1990-063-RES WHEREAS, the City Council of the City of Paris has been presented a proposed agreement by and between
RESOLUTION NO. 90-063
WHEREAS, the City Council of the City of Paris has been
presented a proposed agreement by and between the City of
Paris, Paris, Texas and Kimberly-Clark Corporation
establishing a reinvestment zone in the City of Paris, Paris,
Texas, and providing for a commercial and industrial tax
abatement for certain improvements, a copy of which is
attached hereto as Exhibit A, and incorporated herein by
reference hereinafter called "AGREEMENT"; and,
WHEREAS, upon full review and consideration of the
AGREEMENT, and all matters attendant and related thereto, the
City Council is of the opinion that the terms and conditions
thereof should be approved, and that the Mayor shall be
authorized to execute it on behalf of the City of Paris; NOW
THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS,
PARIS TEXAS:
1, The terms and cond i t ions of the proposed AGREEMENT, in
the form attached hereto as Exhibit A, having been
reviewed by the City Council of the City of Paris and
found to be acceptable and in the best interests of the
City of Paris and its citizens, are hereby in all things
approved.
2, The Mayor is hereby authorized to execute the AGREEMENT
and all other documents in connection therewith on
behalf of the City of Paris substantially according to
the terms and conditions set forth in the AGREEMENT.
3. That this approval and execution of the AGREEMENT on
behalf of the City is not conditional upon approval and
execution of any other tax abatement agreement by any other
taxing entity.
4. This resolution shall become effective from and after
its passage.
Passed and approved this the
August, 1990.
, Mayor
ATTEST:
Mattie Cunningham,
AP~~FORM:
c.-----.,
COUNTY OF LAMAR
~
~
THE STATE OF TEXAS
TAX ABATEMENT AGREEMENT
This agreement is entered into by and between the CITY OF
PARIS, a municipal corporation, situated in Lamar County, Texas,
acting by and through its Mayor, Eric S. Clifford, duly
authorized, hereinafter called CITY, and Kimberly-Clark
Corporation, acting by and through its authorized officer whose
signature appears below, hereinafter referred to as OWNER.
WITNESSETH:
WHEREAS, on the 5th day of July, 1990, the City Counc il of
the City of Paris, Paris, Texas, passed Ordinance No. 90-019
establishing Reinvestment Zone No. Two in the City of Paris for
commercial and industrial tax abatement, hereinafter referred to
as ORDINANCE, as authorized by the Property Redevelopment and Tax
Abatement Act, as amended, being V.T,C.A. Tax Code, Chapter 312;
and,
WHEREAS, the CITY did heretofore in Resolution No. 90-039
adopted a policy on tax abatement incentives; and,
WHEREAS, the policy on tax abatement incentives constitutes
appropriate guidelines and criteria governing tax abatement
agreements to be entered into by the CITY as required by the
Property Redevelopment and Tax Abatement Act, as amended; and,
WHEREAS, the CITY did in said same Resolution No, 90-039,
elect to be eligible to participate in offering tax abatement
agreements; and,
WHEREAS, in order to maintain and enhance the commercial and
industrial economic and employment base of the Paris area for the
long term interest and benefit of the CITY and its citizens: and,
WHEREAS, the contemplated use of the property, as
hereinafter defined, the contemplated improvements to the
property in the amount as set forth in this agreement and the
other terms hereof are consistent with encouraging development of
said Reinvestment Zone No, Two in accordance with the purposes
for which it was created and are in compliance with the CITY'S
policy on tax abatement incentives and the ordinance creating
such reinvestment zone adopted by the CITY and all applicable
laws;
EXHIBIT A
NOW THEREFORE, the Parties hereto do mutually contract and
agree as follows:
I.
Term
1,1. The term of this AGREEMENT sha11 begin on the 9th day
of August, 1990, with, as hereinafter provided, tax abatement
granted herein beginning with the tax year beginning January 1,
1991, and expiring on December 31, 1995, 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 on Exhibits A, B,
and C, attached hereto, and depicted on the plat attached hereto
as Exhibit D, each of 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 production capacity in the Paris plant
consisting of additional production lines and modifications to
the existing buildings and utilities. Such improvements will be
made upon the PROPERTY herein described and will consist of
machinery, equipment and utilities installed to produce consumer
products in the existing south converting and mechanical
buildings; a cooling tower located 35 feet south of said
converting and mechanical buildings; building revisions and new
truck docks in the present south rail dock area; additional
conveyors, case stackers, stretch wrappers and a trash compactor
to be located in the present converting and storage areas; a
40,000 square foot addition to the northeast section of the
existing employee parking lot; 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 Co11ector of
the City of Paris. Said Certificate shall be duly executed by
the Nayor of the Ci ty of Paris. The improvements descr ibed in
this paragraph shall be hereinafter referred to as IMPROVEMENTS.
