HomeMy WebLinkAboutC2025-288 - 12/9/2025 - Approved Docusign Envelope ID:97EB4FE9-10F3-41A0-98E6-F12A7B49786E
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"), Flour Bluff Independent School
District("FlourBluff]SD"),which are collectively referred to herein as the"Taxing A uthorities,"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 933 MW Barney Davis
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 4301 Waldron Road 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,Barney Davis,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:. "'333C2 6 6 78 8 734'E'7"""
Name: Peter Zanom
Title: City Manager
DEL MAR COLLEGE
Signed by:
Nl c�V� SCaw�i�a� PLO.
By:. ...FC3A"1'9AB44880484...................................
Name: Mark Escamilla, Ph.D.
Title: President& CEO
FLOUR BLUFF INDEPENDENT SCHOOL
DISTRICT
Signed by:
(,(A viS Sfuv&"
By:. ••-•724C3CNVE54AB...................................
Name: Chris Steinbruck
Title: Superintendent of Schools
CITY OF SAN ANTONIO,TEXAS, acting by
and through the City Public Service Board of
San Antonio,Texas
Signed by: /I
M avi0, ,�ik#'
By:. ..-'2'D4D8F55DCDB42A..................................
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 a 1,990.508 acre or 86,706,611 square feet tract of land lying in the "Rincon de Corpus Christi"
Grant to Ramon de Ynojosa,Abstract 411 Nueces County, Texas, same being a portion of Lot 1,Block 1,
of the Barney M.Davis Subdivision recorded in volume 37,page 86,Map Records,Nueces County,Texas,
same being the remaining portion of a called 1,990.795 acre tract of land described as `Barney M. Davis
Power Station" recorded in document number 2004032947, Official Public Records, Nueces County,
Texas, and more particularly described as follows:
BEGINNING at a found"X"in a brass plate in concrete,for the west corner of the aforementioned Barney
M. Davis tract, an interior angle corner of a tract of land described in deed to "King Ranch" recorded in
volume 217,page 316,Deed Records,Nueces County,Texas,the west corner of the aforementioned Lot 1,
and the west of the herein described 1,990.508 acre tract;
THENCE along a northwest line of the aforementioned Barney M. Davis tract, same being an east line of
the aforementioned"King Ranch"tract,N28033137"E at a distance of 2,000.22 feet passing a found"X"in
a brass plate in concrete, continuing for a total distance of 2,708.90 feet to a 3/4" iron rod found in the
southeast shoreline of Cayo Del Oso Bay,for the western most northwest corner of said Barney M. Davis
tract, an exterior angle corner of said"King Ranch"tract,the western most northwest corner of said Lot 1,
and the western most northwest corner of the herein described 1,990.508 acre tract, from which a found
"X"in a brass plate in concrete bears S28018'0FV a distance of 7.11 feet;
THENCE along the southeast shoreline of the aforementioned Cayo Del Oso Bay,same being a north line
of the aforementioned Barney M. Davis tract the following ten(10)courses:
N88033'21"E a distance of 218.28 feet to a 3/4" iron rod found;
S76015'14"E a distance of 580.71 feet to a 3/4" iron rod found;
S80044'00"E a distance of 156.76 feet to a unmonumented point;
N85022'18"E a distance of 261.90 feet to a unmonumented point;
N67028'59"E a distance of 266.27 feet to a 3/4" iron rod found;
N75035'36"E a distance of 325.52 feet to a 3/4" iron rod found;
N44035'34"E a distance of 355.28 feet to a 3/4" iron rod found;
N70046'38"E a distance of 759.93 feet to a 3/4" iron rod found;
N57052'36"E a distance of 106.52 feet to a 3/4" iron rod found;
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N30034'06"E a distance of 109.73 feet to a 3/4" iron rod found for the north corner of the
