CHAPTER 381 ECONOMIC DEVELOPMENT AGREEMENT
This Chapter 381 Economic Development Agreement (“Agreement”) is entered into by and
between Hood County, Texas, a Texas political subdivision (“County”), and Amazon Data Services,
Inc., a Delaware corporation (“Company”). The County and the Company are each referred to as a
“Party” and are collectively referred to as the “Parties.”
WITNESSETH:
WHEREAS, pursuant to Section 381.004 of the Texas Local Government Code (the
“Statute”), the Commissioners Court of the County desires to enter into this Agreement to promote
state or local economic development and to stimulate, encourage, and develop business and
commercial activity in the County; and
WHEREAS, the County established the Chapter 381 Economic Development Program
described in Resolution No. 2018 10 23_8C04, dated October 23, 2018, and entitled A Resolution
Establishing a Chapter 381 Economic Development Program in Hood County; Providing General
Criteria for Determining the Amount of a Loan or Grant; Providing for an Application Procedure; and
Providing an Effective Date, reaffirms the establishment of such program, and finds that this
Agreement is consistent with, and meets the requirements of, such program; and
WHEREAS, on October 14, 2025, the Commissioners Court of the County authorized this
Agreement pursuant to the Statute; and
WHEREAS, the Company is engaged in the development and operation of data centers; and
WHEREAS, the Company operates data centers throughout the world and complies with all
applicable laws in the communities in which it operates; and
WHEREAS, the Company intends to construct or cause to be constructed, on the real property
anticipated to be as generally depicted in Attachment A hereto (the “Property”), which is located in
the County, one or more data centers as well as certain buildings, structures, and infrastructure for
accessory, supporting, associated, or related uses, including, but not limited to offices and utility
buildings, structures, and appurtenances (collectively, the “Project”), provided that the appropriate
economic development incentives are available to support the economic viability of the construction
and operation of such data centers; and
WHEREAS, construction of the Project may be completed in one or more phases; and
WHEREAS, the County has the authority under the Statute to make grants of public funds for
the purposes of promoting state or local economic development and stimulating, encouraging, and
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developing business and commercial activity with the County, and desires to provide, pursuant to the
Statute, grants to the Company to develop the Property; and
WHEREAS, the Parties desire to enter into this Agreement pursuant to the Statute; and
WHEREAS, the County finds that entering into this Agreement for development of the
Property and construction of the Project would promote local economic development and directly
accomplish public purposes, including by providing direct and indirect jobs related to the operation of
the data centers and construction activities in developing the Property, stimulating business and
commercial activity within the County by expanding its data center functions in order to meet growing
customer demand, and generating tax revenue; and
WHEREAS, as part of its commitment to operational excellence everywhere it operates,
including the Project, the Company has made substantial investments in effective acoustic mitigation
measures; and
WHEREAS, the County has determined that this Agreement contains sufficient controls to
ensure that the above-mentioned public purposes are carried out in all transactions involving the use
of public funds and resources; and
WHEREAS, pursuant to the Statute, the County has approved this Agreement and the
incentives set forth in this Agreement.
NOW THEREFORE, on the terms and conditions hereinafter set forth, the Parties mutually
agree as follows:
ARTICLE I
DEFINITIONS
Wherever used in this Agreement, the following terms have the meanings ascribed to them:
“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is
under common control with the Company.
“Agreement” has the meaning set forth in the introductory paragraph of this
Agreement.
“Annual Compliance Report” has the meaning set forth in section 4.5 of this
Agreement.
“Annual Grant” has the meaning set forth in section 3.1 of this Agreement.
“Annual Grant Period” has the meaning set forth in section 3.1 of this Agreement.
“Building” means (1) a new building or expansion of an existing building that the
Company constructs or causes to be constructed to conduct or support data center operations
or related activities at the Property, (2) the portion of the Property on which such building or
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expansion is constructed, and (3) all Improvements, tangible personal property, and other
property included in or related to such building or expansion.