The IMPROVEMENTS wil1 be at a cost in excess of $1,000,000, and
shall be substantially completed on or about January 1, 1992;
provided, that OWNER shall have such additional time to complete
the INPROVEMENTS as may be required in the event of "force
majeure" if OWNER is diligently and faithfully pursuing
-2-
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.
IV.
Consideration
Improvements
4,1, The OWNER agrees and covenants that it will diligently
and faithfully, in a good and workmanlike manner, pursue the
completion of the IMPROVEMENTS as a good and valuable
consideration of this AGREEMENT, OWNER further covenants and
agrees that all construction of the IMPROVEMENTS will be in
accordance with all applicable state and local laws, codes and
regulations or valid waiver thereof. In further consideration,
OWNER shall thereafter, from the date a Certificate of Occupancy
is issued until the expiration of this AGREEMENT, continuously
operate and maintain the PROPERTY as an assembly or manufacturing
plant.
V.
Consideration
Jobs
5,l. Not later than January 1, 1992, OWNER will create at
least twenty (20) new, permanent jobs at the Paris Plant for work
to be performed substantially either (a) at the site of the
Improvements, or (b) in support of operations performed by others
at the site of the IMPROVEMENTS.
5.2, OWNER agrees that, during that portion of the term of
the AGREEMENT occurring subsequent to January 1, 1992, including
the extension of the primary term as provided in Section VII, it
will not reduce below twenty (20) the number of such new,
permanent jobs so created.
VI.
DEFAULT
6,1, In the event that (a) the IMPROVEMENTS for which an
abatement has been granted are not completed in accordance with
this AGREEMENT or (b) OWNER allows its ad valorem taxes owed the
CITY to become delinquent and fails to timely and properly follow
the legal procedures for protest or contest of any such ad
-3-
valorem taxes; or (c) OWNER breaches any of the terms and
conditions of this AGREEMENT, then this AGREEMENt, shall be in
default. In the event the OWNER defaults in its performance of
either (a), or (b) or (c) above, then the CITY shall give the
OWNER written notice of such default and if the OWNER has not
cured such default with thirty (30) days of said written notice,
or, if such default cannot be cured by the payment of money and
cannot with due diligence be cured within a 90-day period due to
cause beyond the control of the OWNER, this AGREEMENT may be
terminated by the CITY, Notice shal1 be in accordance with
paragraph 13,3. As liquidated damages in the event of default,
all taxes which otherwise would have been paid to the CITY
without the benefit of abatement, together with interest to be
charged at the statutory rate for delinquent taxes as determined
by Section 33.01 of the Property Tax Code of the State of Texas,
with all penalties permitted by the Property Redevelopment and
Tax Abatement Act and the Property Tax Code of the State of
Texas, will become a debt to the CITY and shall be due, owing and
paid to the CITY within sixty (60) days of the expiration of the
above mentioned applicable cure period as the sole remedy of the
CITY subject to any and all lawful offsets, settlements,
deductions, or credits to which OWNER may be entitled. The
parties acknowledge that actual damages in the event of default
and termination would be speculative and difficult to determine.
Vll,
Tax Abatement
7.1. It is understood and agreed among the parties that the
PROPERTY, also known as Tax Reinvestment Zone Number Two, shall
be appraised at market value prior to the construction and
installation of the IMPROVEMENTS for the purposes of property tax
assessment effective January 1, 1991, and continued at market
value without said IMPROVEMENTS until the expiration of this
AGREEMENT, The CITY, acting under and pursuant to the said Texas
Property Redevelopment and Tax Abatement Act, hereby covenants
and agrees to abate,
(a) all CITY real property taxes that would other wise
be payable with respect to the IMPROVEMENTS, and
(b) All CITY personal property taxes that would otherwise
be payable with respect to all personal property, save and
except inventory and supplies, that is brought onto the
PROPERTY descr i bed in Exh ib i t "A" and "B" as a par t of the
improvement project herein described,
for a primary period of five (5) years beginning January 1, 1991,
with an option to extend said period for an additional two (2)
years beginning January 1, 1996, as hereinafter provided.
