HomeMy WebLinkAboutC2025-287 - 12/9/2025 - Approved Docusign Envelope ID:58ED3EED-2F60-4871-AFOD-98C8390136C6
TAX EXEMPTION SETTLEMENT AGREEMENT
This Tax Exemption Settlement Agreement(this "Agreement"), dated effective as of the date this
Agreement is signed by all parties hereto (the "Effective Date"),is entered into by and among the City of
Corpus Christi, Texas (the "City"), Del Mar College (the "College"), Corpus Christi Independent School
District("Corpus Christi ISD"),which are collectively referred to herein as the"TaxingAuthorities,",and
the City of San Antonio, Texas ("COSA"), acting by and through the City Public Service Board of San
Antonio,Texas(so acting,"CPS Energy").
WITNESSETH:
WHEREAS,CPS Energy owns the principal assets which make up the 633 MW Nueces Bay Power
Plant(including all transmission lines,pipelines, ancillary and associated facilities and equipment now or
hereafter related thereto or used in connection therewith and located on the Plant Site referred to below,the
"Plant")located at 2002 East Navigation Boulevard on the real property described on Exhibit A hereto(the
"Plant Site"), which is within the City, Nueces County, and the Nueces County Appraisal District (the
"Appraisal District"), and an interconnect power transmission line (the "Interconnect", and collectively
with the Plant,the Plant Site,the real property on which the Interconnect is located, and all past, present,
and future improvements, additions,building structures,fixtures and tangible personal property located in,
on or under such real property or the Plant Site, the "Subject Property") located on the fee strips or
easements described in Exhibit A hereto and, in whole or in part, within such Taxing Authorities and the
Appraisal District;
WHEREAS,prior to being acquired by CPS Energy,the Subject Property was subject to ad valorem
taxes imposed by the Taxing Authorities;property of CPS Energy that is used for public purpose is exempt
from ad valorem taxes imposed or to be imposed by the Taxing Authorities; and the Taxing Authorities will
lose substantial amount of annual ad valorem tax revenue due to the Subject Property becoming exempt
from ad valorem taxes; and
WHEREAS,the parties hereto are willing and desire to settle on the amounts of certain payments
to be made by CPS Energy in lieu of the annual ad valorem taxes the Taxing Authorities would have
otherwise received with respect to the Subject Property had it not been acquired by CPS Energy;
NOW, THEREFORE, in consideration of the mutual covenants and releases of the parties herein
contained,the parties hereto agree and bind themselves as follows:
I. Settlement. This Agreement is made for the sole purpose of settling on certain payment
amounts and terminating any and all claims, rulings, adjudications, assessments, levies, or other
determinations made or that may be made by or on behalf of the Taxing Authorities or any of them,or any
successor governmental authority to any of them, under current law that the Subject Property or any part
thereof is not or will not be exempt from ad valorem taxes or that they are entitled to impose ad valorem
taxes thereon or that CPS Energy or COSA is liable for the payment of any such taxes in respect of any"tax
year"(as defined in Section 1.04(13)of the Texas Tax Code)from and including tax year 2024 through and
including the tax year coinciding with the last year of the term of this Agreement(any such tax year being
referred to herein as a"tax year"), and prior to the transfer of the title to the Subject Property or such part,
as applicable, to a person or entity which does not hold the same for the sole benefit for CPS Energy or
COSA(herein referred to as the"Exemption Period'),whether or not the Plant is actually producing energy
or power and regardless to whom or how any energy or power produced by the Plant may be sold (herein
referred to collectively as the "Claims").
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Each of the Taxing Authorities acknowledges and agrees that the respective sums to be paid by CPS
Energy to the Taxing Authorities in accordance with this Agreement in settlement of the Claims could be
substantially greater than the sums that they might recover should they seek to tax the Subject Property in
each year during the term of this Agreement and should the Subject Property be determined to be fully
exempt from ad valorem taxes. CPS Energy acknowledges and agrees that the respective sums to be paid
by CPS Energy to the Taxing Authorities in accordance with this Agreement in settlement of the Claims
could be substantially less than the sums that the Taxing Authorities might recover should they seek to tax
the Subject Property in each year during the term of this Agreement and should the Subject Property be
determined to be fully subject to ad valorem taxes.Each of the parties hereto acknowledges and agrees that
the sums agreed to be paid by CPS Energy to the Taxing Authorities pursuant to this Agreement represent
a fair compromise and settlement of any Claims,and that this Agreement is in the best interest of the parties
and their respective residents,customers,taxpayers, and ratepayers.
