AMENDMENT NO. 1 TO AGREEMENT FOR LIMITATION ON APPRAISED VALUE . - Texas

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AMENDMENT NO. 1TO AGREEMENT FOR LIMITATION ON APPRAISED VALUE OF PROPERTY FORSCHOOL DISTRICT MAINTENANCE AND OPERATIONS TAXESBETWEEN PRAIRILAND INDEPENDENT SCHOOL DISTRICT AND SAMSONSOLAR ENERGY II, LLC(C omptroller Application No. 1371)This AMENDMENT NO. 1 TO THE AGREEMENT FOR LIMITATION ONAPPRAISED VALUE OF PROPERTY FOR SCHOOL DISTRICT MAINTENANCE ANDOPERATIONS TAXES (this “Amendment No. 1”) is entered into by and between PRAIRILANDINDEPENDENT SCHOOL DISTRICT (the “District”), a lawfully created independent school districtof the State of Texas operating under and subject to the Texas Education Code, and SAMSON SOLARENERGY II, LLC, a Texas limited liability company, Texas Taxpayer Identification Number32070517324 (“Applicant”). The Applicant and the District may hereafter be referred together as the“Parties” and individually as a “Party.” Undefined capitalized terms herein shall have the meaninggiven to them in the Agreement (as defined below).WHEREAS, on or about April 20, 2020, pursuant to Chapter 313 of the Texas Tax Code,after conducting a public hearing on the matter, the District made factual findings (the “Findings ofFact”), and passed, approved, and executed that certain Agreement for Limitation on AppraisedValue of Property for School District Maintenance and Operations Taxes dated April 20, 2020, byand between the District and Applicant (the “Agreement”);WHEREAS, on July 29, 2020, pursuant to Section 10.2 of the Agreement, the Applicantrequested to update the project timelines, project maps, the description of the qualified investment,the description of the qualified property, the description and location of the land, and the reinvestmentzone;WHEREAS, the Parties notified the Texas Comptroller of Public Accounts (the“Comptroller”) of the request for this Amendment No. 1, and the Comptroller issued its notice andapproved the form of this Amendment No. 1 on September 23, 2020; andWHEREAS, on October 19, 2020, the Board of Trustees determined that this AmendmentNo. 1 is in the best interest of the District and the State of Texas and is consistent with and authorizedby Chapter 313 of the Texas Tax Code, and hereby approves this Amendment No. 1 and authorizesthe Board President and Secretary or in the event the Board President and Secretary are unavailableor have disclosed a conflict of interest, the Board of Trustees has authorized the Board Vice President,to execute and deliver such Agreement to the Applicant.NOW, THEREFORE, in consideration of the foregoing recitals, the mutual benefits to bederived by the Parties and other good and valuable considerations, the receipt and adequacy of whichare hereby acknowledged, and in compliance with Section 10.2 of the Agreement, the undersignedParties agree to amend the Agreement as follows:1.Amendments. The Agreement is hereby amended as follows:Amendment to Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826

A.Section 2.3 of the Agreement is amended as follows:Section 2.3. TERM OF THE AGREEMENT.A. The Application Review Start Date for this Agreement is September 25, 2019 which willbe used to determine the eligibility of the Applicant’s Qualified Property and all applicable wagestandards.B. The Application Approval Date for this Agreement is April 20, 2020.C. The Qualifying Time Period for this Agreement:i.Starts on the April 20, 2020, Application Approval Date; andii.Ends on December 31, 2022, the last day of the second complete Tax Yearfollowing the Qualifying Time Period start date;D. The Tax Limitation Period for this Agreement:i.Starts on January 1, 2023, the first complete Tax Year that begins after the endof the Qualifying Time Period;ii.Ends on December 31, 2032; which is the year the Tax Limitation Periodstarts as identified in Section 2.3.D.i plus 9 years.E. The Final Termination Date for this Agreement is December 31, 2037.F. This Agreement, and the obligations and responsibilities created by this Agreement, shallbe and become effective on the Application Approval Date identified in Section 2.3.B. ThisAgreement, and the obligations and responsibilities created by this Agreement, terminate on theFinal Termination Date identified in Section 2.3.E, unless extended by the express terms of thisAgreement.B.Section 6.3 of the Agreement is amended as follows:Section 6.3. CALCULATION OF ANNUAL SUPPLEMENTAL PAYMENTS TO THE DISTRICT.For each Tax Year beginning with the period starting the first full or partial year of theQualifying Time Period (2020) and ending December 31 of the third year following the end of theTax Limitation Period (2035), Supplemental Payments shall be owed. During the Qualifying TimePeriod and for the three years following the end of the Tax Limitation Period, the SupplementalPayment shall not be subject to the Aggregate Limit.If, for any Tax Year during the Limitation Period of this Agreement the CumulativePayments exceed the Aggregate Limit for such Tax Year, then the Supplemental Payment for suchTax Year shall be reduced in an amount required to cause the Cumulative Payments to be equal tothe Aggregate Limit. In such event, the amount by which the Supplemental Payment was reducedshall be carried forward from year-to-year until paid to the District (but in no event shall be carriedforward beyond the Final Termination Date). Any carried-forward amounts not paid by the FinalTermination Date shall be considered canceled and no longer owed by Applicant. The AggregateLimit shall not apply nor limit Supplemental Payments owed to the District during any Tax Year thatAmendment to Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826