-4-
VIll,
Extension Option
8.1. In the event OWNER shall keep each and every agreement
contained herein and do and perform all the obligations required
of OWNER hereunder during the term of this AGREEMENT, an option
is hereby given and granted to OWNER to renew and extend this
AGREEMENT for an additional period of two (2) years from and
after the expiration of this AGREEMENT, said two (2) years
beginning on the 1st day of January, 1996, and ending on the 31st
day of December, 1997.
8.2.
the above
than March
In order for OWNER to exercise the option granted in
paragraph, notice shall be given in writing no later
31, 1995,
IX.
No Conflict of Interest
9.1. The CITY represents and warrants that the PROPERTY
does not include any property that is owned by a member of the
City Council approving, or having responsibility for the approval
of, this AGREEMENT.
X.
Conditions
10.1. The terms and conditions of the AGREEMENT are binding
upon the successors and assigns of all parties hereto.
10.2. It is understood and agreed between the parties that
the OWNER, in performing its obligations hereunder, is acting
independently, and the CITY assumes no responsibility or
liability in connection therewith to third parties and OWNER
agrees to indemnify and hold harmless the CITY therefrom; it is
further understood and agreed among the parties that the CITY, in
performing its obligations hereunder, is acting independently,
and the OWNER assumes no responsibility or liability in
connection therewith to third parties and the CITY agrees to
indemnify and hold harmless the OWNER therefrom.
XI.
Compliance Provisions
ILL The OWNER further agrees that the CITY, its agents
and employees, shall have reasonable right of access to the
property to inspect the IMPROVEMENTS in order to insure that the
construction of the IMPROVEMENTS are in accordance with this
AGREEMENT and all applicable state and local laws and regulations
-5-
or valid waiver thereof, After completion of the IMPROVEMENTS,
the CITY shall have the continuing right to inspect the PROPERTY
to insure that it is thereafter maintained aodoverated in
accordance with this agreement during the term of the AGREEMENT,
and OWNER shall provide evidence as to the creation of the twenty
(20) new, permanent jobs described in this Agreement,
Representative of the CITY inspecting the property and
improvements shall sign an agreement promising to maintain the
confidentiality of any information they obtain in connection
therewith except for the purposes of assessing and collecting ad
valorem taxes, Said representative shall also be required to
observe any facility rule and regulation applicable to the
property.
XII.
Authority to Contract
12.l. This AGREEMENT was authorized by resolution of the
City Council at its regularly scheduled meeting on the 9th day of
August, 1990, authorizing the Mayor to execute the AGREEMENT on
behalf of the City.
12,2. This AGREEMENT was entered into by Kimberly-Clark
pursuant to authority granted to Nick B, Hansen, Vice President
and Tax Counsel by its Chairman of the Board and Chief Executive
Officer on the 1st day of June, 1985.
12.3, This AGREEMENT shall constitute a valid and binding
AGREEMENT between the CITY and KIMBERLY-CLARK when executed in
accordance herewith, regardless of whether any other taxing unit
executes a similar agreement for tax abatement,
XllI.
Legal
13.l. No officer, official or agent of the CITY has the
power to amend, modify or alter this AGREEMENT or waive any of
its conditions or to bind the CITY by making any promise or
representation not contained herein,
13.2 This AGREEMENT, except by operation of law, shall not
be assigned or transferred by OWNER, without the prior written
consent of CITY, which consent shall be at the sole discretion of
the CITY.
13.3. Any written notice required or permitted under the
terms of this AGREEMENT shall be given and be deemed to have been
duly served if either (1) delivered in person, or (2) deposited
certified mail, return receipt requested, postage prepaid in the
United States mail, addressed to the designated representative of
the respective parties which are designated as follows:
-6-
KIMBERLY-CLARK CORPORATION
Vice President & Tax Counsel
Kimberly-Clark Corporation
World Headquarters
DFW Airport Station 619100
Dallas, TX 75261-9100
CITY
City Manager
City of Paris
p, O. Box 9037
Paris, Texas 75461-9037
With a copy to:
Plant Manager
Kimberly-Clark Corporation
P. 0, Box 2000
Paris, Texas 75460
With a copy to:
City Clerk
City of Paris
P. O. Box 9037
Paris, Texas 75461-9037
13.3. If any term or provlslon of this AGREEMENT shall be
declared unconstitutional or void by any court of competent
jurisdiction, the constitutionality and validity of the
remainder of said AGREEMENT shall not be affected thereby,
and to this end the terms and provisions of said Agreement
are declared to be severable.