Notwithstanding anything in this Agreement to the contrary,with respect to tax year 2024, (a)the
Subject Property became exempt from ad valorem taxes effective immediately on and including the date
on which CPS Energy indirectly acquired all of the ownership interests in and to the prior owner of the
Subject Property,Nueces Bay, LLC, a Delaware limited liability company (the "Operating Entity"), such
date being May 1,2024(the"Closing Date"),and(b)Section 26.11 of the Texas Tax Code shall apply with
respect to tax year 2024, and a prorated portion of the ad valorem taxes imposed on the Subject Property
for the tax year 2024 shall be (i)payable by or on behalf of the Operating Entity to the Taxing Authorities
for the period from January 1, 2024, through and including the day before the Closing Date, and (ii)
calculated by the Taxing Authorities in the manner provided in Section 26.11 of the Texas Tax Code.
2. Release of Claims. By the execution of this Agreement and in consideration of the
payments and other obligations of CPS Energy hereunder, each of the Taxing Authorities hereby releases
in full, and covenants not to sue, CPS Energy or COSA from or for any and all Claims that it may bring
during the Exemption Period or,in respect of the exemption of the Subject Property,from ad valorem taxes,
or the liability of COSA or CPS Energy for ad valorem taxes in respect of the Subject Property for any tax
year or years during the Exemption Period,and agrees that it is and shall be completely barred from making
any Claim during the Exemption Period or a claim denying the exemption of the Subject Property from ad
valorem taxes,or asserting liability of COSA or CPS Energy for ad valorem taxes in respect of the Subject
Property, during the Exemption Period,whether or not such Claim or claims could have been asserted, or
are unknown or known, to the extent the Claims or claims arise during the Exemption Period. For the
avoidance of doubt, if title to a portion,but less than all, of the Subject Property is transferred to a person
or entity which does not hold the same for the sole benefit of CPS Energy,then such portion of the Subject
Property shall no longer be held during the Exemption Period,and the release and agreement contained in
Section 2 hereof shall not be effective for such portion for the remainder of the tax year in which such
transfer occurs or any subsequent tax year.
3. Consideration for Releases. In consideration for the releases and other agreements made
by the Taxing Authorities in Section 2 hereof,only with respect to each calendar year set forth on Exhibit B
hereto, CPS Energy shall pay to each Taxing Authority the sum specified opposite its name in Exhibit B
hereto. Except for the payments in respect of the 2024 tax year, which will be made by March 31, 2026,
such payments set forth on Exhibit B will be made by March 31 of the year following each tax year listed
on Exhibit B.Notwithstanding the foregoing or anything to the contrary in this Agreement,if CPS Energy
transfers the title to all of the Subject Property to a person or entity which does not hold the same for the
sole benefit for CPS Energy or COSA,or the Exemption Period otherwise terminates,within one of the tax
years set forth on Exhibit B hereto,CPS Energy's subsequent payment obligations under this Section 3 shall
terminate such that (a) CPS Energy's payment obligation to each Taxing Authority with respect to the tax
year in which the transfer occurs will be prorated by multiplying the total payment amount due to such
Taxing Authority(as set forth on Exhibit B)by a fraction,the numerator of which is the number of days in
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the applicable tax year prior to and including the date on which the transfer occurs,and the denominator of
which is the total number of days in the applicable tax year (any such payment, a "Prorated Payment");
and (b) CPS Energy shall not be obligated to make any payments listed for any tax year on Exhibit B
subsequent to the year in which the transfer occurs.For illustrative purposes only,if CPS Energy transfers
title to all of the Subject Property in the 2026 tax year, CPS Energy will be obligated to make a Prorated
Payment to each Taxing Authority for the 2026 tax year, in accordance with this Section 3,but will not be
obligated to make any payments for the 2027 tax year.