“Capital Investment” means any expenditures by or on behalf of the Company or an
Affiliate for or supporting the Project which can be capitalized under Generally Accepted
Accounting Principles, whether or not the Company or an Affiliate elects to capitalize the same,
including, but not limited to: all capital expenditures, by purchase or lease, in real property,
tangible property, or both; the cost to the developer/lessor of real property at the Project leased
to the Company or an Affiliate under a capital lease; capital expenditures associated with the
purchase or lease of assets such as replacements, repairs, sales and use taxes, installation, and
freight charges; construction costs; infrastructure costs, including costs related to fiber, water,
wastewater, and stormwater facilities, gas pipelines, and electrical transmission and
distribution lines; site clearing and grading; and other improvements to support the
construction and development of the Property. For the avoidance of doubt, the amount of
Capital Investment represents the actual amount expended and does not necessarily equate to
appraised value, market value, or taxable value for property tax purposes, and all Capital
Investment will count towards applicable Capital Investment thresholds even if property
purchased or leased with such Capital Investment is subsequently removed from the Project
due to breakage, obsolescence, or other purpose in the Company’s discretion.
“Community Support Payment” has the meaning set forth in section 4.2 of this
Agreement.
“Company” has the meaning set forth in the introductory paragraph of this Agreement.
“Confidential Information” has the meaning set forth in section 6.16 of this
Agreement.
“County” has the meaning set forth in the introductory paragraph of this Agreement.
“Effective Date” has the meaning set forth in Article II of this Agreement.
“Force Majeure” means any event or occurrence that is not within the reasonable
control of the Company or its Affiliates, and prevents the Company from performing its
obligations under this Agreement, including any of the following events and occurrences: any
act of God; act of a public enemy; war; riot; sabotage; blockage; embargo; failure or inability
to secure materials, supplies, or labor through ordinary sources; labor strike, lockout, or other
labor or industrial disturbance (whether or not on the part of agents or employees of the
Company); civil disturbance; terrorist act; power outage; fire; flood; windstorm; hurricane;
earthquake; landslides; lightning; tornadoes; storms; washouts; droughts; or other casualty;
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insurrection; epidemic; pandemic; arrests; restraint of government and people; quarantine;
explosions; breakage or accident to machinery, transmission pipes, or canals; partial or entire
failure of utilities; any change in law, order, regulation, or other action of any governing
authority; insufficient or unavailable utilities; or any other event or occurrence not within the
reasonable control of the Company or its Affiliates.
“Improvements” means collectively all tangible personal property and real property
added to or constructed on the Property on or after the Effective Date.
“Minimum Capital Investment” has the meaning set forth in section 4.4 of this
Agreement.
“Project” has the meaning set forth in the recitals to this Agreement.
“Property” has the meaning set forth in the recitals to this Agreement.
“Required Use” means, with respect to each Building subject to this Agreement,
operation of the Building to conduct or support data center operations or related activities for
the period during which such Building is subject to the terms of this Agreement in accordance
with Article II below, provided that operations at the Building may temporarily cease for
outages in the normal course of business or Force Majeure.
“Statute” has the meaning set forth in the recitals to this Agreement.
“Sound Levels” has the meaning set forth in section 4.8 of this Agreement.
“Sound Study” has the meaning set forth in section 4.8 of this Agreement.
“Substantial Completion” and “Substantially Complete” mean a Building is placed
in service for commercial operations.
“Tax Year” means the calendar year.
“Term” has the meaning set forth in Article II of this Agreement.
ARTICLE II
TERM
This Agreement is effective on the date that it is fully executed by the Parties (“Effective
Date”), and the term of this Agreement will continue until, and include, the date on which the County
pays to the Company the final Annual Grant to which the Company is entitled under this Agreement,
but in no event later than December 31, 2055; provided, however, this Agreement may terminate
earlier in accordance with Article V below (“Term”).
Notwithstanding the foregoing, the terms of this Agreement will apply to each Building located
on the Property only for the period of time necessary for the Company to receive all Annual Grants to
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which the Company is entitled pursuant to this Agreement with respect to such Building. As an
example only, if the Term commences in 2025 and continues until 2050, the Company reports in its
Annual Compliance Report pertaining to Tax Year 2026 Substantial Completion of a new Building for
which the final Annual Grant is paid to the Company on April 15, 2047, the terms of this Agreement
will apply to such Building only for the period from January 1, 2027, through April 15, 2047. The
Company’s actions with respect to the Building outside of such period shall not be grounds for a breach
of this Agreement.