13.4. This AGREEMENT sets forth the entire understanding
between the par ties, and any other under stand ings or agreements
shall be cancelled and superseded by this AGREEMENT upon the date
of execution hereof, None of the terms of this AGREEMENT shall
be waived, discharged, altered or modified in any respect, except
by an Agreement in writing signed by both parties and
specifically referring to this AGREEMENT. The captions in this
AGREEMENT are included for convenience only and shall not be
taken into consideration in any construction or interpretation of
this AGREEMENT or any of its provisions, This AGREEMENT is
performable in Lamar County, Texas, and shall be governed by,
construed and enforced in accordance with the laws of the State
of Texas. The provisions of this AGREEMENT shall apply to, bind
and inure to the benefit of the CITY, OWNER, and their respective
successors, and permitted assigns, if any,
Witness our hands this 9th day of August, 1990.
APPROVED:
Eric S. Clifford, Mayor,
City of Paris
ATTEST:
Mattie Cunningham, City Clerk
APPROVED AS TO FORt!:
T. K, Haynes, City Attorney
-7-
ATTEST:
,Secretary
KIMBERLY-CLARK
By:
Nick B. Hansen,
Vice President & Tax Counsel
-8-
--7-
FIELD NOTES
Situated about 2~ miles South 50 Deg. West of the City of Paris, County of Lamar,
and State of Texas, a part of the Isaac Cruise Survey #162, Asa Jarman Survey #479.
and the Lemuel Ewer Survey #313, and being a tract of land conveyed the Paris, Texas
industrial Foundation by deed recorded in Vol, 550. Page 886. of the Oeed Records of
said County and State.
Beginning at an iron pin for corner in the South Boundary Line of the Texas and
Pacific Railroad at the Northwest corner of said Foundation tract of land, said point
being the most Northerly Northeast corner of a tract of land conveyed Donna Jones et al
by deed recorded in Vol. 584, Page 579. of said Deed Records, -
Thence South at 636 ft. an iron pin on a pool bank and continuing on a total dis-
tance of 708 ft. to a point for corner in said pool at the Southwest corner of said
Foundation tract of land and an el corner of said Jones et al tract of land;
S 1 . ". . . Thence along the South Boundary Line of said Foundation tract as follows: South
ca e.1 .~Q089 Deg. East 33 Min, East 3182 ft,; North 89 Deg. East 1551 ft. to an iron pin
for corner at the Southeast corner of said Foundation tract of land and the Northeast
corner of said Jones et al tract of land;
Thence North 31 Deg. 30 Min. East along the West Boundary Line of Farm Road 137 a
distance of 310 ft. to a concrete marker for corner;
Thence along the Southerly Boundary Line of Loop Hwy. 286 as follows: Notth 2 Deg,
15 Min, West 214 ft.; North 39 Deg. 15 Min. West 654 ft.; North 49 Deg, 15 Min, West
702 ft.; North 44 Oeg. West 276 ft, to a concrete marker for corner at the most North-
erly Northeast corner of said Foundation tract of land; \
Thence South 76 Deg. \~est along the South Boundj.l> '~ '"
ary Line of said Texas and Pacific Railroad tlrtt-j:{) . rl"/",-"~,,,o '
a distance of 3B64 ft, to the place of 3B,,4- v' "~~......
beginning and containing 130,725 t. ,.~
acres of land, :If;t;~ {,. '5.""_
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I. J,M. Nelson. Registered Public Surveyor of Texas. No. 4025. certify
that the above depicted and described tract of land was taken from ,an actual
survey made by me on the ground on the 22nd day of April, 1982. ,I
oJ: #/, A/ A.-
J.M,'Nelson. R.P.S. No. 4,025
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STATE OF TEXASI
COUNTY OF LAMARI
BEFORE ME. the undersigned authority, a Notary Public in and for said
County and State, on this day personally appeared J.M. Nelson, known to me
to be the person whose name is suscribed to the fore9oin9 instrument. and
acknowledged to me that he executed the same for the purpose and considera-
tion therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE. this the 27th day of April, 1982.
'~~,_Z;;a/~..LLg .
Notary Public, Lamar County, Texas
EXHIBIT A
FI ELD NOTES
Sitauted about 2', miles South 50 Deg. West of the City of Paris, County of Lamar,
and State of Texas, a part of the Isaac Cruise Survey #162 and the Lemuel Ewer Survey
#313, and bein9 a part of a 268,06 acre tract of land conveyed Donna Jones et al by
deed recorded in Vol. 584, Page 579, of the Deed Records of said County and State.
Beginning at an iron pin for corner at the Northeast corner of the W.H. Bourland
Survey #71 at an el corner of said Jones et al tract of land.