4. Credit for Payments. If, notwithstanding the release made in Section 2 hereof, CPS
Energy or COSA nevertheless becomes subject to ad valorem taxes imposed by any Taxing Authority in
respect of the Subject Property or any part thereof for any tax year during the term of this Agreement,whether
due to action or inaction by any party hereto or any other cause (other than a cause described in the
immediately succeeding sentence),then (subject to the next to last sentence of this Section 4) such Taxing
Authority shall credit against ad valorem taxes on the Subject Property or such part, as applicable, due in
such or any succeeding tax year(in favor of CPS Energy and its successors and assigns)the sums paid to it
by CPS Energy pursuant to Section 3 hereof in respect of the Subject Property or such part,as applicable,as
a prepayment of such taxes, until such credit is fully exhausted. In the event that, in any tax year to and
including tax year 2035,CPS Energy shall transfer ownership of the real property compromising the Subject
Property,or any part thereof,to any person or entity which is not exempt from ad valorem taxation by any
Taxing Authority due to a change in law or regulation,or a judicial decision,opinion of the Attorney General
of Texas,or other legal action,that in any case was not requested or advocated by such or any other Taxing
Authority or Appraisal District, then (subject to the next to last sentence of this Section 4) each Taxing
Authority shall credit against ad valorem taxes on the Subject Property or such part, as applicable, in such
tax year and each subsequent tax year(in favor of CPS Energy and its successors and assigns)the payment
made by CPS Energy to such Taxing Authority pursuant to Section 3 hereof in respect of the Subject Property
or such part,as applicable,up to an amount in the aggregate for such and all subsequent tax years combined
equal to the product of such amount and a fraction,the numerator of which is equal to the number of such
subsequent tax years to and including tax tear 2035 and the denominator of which is 11.For purposes of the
foregoing, the amount of the payment made by CPS Energy to the Taxing Authority pursuant to Section 3
hereof in respect of any part of the Subject Property shall be determined by multiplying such payment by a
fraction, the numerator of which is the total market value of such part of the Subject Property and the
denominator of which is the total market value of all of the Subject Property, including such part and all
other parts, if any, that have therefore become subject to ad valorem tax or transferred, in each case as of
January 1 of the tax year in which such part becomes subject to taxation or is transferred.For the avoidance
of doubt,if the Appraisal District,the Chief Appraiser or Appraisal Review Board of the Appraisal District,
any Taxing Authority, or any court, arbitrator, tribunal, commission, board, agency, or other judicial,
administrative or regulatory body or authority of competent jurisdiction shall take any action which causes
the Subject Property or any part thereof to become subject to ad valorem taxation in any tax year,then each
Taxing Authority shall be obligated to permit the applicable credit required by this Section 4,as determined
by the nature of the action resulting in taxation of the Subject Property or such part, and CPS Energy and
COSA shall have the unilateral right to give effect to such credit should any such Taxing Authority fail to do
so for any reason whatsoever or no reason.Nothing in this Agreement shall require any Taxing Authority to
rebate or otherwise reimburse to CPS Energy or its successors and assigns any payment made by CPS Energy
to it pursuant to Section 3 hereof,but rather each Taxing Authority shall be required merely to accept such
payment as prepayment of and credit against any future tax liability of CPS Energy and its successors and
assigns in respect of the Subject Property as and to the extent herein provided.It is expressly acknowledged
and agreed by the parties hereto that CPS Energy and COSA shall have the unilateral right to give effect to
this Section 4 should any Taxing Authority fail to do so any reason whatsoever or no reason.
5. Remedies for Default. No right or remedy herein conferred upon any party hereto is
intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent
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permitted by law,be cumulative and in addition to every other right and remedy given hereunder or hereafter
existing at law or in equity or otherwise. Assertion or employment of any right or remedy hereunder or
otherwise shall not prevent the concurrent assertion or employment of any other appropriate right or remedy.
No delay or omission by any parry hereto to exercise any right or remedy accruing upon a default
herein shall impair any such right or remedy or constitute a waiver of any such default or acquiescence
therein.Every right and remedy given hereunder or by law to any parry hereto may be exercised from time
to time, and as often as may be deemed expedient,by such party.
Each party hereto shall be responsible for the fees and expenses of its counsel in connection with
the claims and the negotiation,preparation, authorization,execution and delivery of this Agreement.
