Construction must begin only after all necessary permits and approvals have been obtained, and the project must comply with applicable federal, state, local, and court requirements.

Each phase must be separately identified through phase-description, construction-commencement, and construction-completion certificates, with required site plans, surveys, permits, approvals, and contractor information.

A phase is eligible for abatement only if its Construction Commencement Certificate is submitted by the tenth anniversary of the agreement’s effective date; each abatement period is limited to ten years.

The project entity must invest at least $18 billion in Real Property Phase 1 within five years of the effective date and must submit a Construction Commencement Certificate for Phase 1C within five years.

The project must create and maintain at least 400 full-time-equivalent jobs by the fifth anniversary of construction commencement for Real Property Phase 1, with each job paying more than 120 percent of the applicable Milam County average weekly wage.

After a phase is placed into service, it must be continuously operated for its abatement period, subject only to temporary interruptions for occupant replacement, safety inspections or upgrades, equipment replacement, major repairs, or similar purposes.

The project entity must pay annual PILOT amounts during each phase’s ten-year abatement period: $750,000 per year for every $1 billion of initial investment in the phase and associated personal-property phases. PILOT payments are due by January 31 following the applicable tax year.

The project entity must submit annual compliance certifications to the County by April 30 and must file a separate Texas Comptroller Form 50-116 exemption application with the appraisal district by April 30 of every year in which an abatement is claimed.

County representatives may inspect the property during normal business hours with at least ten business days’ advance notice, subject to security, safety, nondisclosure, and noninterference requirements.

Construction traffic must use only County roads designated on a County-approved map. Use of a non-designated road may result in a $1,000 fine per truck, and the project entity remains liable for resulting road damage.

Before significant construction, the project entity must complete and provide a pre-construction survey of all designated roads, maintain those roads during construction, and complete and provide a post-construction survey within 30 days after construction. It must perform agreed restoration work afterward.

Heavy or wide loads—defined as loads over 54,000 pounds gross weight, over 36,000 pounds per axle, or more than 12 feet wide—require advance road preparation where prudent engineering requires it, at the project entity’s cost and with County approval.

The project entity may not widen or change the course of a County road without County and, where required, affected-property-owner consent; County consent may include additional roadway-protection conditions.

Before significant construction, the project entity must provide $250,000 in financial assurance through escrow or an acceptable letter of credit for road, bridge, culvert, and related infrastructure repairs. The assurance must be replenished within ten business days after a draw.

During construction, the project entity must maintain workers’ compensation insurance, commercial general liability insurance of at least $1 million per occurrence and $2 million aggregate, and automobile liability insurance of at least $1 million, with Milam County named as an additional insured.

Supplier contracts must require delivery drivers to be lawfully authorized to work in the United States and require deliveries to use roadworthy trucks.

The project entity must use best efforts to maximize purchases of labor, services, and supplies from Milam County businesses, subject to exceptions for quality, comparable pricing, qualifications, approvals, or schedule. Before construction, it must designate a local-services contact and advertise locally for contractors.

Within two years after Phase 1 construction is completed, the project entity must work with County officials and educators to provide workforce training for jobs at the data centers.

No ownership interest in project improvements or personal property may be transferred to a tax-exempt entity. Such a transfer constitutes a default and can require repayment of taxes that would otherwise have been due, less PILOT payments.

Failure to cure a default within 60 days, or within a longer period if cure begins within 60 days and is diligently completed, may lead to termination, loss of abatements, and recapture of abated property-tax revenue minus PILOT payments.

The project entity must reimburse the County for reasonable attorneys’ fees and expenses incurred in negotiating and implementing the agreement, up to $50,000.

The County provides a 100% abatement of County Taxes on the real property, improvements, and personal property in each eligible phase for up to 10 years. The phase must meet the agreement’s construction, certification, job, and compliance requirements, and the phase’s Construction Commencement Certificate must be submitted within 10 years after the agreement’s effective date.

During each phase’s abatement period, the project pays a fixed PILOT instead of County Taxes. The PILOT is calculated at $750,000 per year for each $1 billion of initial investment in the real property phase and associated personal-property phases, and does not change because of changes in property value, the County tax rate, or replacement personal property.

The agreement allows the project to be developed in up to 10 separate real-property phases, with up to three personal-property phases associated with each real-property phase. This allows construction and the related tax incentives to be phased as individual data-center facilities and equipment are completed.

Project affiliates, tenants, on-site operators, and personal-property owners may participate as Permitted Occupants by signing a Joinder Agreement and may receive abatements for their qualifying property. Each Permitted Occupant’s obligations and liabilities are generally separate from those of other Permitted Occupants.

The Project Entity may assign its rights and obligations, including its abatement rights, to taxable affiliates or taxable Permitted Occupants with advance written notice rather than County consent. It may also mortgage, pledge, or otherwise encumber the agreement and project for financing, and the County agrees to reasonably cooperate with lender financing documents.

The Road Use Agreement states that, except for statutory requirements, there are no existing Milam County zoning rules or ordinances requiring zoning approval, a permit, or authorization for ownership, construction, operation, or maintenance of the project. This does not eliminate statutory requirements or future applicable laws.

The County grants the project permission to use County roads for access and egress and for installation, operation, maintenance, and repair of project facilities, including transmission lines, fiber-optic lines, utility services, and related facilities in County rights-of-way. Construction vehicles during initial construction are limited to approved Designated Roads.

The project may require or perform road upgrades, access-point preparation, and repairs to culverts or bridges needed for construction and heavy loads, subject to County approval and applicable conditions. The County may inspect the work, and the project bears the cost.

A Force Majeure Event can suspend affected project obligations, other than payment obligations, for the duration of the event, subject to notice, mitigation, and a maximum suspension period of 360 days. This can provide additional time when qualifying events delay or prevent construction.

The County’s inspection rights are limited to normal business hours, at least 10 business days’ advance notice, reasonable avoidance of interference with construction or operations, compliance with the project’s written safety and security policies, and commercially reasonable nondisclosure requirements.