is not included in the Tax Limitation Period (i.e., any Qualifying Time Period years that are not alsoincluded in the Tax Limitation Period and the three years following the end of the Tax LimitationPeriod).For illustrative purposes, the Supplemental Payments shall be paid as follows:Tax YearSupplemental Payment Amount Owed2020The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2021The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2022The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2023The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2024The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2025The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2026The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2027The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2028The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2029The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2030The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2031The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2032The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2033The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2034The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.2035The greater of 50,000 or 100 multiplied by the District’s AverageDaily Attendance for the previous school year.C.Exhibit 1: Exhibit 1 is amended to update the order creating the reinvestment zone, thereinvestment zone boundary, and reinvestment zone maps.D.Exhibit 2: Exhibit 2 is amended to change the description and location of the land. SamsonAmendment to Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826

EXHIBIT 1DESCRIPTION AND LOCATION OF ENTERPRISE OR REINVESTMENT ZONEAgreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 1

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 1

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 1

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 1

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 1

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 1

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 1

EXHIBIT 2DESCRIPTION AND LOCATION OF LANDSamson Solar Energy II LLC has leased 3,547 acres of land with local landowners in Lamar, County,Texas for construction and operation of the Project.Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 2

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 2

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 2

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 2

Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 2

EXHIBIT 3APPLICANT’S QUALIFIED INVESTMENTThe proposed qualified investment consists of solar photovoltaic modules, a single axis tracking system,driven-pile foundations, DC wiring, DC/AC inverters, medium voltage step-up transformers, ACcabling and a central substation with a high voltage step-up transformer. Upon completion the site willinclude 50-70 inverters and 450,000 – 1,000,000 panels depending on the final size of the project builtand the technology used.Other improvements include an electrical substation or switchyard, an overhead transmission line,collection cable, foundations and raking, and other equipment associated with the solar facility.The capital investment for this project is estimated to be 340 million. Samson Solar Energy II LLCanticipates the commencement of commercial operations for this project by the fourth quarter 2021.Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 3

EXHIBIT 4DESCRIPTION AND LOCATION OF QUALIFIED PROPERTYSamson Solar Energy LLC proposes constructing an up to 250 MW solar electric generation facilityon up to 2,960 acres of privately-owned land in Lamar County.The proposed qualified investment consists of solar photovoltaic modules, a single axis trackingsystem, driven-pile foundations, DC wiring, DC/AC inverters, medium voltage step-up transformers,AC cabling and a central substation with a high voltage step-up transformer. Upon completion thesite will include 50-70 inverters and 450,000 – 1,000,000 panels depending on the final size of theproject built and the technology used.Other improvements include an electrical substation or switchyard, an overhead transmission line,collection cable, foundations and raking, and other equipment associated with the solar facility.The capital investment for this project is estimated to be 340 million. Samson Solar Energy LLCanticipates the commencement of commercial operations for this project by the fourth quarter of2021.Amendment to Agreement for Limitation on Appraised ValueBetween Prairiland ISD and Samson Solar Energy II, LLC #1371Amended October 19, 2020Texas Economic Development Act AgreementComptroller Form 50-826 (Jan 2016)EXHIBIT 4

Between Prairiland ISD and Samson Solar Energy II, LLC #1371 Comptroller Form 50-826 Amended October 19, 2020 AMENDMENT NO. 1 TO AGREEMENT FOR LIMITATION ON APPRAISED VALUE OF PROPERTY FOR SCHOOL DISTRICT MAINTENANCE AND OPERATIONS TAXES BETWEEN PRAIRILAND INDEPENDENT SCHOOL DISTRICT AND SAMSON SOLAR ENERGY II, LLC