aforementioned Barney M. Davis tract, an angle corner of Lot 31 of section 38 of the Flour Bluff
& Encinal Farm and Garden Tracts Subdivision as recorded in volume A,page 43,Map Records,
Nueces County,Texas,and the north corner of the herein described 1,990.508 acre tract;
THENCE leaving the southeast shoreline of the aforementioned Cayo Del Oso Bay, along the southwest
line of the aforementioned section 38, same being a northeast line of the aforementioned Barney M. Davis
tract, S61025152"E at a distance of 1,321.73 feet passing a 1/2" iron rod found for the common line of lots
29 and 30 of said section 38,continuing at a distance of 1,981.60 feet passing a 1/2" iron rod found for the
common line of lots 29&28 of said section 38,continuing at a distance of 4,621.93 feet passing a 1/2"iron
rod found for the common line of Lot 25 of said section 38 and Lot 32 of section 51,of the aforementioned
Flour Bluff&Encinal Farm and Garden Tracts subdivision,continuing at a distance of 7,921.93 feet passing
a 5/8" iron rod found for the common line of lots 28 & 27 of said section 51, continuing at a distance of
8,582.28 feet passing a 3/4" iron pipe found for the common line of Lot 27 of said section 51, and Lot 5,
block 1, of the Trail Blazer Addition, recorded in volume 69, page 134, Map Records, Nueces County,
Texas, continuing for a total distance of 9,853.43 feet to a 1/2" iron rod set with plastic cap stamped
"CDS/Muery S.A. TX"for an interior angle corner of said Barney M. Davis Tract,the south corner of said
Trail Blazer Addition, an angle corner of the aforementioned Lot 1, of the Barney M. Davis Subdivision,
and an exterior angle corner of the herein described 1,990.508 acre tract;
THENCE leaving a north line of the aforementioned Lot 1 of the Barney M. Davis Subdivision, and a
north line of the aforementioned Flour Bluff& Encinal Farm and Garden Tracts subdivision, along a
southeast line of the aforementioned Trail Blazer Addition, and a northeast line of the aforementioned
Barney M.Davis tract,N28034'07"E a distance of 250.00 feet to a 1/2"iron rod set with plastic cap stamped
"CDS/Muery S.A. TV for an exterior angle corner of said Barney M. Davis tract, and an exterior angle
corner of the herein described 1,990.508 acre tract;
THENCE along a northeast line of the aforementioned Barney M. Davis tract, S61025'53"E at a distance
of 17.09 feet passing a 5/8"iron rod found for an angle comer of the aforementioned Trail Blazer Addition,
continuing for a total distance of 45.00 feet to a unmonumented point in the centerline of Waldron Road
(variable width right-of-way),same being a common line of sections 38& 51 of the Flour Bluff&Encinal
Farm and Garden Tracts subdivision, for an exterior angle corner of the said Barney M. Davis tract, an
exterior angle corner of said Trail Blazer Addition,and an angle corner of a called 55.363 acre tract of land
described in deed to Lundquist Family Real Estate,LLC et al,recorded in document number 2021023284,
Official Public Records, Nueces County, Texas, and an exterior angle corner of the herein described
1,990.508 acre tract;
THENCE along the centerline of the aforementioned Waldon Road, same being a northeast line of the
aforementioned Barney M.Davis tract,the aforementioned common line of sections 38 and 51 of the Flour
Bluff& Encinal Farm and Garden Tracts subdivision, and a northwest line of the aforementioned 55.363
acre tract, S28034'07"W a distance of 250.00 feet to a 1/2" iron rod set with plastic cap stamped
"CDS/Muery S.A. TV in a north line of the aforementioned Lot 1 of the Barney M. Davis Subdivision,
for an interior angle corner of said Barney M. Davis tract, the south corner of said section 38, the west