6. Notices. Unless otherwise specifically provided herein, any request, demand,
authorization, direction, notice, consent, waiver, or other document by or from any parry hereto provided
or permitted by this Agreement to be made upon,given or furnished to,or filed with any other party hereto
shall be sufficient for every purpose hereunder if made,given,furnished,or filed in writing to or with such
party via mail, first-class postage prepaid, to and received by such party to which it is addressed at the
address to the attention stated for such party in Exhibit C hereto,or if given to such party by telecopy to the
number stated for such party in Exhibit C hereto,receipt confirmed,or at such other address or attention or
to such other number furnished in writing to the other parties hereto by such party.
7. Severability. In case any provision in this Agreement or any application thereof shall be
invalid, illegal, or unenforceable,the validity, legality, and enforceability of the remaining provisions and
applications shall not in any way be affected or impaired thereby.
8. Construction. This Agreement reflects the combined efforts of the parties and their
attorneys and shall not be construed against any party on account of the preparation hereof by such party
or its attorneys. The Section and subsection headings herein are for convenience only and shall not affect
the construction or terms hereof.
9. Benefits of this Agreement; Binding Effect. Nothing in this Agreement, express or
implied,shall give to any person or entity,other than the parties hereto and their successors hereunder,any
benefit or any legal or equitable right,remedy,or claim under this Agreement, and it is not the intention of
any party hereto to confer third-party beneficiary rights upon any other person or entity,including,without
limitation, any taxpayer or customer thereof.This Agreement shall be binding upon and inure to the benefit
of the parties hereto and their respective successors and assigns.
10. Governing Law. This Agreement shall be construed in accordance with and governed by
the laws of the State of Texas and the federal laws of the United States of America.
11. Limited Obligations. The Taxing Authorities acknowledge and agree that, in accordance
with applicable law, (a) the obligations of CPS Energy under this Agreement are payable solely from and
to the extent of revenues of its gas and electric utility systems,(b)the obligations of CPS Energy hereunder
shall never constitute a pledge of COSA's taxing powers or be payable from funds raised or to be raised by
taxation, and(c)recovery of any claims arising out of the failure of CPS Energy to observe or perform any
of duty or obligation imposed upon it hereby, or the breach of any representation made by it herein, shall
be limited solely to the revenues CPS Energy's gas and electric utility systems.
12. Venue of Actions.Any action at law, suit in equity, or other judicial proceeding for the
enforcement of this Agreement or any provision hereof shall be instituted only in the state district courts
sitting in the County of Bexar,Texas.
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13. Entire Agreement.This Agreement embodies the entire agreement of the parties in respect
of the subject matter hereof.There are no promises,terms,conditions,or obligations of the parties in respect
of the subject matter hereof except for those contained in this Agreement. This Agreement supersedes all
previous communications,representations, and agreements,either verbal or written,between or among the
parties in respect of the subject matter hereof. Each parry acknowledges and represents that no
representation or opinion of fact or law was made by or on behalf of any other parry hereto to induce it,and
it relied on no such representation or opinion in determining,to enter into this Agreement.
14. Amendments. This Agreement may be amended, supplemented, or modified only by a
written instrument duly executed by or on behalf of each parry hereto that is affected by such amendment,
supplement,or modification.
15. Term. The term of this Agreement shall commence on the Effective Date and shall
terminate on December 31,2035.
16. Due Authorization. Each party hereto acknowledges, has officially found, determined,
and declared, and represents to the other parties hereto that its governing body has duly authorized the
execution,delivery,and performance of this Agreement,and that the meeting of its governing body at which
this Agreement was so authorized was open to the public, and public notice of the time,place and subject
matter of the public business to be considered at such meeting, including authorization of this Agreement,
was given, all as required by Chapter 551,Texas Government Code, as amended.
17. Counterparts. This Agreement may be executed in any number of counterparts, each of
which will be deemed an original,but all of which together will constitute one and the same instrument.
[The remainer of this page is intentionally left blank;signature pages follow]
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IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be duly executed as
of the Effective Date.
CITY OF CORPUS CHRISTI,TEXAS
Signed by:
By:. MSCM788tNE7....................................
