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47.1, The Parties hereto do mutually contract and agree as follows: . I. -- Term 1.1. The term of this AGREEMENT shall begin on the 13th day of Apfi1, 1998, with, as hereinafter provided, tax abatement granted herein beginning with the tax year ,beginning January 1, 1999, and expiring on December 31, 2003, subject to the option to extend hereinafter described. II. Area to be Improved 2.1. The property to be the subject of this agreement shall be that property described by metes and bounds in Exhibit A, attached hereto, which is made a part hereof and shall be hereinafter referred to as PROPERTY. III. Improvements 3.1. The OWNER shall make improvements to the PROPERTY as follows: Expansion in warehouse facilities and distribution operations in the city of Paris consisting of the construction of additional warehouse space and modifications to the existing buildings and utilities. Such ,— improvements will be made upon the PROPERTY herein described and will consist of a minimum 100,000 square foot facility added to the existing facility; new truck docks; new dock apron; relocation of docks doors on the existing facility; and miscellaneous items of office and plant equipment, all of which will be particularly described in CITY'S Certificate of Completion prepared after the completion and installation of the improvements and machinery herein described which shall be furnished to and filed with the Chief Appraiser of Lamar County and the Tax Assessor and Collector of the City of Paris. Said Certificate shall be duly executed by the Mayor of the City of Paris and attached hereto as Exhibit B. The improvements described in this paragraph shall be hereinafter referred to as IMPROVEMENTS. The IMPROVEMENTS will be at a cost in excess of $1,800,000.00, and shall be substantially completed on or about March 31, 1999; provided, that OWNER shall have such additional time to complete the IMPROVEMENTS as may be required in the event of :'force majeure" if OWNER is diligently and faithfully pursuing completion of the IMPROVEMENTS. For this purpose, "force majeure" shall mean any contingency or cause beyond the reasonable control of OWNER including, without limitation, acts of God, or the public enemy, any natural disaster, war, riot, civil commotion, insurrection, governmental or de facto governmental action, unless caused by acts or omissions of OWNER, fires, explosions, accidents, floods, and labor disputes or strikes. The date of completion of the IMPROVEMENTS shall be defined as the date a Certificate of Occupancy is issued by the City of Paris. TAX ABATEMENT AGREEMENT - Page 2