corner of said 51, the west corner of said 55.363 acre tract, and an interior angle corner of the herein
described 1,990.508 acre tract;
THENCE leaving the centerline of the aforementioned Waldron Road, along a north line of the
aforementioned Lot 1 of the Barney M. Davis Subdivision, same being a north line of the aforementioned
Barney M.Davis tract,a southwest line of the aforementioned section 52 of the Flour Bluff&Encinal Farm
and Garden Tracts subdivision, and a south line of the aforementioned 55.363 acre tract, S61025'52"E a
distance of 5,858.18 feet to a 1/2" iron rod found with plastic cap stamped "CDS/Muery S.A. TX" in the
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west shoreline of the Laguna Madre Bay, for the northeast corner of said Barney M. Davis tract, the
northeast corner of said Lot 1 of the Barney M. Davis Subdivision, the southeast corner of the Laguna
Madre Cove, recorded in volume 20, page 49, Map Records, Nueces County, Texas, and the northeast
corner of the herein described 1,990.508 acre tract;
THENCE along the west shoreline of the aforementioned Laguna Madre Cove the following twenty-seven
(27)courses:
S14024145"W a distance of 671.13 feet to a unmonumented point;
S26032133"W a distance of 265.93 feet to a unmonumented point;
S14030'11"W a distance of 596.94 feet to a unmonumented point;
S 13°45'10"E a distance of 316.42 feet to a unmonumented point;
S02004'42"E a distance of 221.07 feet to a unmonumented point;
S 10059121"W a distance of 64.71 feet to a unmonumented point;
S200 12'27"W a distance of 201.45 feet to a unmonumented point;
S12036117"W a distance of 206.66 feet to a unmonumented point;
S12°18'03"E a distance of 178.45 feet to a unmonumented point;
S03054'05"E a distance of 437.22 feet to a unmonumented point;
S08034124"W a distance of 68.55 feet to a unmonumented point;
S02029142"W a distance of 128.87 feet to a unmonumented point;
S07006'50"E a distance of 257.88 feet to a unmonumented point;
S01°13'14"E a distance of 85.52 feet to a unmonumented point;
S 14023'47"E a distance of 64.49 feet to a unmonumented point;
S26046'39"E a distance of 283.50 feet to a unmonumented point;
S22025'59"E a distance of 236.54 feet to a unmonumented point;
S18015'40"E a distance of 117.78 feet to a unmonumented point;
S23°28'17"E a distance of 215.69 feet to a unmonumented point;
S41°04'50"E a distance of 200.42 feet to a unmonumented point;
S360 14'03"E a distance of 147.63 feet to a unmonumented point;
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S47033'00"E a distance of 234.91 feet to a unmonumented point;
S54002'00"E a distance of 888.57 feet to a unmonumented point;
S53003'30"E a distance of 259.09 feet to a unmonumented point;
S36022'49"E a distance of 110.08 feet to a unmonumented point;
S15030'38"E a distance of 337.21 feet to a unmonumented point;
S02008'1 FV a distance of 167.97 feet to a unmonumented point, for the southeast corner of the
aforementioned Barney M. Davis tract, the southeast corner of the aforementioned Lot 1 of the
Barney M. Davis Subdivision, an angle corner of the aforementioned"King Ranch"tract, and the
southeast corner of the herein described 1,990.508 acre tract;
THENCE leaving the shoreline of the aforementioned Laguna Madre Cove, along the south line of the
aforementioned Barney M. Davis tract,the south line of the aforementioned Lot 1 of the Barney M. Davis
Subdivision, and a north line of the aforementioned "King Ranch" tract, N61025152"W at a distance of
290.00 feet passing a 1/2" iron rod set with plastic cap stamped"CDS/Muery S.A. TX" for a witness rod,
continuing for a total distance of 22,131.31 feet the PLACE OF BEGINNING and containing 1,990.508
acres or 86,706,611 square feet.