Name: Peter Zanom
Title: City Manager
DEL MAR COLLEGE
Signed by-
PLO,
SCauHi((&t PLO,
By:.. •-•A3RT9AB44B80484."'...............................
Name: Mark Escamilla,Ph.D.
Title: President& CEO
CORPUS CHRISTI INDEPENDENT
SCHOOL DISTRICT
DocuSigned by:
By:. ....F9E2BE7BBff82407 ..................
Name: Dr. Roland Hernandez
Title: Superintendent of Schools
CITY OF SAN ANTONIO,TEXAS, acting by
and through the City Public Service Board of San
Antonio,Texas
Signed by:
By:..[2D4'09F55DCDDB42A..................................
Name: Maria Julia Johnson
Title:Vice President,Finance &Accounting—
Assistant Treasurer
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EXHIBIT A
DESCRIPTIONS OF SITES OF SUBJECT PROPERTY
(Legal Description)
Tract 1:
BEING an 63.618 acre tract(2,771,207 SQ. FT.) of land lying in the Submerged Lands Surveys 708, and
708A, a portion of the Nueces Bay,the Nueces County Navigation District No. 1 Surveys, abstract 2677,
abstract 2682 and 2689, Nueces County, Texas, same being a portion of Survey No. 3 of the Riparian
Property Owners Map, recorded in volume 6, page 13, Map Records,Nueces County, Texas, same being
all of a called 63.710 acre of land described as "Nueces Bay Power Plant Site" recorded in document
number 2004032951, Official Public Records, Nueces County, Texas, and more particularly described as
follows:
BEGINNING at a point in the northern right-of-way line of Navigation Boulevard (variable width right-
of-way)for the western most corner of the aforementioned 63.710 acre tract of land,the south corner of a
called 5.1 acre tract of land described in deed to Electric Transmission Texas, LLC,recorded in document
number 2010011606, Official Public Records,Nueces County, Texas, and the western most corner of the
herein described 63.618 acre tract;
THENCE leaving the north right-of-way line of the aforementioned Navigation Boulevard, along a
northwest line of the aforementioned 63.710 acre tract, same being a southeast line of the aforementioned
5.1 acre tract, N23°10'00"E a distance of 327.22 feet, to a 1/2" iron rod set with plastic cap stamped
"CDS/Muery S.A.TX" for an angle corner of said 63.710 acre tract, an angle corner of said 5.1 acre tract,
and an angle corner of the herein described 63.618 acre tract;
THENCE continuing along a northwest line of the aforementioned 63.710 acre tract, N13°38'24"E a
distance of 128.10 feet to a Nail found,for an angle corner of said 63.710 acre tract, an angle corner of the
aforementioned 5.1 acre tract, and an angle corner of the herein described 63.618 acre tract;
THENCE continuing along a northwest line of the aforementioned 63.710 acre tract, N06'01'10"W a
distance of 151.17 feet,to a 1/2" iron rod set with plastic cap stamped"CDS/Muery S.A.TX"for an angle
corner of said 63.710 acre tract, an angle corner of the aforementioned 5.1 acre tract, and an angle corner
of the herein described 63.618 acre tract;
THENCE continuing along a northwest line of the aforementioned 63.710 acre tract, N23°10'00"E a
distance of 461.86 feet to a 1/2" iron rod found for an interior angle corner of said 63.710 acre tract, the
northeast corner of the aforementioned 5.1 acre tract, and an interior angle corner of the herein described
63.618 acre tract;
THENCE continuing along a northwest line of the aforementioned 63.710 acre tract,same being the north
line of the aforementioned 5.1 acre tract,N66°50'00"W a distance of 167.60 feet to a 1/2" iron rod found
with plastic cap,in the southeast line of a called 2,694 acre tract of land described in deed to Nueces County
Navigation District No. I,recorded in volume 192,page 579,Deed Records,Nueces County,Texas, for an
exterior angle corner of said 63.710 acre tract, the northwest corner of said 5.1 acre tract, and an exterior
angle corner of the herein described 63.618 acre tract;
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THENCE continuing along a northwest line of the aforementioned 63.710 acre tract, same being a
southeast line of the aforementioned 2,694 acre tract,N23°13'42"E at a distance of 764.24 feet passing a
5/8 iron rod found with plastic cap, near the approximate shoreline of the Nueces Bay, continuing across
the lands of the Nueces Bay,for a total distance of 1,578.26 feet to a calculated point for an exterior angle
corner of the aforementioned 63.710 acre tract,and an exterior angle corner of the herein described 63.618
acre tract;
THENCE continuing along a north line of the aforementioned 63.710 acre tract, across the lands of the
aforementioned Nueces Bay, N53006'58"E a distance of 1,203.07 feet to a calculated point for the north
corner of said 63.710 acre tract, and the north corner of the herein described 63.618 acre tract;