Thence along the South Boundary Line of said Jones et al tract of land as fol- ,
10ws:North 89 Deg. 15 Min. East 644 ft.; South 89 Deg. 30 Min. East 388- ft.; East at
1368,5 ft. passir\9 the Southeast corner of said Cruise Survey and continuing on a total
distance of 3194.5 ft, to an iron pin for corner;
Thence North 31 Deg. 30 Min, East along the West Boundary Line of Farm Road 137
a distance of 864.5 ft, to an iron pin for corner at the most Easterly Northeast cor-
Seal e:/";("oo' ner, of said Jones et al tract of land and the Southeast corner of a tract of
land conveyed the Paris, Texas Industrial Foundation by deed recol'ded in Vol. 584,
Page 579, of said Deed Records;
Thence along the South Boundary Line of said Foundation and the North Boundary
line of said Jones et al tract of land as follo\~s: South 89 Deg, West 1551 ft,; North
89 Deg. 33 Min. West 3182 ft. to a point for corner.- in a pool at the Soutl1\'lest corner I
of said Foundation tract of land and an el corner of said Jones et al tract of land;
Thence South 4 Deg, 13 Min. East a distance of 742 ft. to the place of beginning
and containing 74.257 acres of land.
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I. J.M. Nelson, Registel'ed Public Surveyor of Texas, No. 4025, certify
that the above depicted and described tract of land was taken from an actual
survey made by me on the ground on the 22nd day of April, 1982. ,1'
vr-: fi1. AlA-
J.M.Nelson. R.P.S. No. 4025
-
STATE OF TEXASI
COUNTY OF LAMARI
BEFORE ME, the undersigned authority, a Notary Public in and for said
County and State. on this day personally appeared J,M. Nelson, known to me
to be the person whose name is suscribed to the foregoing instrument. and
acknowledged to me that he executed the same for the purpose and considera-
tion therein expressed,
GIVEN UNDER MY HANO AND
SEAL OF OFFICI:, t.J1is ~he 27th day ~&
~-k-'/r" , 0': - __ _ ' /
Notary Publ ic. Lamar County. Texas.
EXHIBIT B
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FI ELD NOTES
Situated 2~ miles South 50 Deg. West of the City of Paris. County of Lamar,
and State of Texas, a part of the Lemuel Ewer Survey #313. and being a part of
a 268.06 acre tract of 1 and conveyed Oonna Jones et a 1 by deed recorded in Vol.
584, Page 579, of the Deed Records of said County and State,
Beginning at an iron pin for corner in the West Boundary Line of said Ewer
SU1'vey at' an el corner of said Jones et al tract of land, said point being the
Southeast corner of the Isaac Cruise Survey #162 and the Northeast corner of the
M.E,P, & P,R,R, Co, Survey #637.
Thence South 0 Deg, 15 Min. West a distance of 924 ft, to an iron pin for
corner at the most Easterly Southwest corner of said Jones et al tract of land;
Thence East a distance of 1062 ft. to an iron pin for corner at the Southwest
CDrner of a t1-act of land conveyed Billy J. Partridge by deed recorded in Vol.
581, Page 208, of said Deed Records, said point bein9 West a distance of 200 ft,
from the most Easterly Southeast corner of said Jones et al tract of land;
Thence North 34 Deg. East a distance of 150 ft. to an iron pin for corner
at the Northwest corner of said Partridge tract of land;
Thence South 89 Deg. 45 Min. East a distance of 200 ft. to an iron pin for
corner at the Northeast corner of said Partridge tract of land;
Thence along the West Boundary line of Farm Road 137 as follows: A)"ound a
curve to the left 184 ft.; North 25 Deg. 15 Min. East 76 ft.; North 31 Deg. 30
Min. East 676 ft. to an iron pin for corner;
Thence W~st a distance of 1826 ft. to the place of beginning and containing
I,35','/.?~ ~c{no~f,l~~~'istered Public Surveyor of Texas, No. 4025, certify
that the above depicted and described tract of land was taken from an actual
survey made by me on the ground on the 22nd day of April, 1982. I I
~ ~1. ;t/ A...
J.M.' Nelson. R.P.S. No, 4025
I
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STATE OF TEXAS I
COUNTY OF LAMARI
BEFORE ME, the undersigned authority, a Notary Public In and for said
County and State. on this day personally appeared J.M. Nelson, known to me
to be the person whose name is suscribed to the foregoing instrument, and
acknowledged to me that he executed the same for the purpose and considera-
tion therein expressed,
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the 27th day of April, 1982.
~>~2t,c~~Y~-U~ / '
NDtary Public, Lamar County, Texas
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EXHIBIT C
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