SAVE AND EXCEPT:
BEING a 5.692 acre or 247,950 square feet tract of land lying in the "Rincon de Corpus Christi" Grant to
Ramon de Ynojosa, Abstract 411 Nueces County, Texas, same being a portion of Lot 1, Block 1, of the
Barney M.Davis Subdivision recorded in volume 37,page 86,Map Records,Nueces County,Texas,same
being all of a 5.351 acre tract of land described as "Substation Site" recorded in document number
2004032948,Official Public Records,Nueces County,Texas,same also being all of a 0.341 of an acre tract
of land described as `Barney M. Davis Power Station 138KV Substation Expansion" to Electric
Transmission Texas, LLC, a Delaware limited liability company, recorded in document number
2016028423,Official Public Records,Nueces County,Texas, and more particularly described as follows:
COMMENCING at a found "X" in a brass plate in concrete, for the west corner of the aforementioned
Barney M. Davis tract and an interior angle corner of a tract of land described in deed to "King Ranch"
recorded in volume 217,page 316,Deed Records,Nueces County,Texas;
THENCE along the south line of the aforementioned Barney M.Davis tract,same being a north line of the
aforementioned"King Ranch"tract, S61025'52"E a distance of 13,918.72 feet to an unmonumented point;
THENCE leaving the north line of the aforementioned "King Ranch" tract, across the lands of the
aforementioned Barney M. Davis tract,N28034'08"E a distance of 1,481.32 feet to a 1/2" iron rod set with
plastic cap stamped"CDS/Muery S.A.TX"for the PLACE OF BEGINNING,the south corner of"Parcel
3"the aforementioned 0.341 of an acre tract,the west corner of the aforementioned 5.351 acre tract,and an
angle corner of the herein described 5.692 acre tract;
THENCE along a south line of"Parcel 3" of the aforementioned 0.341 of an acre tract,N61025'38"W a
distance of 16.00 feet to a 1/2"iron rod found with plastic cap stamped"CDS/Muery S.A.TX"for the west
corner of said"Parcel 3" and the west corner of the herein described 5.692 acre tract;
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Docusign Envelope ID:97EB4FE9-10F3-41A0-98E6-F12A7B49786E
THENCE along the west line of"Parcel 3" of the aforementioned 0.341 of an acre tract,N28034122"E a
distance of 450.00 feet to a 1/2" iron rod found with plastic cap stamped "CDS/Muery S.A. TX" for the
north corner of said"Parcel 3",and the north corner of the herein described 5.692 acre tract;
THENCE along the north line of"Parcel 3" of the aforementioned 0.341 of an acre tract, and a north line
of the aforementioned 5.351 acre tract, and the north line of"Parcel 2" of said 0.341 of an acre tract,
S61°25'38"E at a distance of 16.00 feet passing an unmonumented point for the east corner of said"Parcel
3" and the north corner of said 5.351 acre tract, continuing at a distance of 532.00 feet passing an
unmonumented point for the east corner of said 5.351 acre tract, and the north corner of said "Parcel 2",
continuing for a total distance of 551.00 feet to a 1/2"iron rod found with plastic cap stamped"CDS/Muery
S.A. TX" for the east corner of said"Parcel 2" and the east corner of the herein described 5.692 acre tract;
THENCE along the south line of"Parcel 2" of the aforementioned 0.341 of an acre tract, a south line of
the aforementioned 5.351 acre tract, and the south line of "Parcel 1" of said 0.341 of an acre tract,
S28034122"W at a distance of 253.70 feet passing an unmonumented point for the south corner of said
"Parcel 2" and an angle corner of said 5.351 acre tract, continuing at a distance of 300.54 feet passing an
unmonumented point for an angle corner of said 5.351 acre tract, and the east corner of said "Parcel 1",
continuing for a total distance of 450.00 feet to a 1/2" iron rod set with plastic cap stamped "CDS/Muery
S.A. TX" for the south corner of said "Parcel 1" and the south corner of the herein described 5.692 acre
tract;
THENCE along the west line of"Parcel 1" of the aforementioned 0.341 of an acre tract and the west line
of the aforementioned 5.351 acre tract,N61°25'38"W at a distance of 19.00 feet passing an unmonumented
point for the west corner of said "Parcel 1" and the south corner of said 5.351 acre tract, continuing for a
total distance of 535.00 feet to the PLACE OF BEGINNING and containing 5.692 acres or 247,950 square
feet.
Tract 2:
Easements created under Article 2.4 of that certain Easement,License and Site Access Agreement executed
by AEP Texas Central Company, a Texas corporation, for the benefit of Barney M. Davis, LP, a Texas
limited partnership, filed July 6, 2004, recorded in Document Number 2004032948, Official Public
Records,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 $310,000 $340,000 $220,000 $95,000 $965,000
Christi
Del Mar $120,000 $130,000 $85,000 $40,000 $375,000
College
Flour Bluff
Independent $400,000 $430,000 $275,000 $120,000 $1,225,000
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:97EB4FE9-10F3-41A0-98E6-F12A7B49786E
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
Flour Bluff Independent School District
2505 Waldron Road
Corpus Christi,TX 78418
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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