THENCE continuing along an east line of the aforementioned 63.710 acre tract, across the lands of the
aforementioned Nueces Bay, S23011'58"W a distance of 779.79 feet to a calculated point, for an interior
angle corner of said 63.710 acre tract,and an interior angle corner of the herein described 63.618 acre tract;
THENCE continuing along a northeast line of the aforementioned 63.710 acre tract,across the lands of the
aforementioned Nueces Bay,N89031'58"E a distance of 491.33 feet to a calculated point, for an exterior
angle corner of said 63.710 acre tract,the northwest corner of a called 44.494 acre tract of land described
in deed to Texas Cement Company,recorded in document number 23448, Deed Records,Nueces County,
Texas, further described in volume 401, page 177, Deed Records,Nueces County, Texas, and an exterior
angle corner of the herein described 63.618 acre tract;
THENCE continuing along a southeast line of the aforementioned 63.710 acre tract, same being the west
line of the aforementioned 44.494 acre tract, S230 12'43"W a distance of 1,595.53 feet to a calculated point,
for an exterior angle corner of said 63.710 acre tract, the east corner of a called 5.398 acre tract of land
described in deed to Electric Transmission Texas,LLC,recorded in document number 2010011605,Official
Public Records, Nueces County, Texas, and an exterior angle corner of the herein described 63.618 acre
tract;
THENCE leaving the west line of the aforementioned 44.494 acre tract, along a south line of the
aforementioned 63.710 acre tract, same being the northeast line of the aforementioned 5.398 acre tract
N66050'00"W a distance of 455.76 feet to 1/2" iron rod set with plastic cap stamped "CDS/Muery S.A.
TX", for an interior angle corner of said 63.710 acre tract,the north corner of said 5.398 acre tract, and an
interior angle corner of the herein described 63.618 acre tract;
THENCE continuing along a southeast line of the aforementioned 63.710 acre tract, same being the west
line of the aforementioned 5.398 acre tract,S230 10'00"W a distance of 545.53 feet to an 5/8"iron rod found
with plastic cap stamped "Naismith Eng, C. C.TX", for an exterior angle corner of said 63.710 acre tract,
the west corner of said 5.398 acre tract and an exterior corner of the herein described 63.72 acre tract;
THENCE continuing along a southeast line of the aforementioned 63.710 acre tract, same being a
southwest line of the aforementioned 5.398 acre tract, S66°50'00"E a distance of 140.01 feet to an 1/2"iron
rod found with plastic cap,for an interior angle corner of said 63.710 acre tract,an exterior angle corner of
said 5.398 acre tract, and an interior angle corner of the herein described 63.618 acre tract;
THENCE continuing along a eastern line of the aforementioned 63.710 acre tract, same being a southeast
line of the aforementioned 5.398 acre tract,N23010'00"E a distance of 27.50 feet to a 1/2" iron rod found
with plastic cap, for an exterior angle corner of said 63.710 acre tract, an exterior angle corner of a called
0.109 of an acre tract of land described in deed to Electric Transmission Texas,LLC,recorded in document
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number 2016028424, Official Public Records,Nueces County, Texas, and an exterior angle corner of the
herein described 63.618 acre tract;
THENCE continuing along a southern line of the aforementioned 63.710 acre tract, same being a south
line of the aforementioned 0.109 of an acre tract, S66050'00"E a distance of 315.46 feet to an 1/2" iron rod
set with plastic cap stamped "CDS/Muery S.A. TX", in the west line of the aforementioned 44.494 acre
tract, for an exterior angle corner of said 63.710 acre tract,the south corner of said 0.109 of an acre tract,
and an exterior angle corner of the herein described 63.618 acre tract;
THENCE continuing along a southeast line of the aforementioned 63.710 acre tract, same being the west
line of the aforementioned 44.494 acre tract, S23013103"W at a distance of 960.46 feet to a 5/8" iron rod
found with plastic cap,continuing for a total distance of 973.64 feet to an 1/2" iron rod set with plastic cap
stamped"CDS/Muery S.A.TX"in the north right-of-way line of the aforementioned Navigation Boulevard,
for the south corner of said 63.710 acre tract,the west corner of said 44.494 acre tract,and the south corner
of the herein described 63.618 acre tract;
THENCE along the north right-of-way line of the aforementioned Navigation Boulevard, same being a
southwest line of the aforementioned 63.710 acre tract, N66041'30"W a distance of 787.04 feet to the
PLACE OF BEGINNING and containing 63.618 acres (2,771,207 SQ.FT.)
