident which is not the result of negligence, intentional act or misconduct on the part of GRANTEE. In addition to relief expressly granted in this Agreement, GRANTOR may grant relief from performance of this Agreement if GRANTEE is prevented from compliance and performance by an event of Force Majeure. The burden of proof for the need for such relief shall rest upon GRANTEE. To obtain release based upon this Section 21, GRANTEE must file a written request with the GRANTOR's Economic Development Department for processing to City Council for a decision, authorized by a duly approved Ordinance.

WITNESS OUR HANDS, EFFECTIVE as of November 12, 2015 (the "Effective Date"):

Accepted and executed in triplicate originals on behalf of the City of San Antonio pursuant to Ordinance Number 2015-11-12- , dated November 12, 2015, and GRANTEE pursuant to the authority of its --------------------

CITY OF SAN ANTONIO, a Texas Municipal Corporation ,

Sheryl L. Sculley CITY MANAGER

ATTEST:

Leticia Vacek CITY CLERK


Martha G. Sepeda ACTING CITY ATTORNEY

EXHIBITS: EXHIBIT A: Real Property Description EXHIBIT B: Acknowledgement of Lease EXHIBIT C: Tax Abatement Agreement EXHIBIT D: Equipment List

380 Grant Agreement City/ Indo 11 /6/2015

EXHIBIT E: Summary of the Lease

14

Name Title

Exhibit A

Real Property Description

LOT 1 BLOCK 2

R PLA 1 Of" PaR r AU1HORIT - SAN ANTONIO VOL. ::s.,.,. PO 18 • 1 7-206 OPR)

16.795 ACRES

•• PAPE-DAWSON ._ ENGINEERS

2 000 NW LOOP "'0 I SAN AN Too:a. TE"XAS 78 2 1.1 I PH~f.!: ~~o.~~~=

lUAS BQAItD OF "!fCll'F$SlDNAL CfKi/ll<t(tR$. I11iI.f Rt.l;f$rRA - I , 4 10 rcx .... ~ AlfO 01' "ItOf'CS.5IONAL U-IIfO su,.,"nI!t~ /'1IbI1f£GlSTj(A, noN , 10 • .,.",.74

EX l llfl lT FOR

LO INU 1 •. 7Q A f:RE, 10f( , OR L6, S, T R '1' O F L A 'l),

L O ' AT FD n 101' I , FlL C'K 7 F THr- REPI.AT OF PO RT T HO R] I Y Of' ' A I AN'IO I 'UI;IVIVr. 10 Rr-COR DED I VOI.IJ, E 95 7'1, I'A(;hS I~I., 1\17-206 >F TIlI:i L) EED AN /J PLAT RFCORDS OF BEXA R COUNT Y, T EX /\S, IN N EW CITY BLOCK 11 304 UFTHE ' IT 0 1-' · SAN ANTON IO, [lI'X AR CO l I, r ,TEXAS .

OC10BE 9 , 2015 JOB Nu.:

SHEET 1 OF 2 9350-15

380 Grant Agreement CitylIndo 11/6/2015

15

2.

inch = 200'

IV. leXAS Y IF AS

HERCWI I OTf

200 0 100 200

~ .--_ _ -=:J ~ LINE TABLE

LINE BEARING LENGTH

L1 N04'01'5 1" V

L2 N04 '01'51·W

L3 NOS' 8'02"E

Lq 584 '04'00"E

L S06'02'22"1'I

81.85'

423.07'

345. 48'

656.01'

1270.26'

FXHIRIT fOR

ZO I 'G A 16.7)5 A 'IH:, ORE OR LES',· iI \ I OF IA n, LO ATEDON LOTI , BWCK Zm'IHf. IlEI'LAf ... PORT UTHORIT or !>A 1 ANTO, 10 'U~Il I V I I ~

IHiC'OR DED ( ' V L ME (577, P. lil: 1 ~6. I 7·106 U!-TI lE f'l FED D t'L..\ T R COR r BEXAR 'OUN I . TEXA, , IN ElY CITY I3LOCK 113 OP 'j HI:: Cl ry F

AN A TO 10 , BE ' AR COUNTY, T ·XAS. m' PAPE-DAWSON ,Ill ENGINEERS

2000 NW LOOP 4'0 I SAJJ ANTONIO. 7r-KI.S 1621j I PH~~: ~!~:~~i~=

JrXAS ~ or FifClr7SSJt'W1J.. I.NaNE~ . RrC;;S1RArtCItI 1 .,0 rrx.u BOAI!D 0; PR(}IfrssKJl(At UJfIJ lVJIr~1 'I'fM1. (JIW ff!C1S",JU"'~ , I Olf#J91.1

380 Grant Agreement CitylIndo 11 /6/2015

16

CURVE TABLE

CURVE RADIUS

Cl

C2

C3

C4

523.1 0'

500.00'

100.00'

1337.00'

19'43'19"

32'25'13"

.3'13'00"

9'4,,'05"

L4

or 1 BLOC!< 2

N65'S9'20"W

N71'02'15" W

N4S'3B'2'''W

NOO'SO'42"E

Il PLA·I or PO T AUlli RITY OF SAN ANTONIO (VOL. 9577. P 186. 197-2 6 OrR)

16.795 ACRES

LENGTH

170.17' 180.06'

27_.16' 282.92'