Tract 2•
Non-exclusive beneficial easements set forth in section 2.4 of document entitled "Easement, License and
Site Access Agreement"executed by and between AEP Texas Central Company,formerly known as Central
Power and Light Company and Nueces Bay WLE, LP, dated July 1, 2004, filed on July 6, 2004, and
recorded under Clerk's File No. 2004032952,of the Official Public Records of Nueces County,Texas, and
as amended by that document entitled"Partial Release of Easement and Right of Way"dated April 28,2008,
filed on May 7, 2008, and recorded under Clerk's File No. 2008020085, Clerk's File No. 2011017424 and
Clerk's File No. 2011017425, of the Official Public Records of Nueces County,Texas.Further affected by
Partial Assignment of Easements and Assumption Agreement recorded under Clerk's File No.2010011607,
of the Official Public Records of Nueces County,Texas,and by Amendment to Easement and Right of Way
recorded under Clerk's File No. 2011017422. of the Official Public Records of Nueces County,Texas.
Tract 3•
Easement Estate in and to the following described property as created by Franchise Agreement between
Port of Corpus Christi Authority of Nueces County, Texas, and Central Power and Light Company dated
August 14, 2001, as evidenced by Assumption and Consent Agreement to be effective as of July 1, 2004,
executed by and among Nueces Bay WLE, LP, and Port of Corpus Christi Authority of Nueces County,
Texas, recorded under Clerk's File No. 2007053155. of the Official Public Records of Nueces County,
Texas.
BEING 1.98 acres of land situated in the ENRIQUE VILLAREAL GRANT,ABSTRACT NO. 1, situated
in the City of Corpus Christi,Nueces County, Texas, and being a portion of that Submerged tract of land,
Survey No. 708A,Abstract No.2677,conveyed in Patent Deed dated May 7, 1930,from the State of Texas
to Nueces County Navigation District No. 1, recorded under Clerk's File No. 64223 (Volume 192, Page
579). of the Deed Records of Nueces County,Texas.
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EXHIBIT B
PAYMENTS*
By Year
Taxing 2024 Amount 2025 Amount 2026 Amount 2027 Amount Total Amount
Authority
City of Corpus $260,000 $290,000 $180,000 $75,000 $805,000
Christi
Del Mar $130,000 $145,000 $90,000 $35,000 $400,000
College
Corpus Christi
Independent $530,000 $580,000 $370,000 $160,000 $1,640,000
School
District
*Both the 2024 Amount and the 2025 Amount set forth above will be remitted by March 31, 2026.
Thereafter, each payment amount will be made by March 31st of the year following the tax year. For
example,the 2026 Amount will be remitted by March 31,2027.
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Docusign Envelope ID:58ED3EED-2F60-4871-AFOD-98C8390136C6
EXHIBIT C
NOTICE ADDRESSES
City of Corpus Christi
P.O.Box 9257
Corpus Christi,TX 78469-9257
Del Mar College
101 Baldwin Blvd.
Corpus Christi,TX 78404-3897
Corpus Christi Independent School District
801 Leopard St.
Corpus Christi,TX 78401
CPS Energy
P.O.Box 1771
San Antonio,Texas 78296
Attn: Chief Financial Officer
With a copy to:
CPS Energy
P.O.Box 1771
San Antonio,Texas 78296
Attn: Legal Notices
LegalNotice s@cpsenergy.com
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