132.B1' 145.24'

227.28' 227.55'

SI1EL 2 OF 2

OCTOBER 9, 2015 JOB No.: 9350-15

..01 PAPE-DAWSON ,.. ENGINEERS

FIFI D I TES FOi.~

Z L U

A 16.7 5 a rcs, mor r Ie ' S, I ad of Il1n<l , In 'a ll.:d >II Lot I. RI< ck 2 of the Rl;!p lnt Authority f an III mill Sllbdi isi 11 I "ortl e in V lume 9 77, Page I 6, 197-_0 D l:J lind Plat Records f B xar c: um • T x ... In N w City ill ' ~k 11304 I)' thc City

III ni >. Hex r ' ounty, Tex:ls . . a id 16.79- It: 'tra '[ b ' ing 1I10n; fully d·s Ti bL·J as r lh)\

COM 1F, II G : At n poin t at the s urhern mo t 'orn r t said Lot I;

TI fI::: . c: .: O..j° I '56" E. 0 T IIlld II ' [( J ~ ~n i d 1.,;[ I. liSlanCe ) f " ,f I A·I fcet to the POl l T F REG I , I G I th<!llt:l cin tie. c ribed ra t;

I'Hl::.N ' I~ : 'ol1t in ling vcr and a TO '~ aid L t 1 th , ih llo\ in · bc·an ng.' nd dist:mc 's:

lorthw sleri • nlong (j nOIl-l nge,nt urve to thc ri .. llt. 'ai I curv ' huving radius of 5_}, I It: '1, ('enlw l angl·· .lr ! 9"4:1 '1 9 ", 11 cho rd I carin" nd d i . , t il l1 ~· Il l' . 65" -1)'_0" " , 179.1 7 feet, fo r an ar lew,th f I .06 r 'ct t , <I

poinl ;

orthwc 'I 'r1y, alo ng n non-ta ng nt urve I the left, said curve ha io" a radiu, of SO~. 0 f ct. a ntnl l an ' Ie f _ °2 5' L ", a "hord beari ng un I d istance of, 7 1 °02 ' 15" \) .27 . 1 lcet, Ii r 1111 lIr e length o f _"V _ feet to II

poilll ;

orthwcstcrl y, .11 ng a r e v c ·c '\lr v c to tllc ri )ht, .'a id (;urvc hnvilJg a ra ill. of 10 .00 li.:cl, a c 'nfrul angle or ~ -, ° l '00", 11 'ho rd b :Iring and d istance f

45° :l!l'2 1" IV , I. _.:-11 f ' t, tor ::lJl r ' length of 1·1. .:. -+ fet:! t II poinl;

04°0 I ': I " W. a <Ii ' Ianc" \I f l I . ~(i It;d n Ii (l in;

04"0 I '5 1" W, II dl stan e f 423. 7 feet IU 11 point;

olt h ':lstcrl , a long II lang 'n l ' Ul \ ' , to lhe nghL ,'HI f .:ur e h.l\' lIlg a r' liu of 1337.00 reel , II cCli lra l angle of O( 0-+. '05 ", a chord bcann y nnd el i ta n 'C o f I (lOO -0' 2" 1 .. , 227,1:1 te 't, f r. n arc length of2_7.55 Ie ,t I a ! int;

J a n A nlon l o I A us l ln h union I For I \/iorlh I n li a s

fro Rpnrcatlon I Water Resoure I Lbl1d ev loprnwnt I urv mg I Envlrun e ll L ~ 1

2000 NW Loop 410, San IImOillo. TX 7 21 T,:: 10.375, 00tl 'II< l.Pdl)(;·Dd" com


17

I (, () ~ Acre, Job No,: 3: - 1-Pag:~ ~ ol_

::. R4 04'00" E, a di:lullcc of65 ),01 r' ( 10 n poil1 ;

S 06°02'2_" W , a disrance of 127 ,_6 feet to the POI. T OF BEGIN n G, and conhining I ), 7CJ: aen:' ill the City OrSall Antonio, [kxar Uti li ty, T 'xas, Suid tract being descrihe i in a curtinm:e WiUl an exhi bit pre[ nred under job llutnber9350-1 5 b I Pop -Dn\ ' on EI1"inecrs, ln ,

"This documl'nt wa ' I rl'p~r 'tlunder _2TAC()(i3,21 , docs not refkct the re, u lts or an nn the ground , ur\'cy, and is not to be used to conveyor establish 'nterest ill r nl property except those rights nd intere Is imllieu or e tab lished b ,the cr al i 111 or rt~contlcrumt i 11 [tile boundary of the p lili '< I 'ubdivi:ion til r which it was PI' :pare(!."

PREPARED BY: Pape-Oawsc' fl Fng iflt:crs, IIlC,

DI\ TE: clob"f 9, 20J -J lB 0 , )350-15 DOC, ID, N:ISur\'Cy l: \ 15-9.3( 0 \1350- 1 51Wurd 9 -1-1 - 1 '- 111: 95 Al',do , TnrF Finn RC!1isll':l tion IN70 TBPLS fi rn R~g i" lrnl i n 111 002. S-IlO

/'

re' PAPE-DAWSON ,'Ill ENGINEERS

380 Grant Agreement City/lndo 1116/2015

18

an ordinance 20 15 - the city of san antonio

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