ARTICLE III
ECONOMIC DEVELOPMENT INCENTIVES
3.1 Annual Grants. The Company is entitled to, and the County will provide to the
Company, an economic development grant to be paid annually in an amount equal to the relevant
percentage set forth below (“Annual Grant Percentage”) of the property taxes paid to the County for
all Substantially Complete Buildings located within the County for the preceding Tax Year (the
“Annual Grants”) for the time periods described in the following sentence. The County will pay to
the Company such Annual Grants with respect to each Building on the Property for a period of twenty
(20) consecutive years (each, an “Annual Grant Period”), with the first such Annual Grant for each
Building calculated based on the property taxes paid with respect to such Building for the Tax Year
beginning on the January 1 immediately after Substantial Completion of such Building, provided that
no Annual Grant Period will begin before the Company has satisfied the Minimum Capital Investment.
The County will pay the Company the Annual Grants according to the timing in section 3.4 below.
3.1.1. Subject to section 5.3 of this Agreement, the Annual Grant Percentage shall be
no lower than sixty percent (60%);
3.1.2. Notwithstanding the foregoing, if the Company reports to the County in its
Annual Compliance Report a total Capital Investment in the County of at least three billion
dollars ($3,000,000,000), the Annual Grant Percentage applicable to all Annual Grants beginning
with the Annual Grants requested in such Annual Compliance Report will be increased to seventy
percent (70%); and
3.1.3. Notwithstanding the foregoing, if the Company reports to the County in its Annual
Compliance Report a total Capital Investment in the County of at least five billion dollars
($5,000,000,000), the Annual Grant Percentage applicable to all Annual Grants beginning with
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the Annual Grants requested in such Annual Compliance Report will be increased to seventy-
five percent (75%).
3.1.4. If the amount of property taxes owed with respect to any Building is adjusted
as a result of a final appraisal review board determination, final court order, or otherwise, the
Annual Grant amount with respect to such Building shall also be adjusted and recalculated based
on such adjusted property tax amount. If such adjustment results in an increase in the amount of
any Annual Grant that has already been paid to the Company, the County agrees to pay to the
Company the amount of such increase to the Annual Grant within sixty (60) days of the
Company’s payment of the additional property taxes owed. If such adjustment results in a
decrease in the amount of any Annual Grant that has already been paid to the Company, the
Company agrees to pay back to the County the amount of such decrease to the Annual Grant
within sixty (60) days of the County’s refund to the Company of the overpayment of property
taxes.
As an example only, if the Company’s Annual Compliance Report pertaining to Tax Year 2027 reports
Capital Investment of one billion dollars ($1,000,000,000), then the Annual Grant Percentage for all
Annual Grants requested in that Annual Compliance Report is sixty percent (60%). If the Company’s
Annual Compliance Report pertaining to Tax Year 2028 reports Capital Investment of five billion
dollars ($5,000,000,000), then the Annual Grant Percentage for all Annual Grants requested in that
Annual Compliance Report and all subsequent Annual Compliance Reports will be seventy-five
percent (75%).
3.4 Timing of Annual Grants. No later than March 31 following the end of each Tax Year
with respect to which the Company requests an Annual Grant, the Company will submit the following
information pertaining to such Tax Year: (1) in the Annual Compliance Report, the amount of Annual
Grants requested; and (2) evidence of payment of County property taxes on which any requested
Annual Grants are calculated, which will be satisfied by the Company’s record of transfer or payment,
including any payment receipt, wire transfer confirmation, or cancelled check. The County agrees to
pay the Company in full each Annual Grant within sixty (60) days of the County’s receipt of such
information. If the Company fails to timely submit the information described above, the County will
give the Company written notice of such failure. If the Company does not submit such documentation
within thirty (30) days of receipt of the County’s written notice, the Company will waive its right to
receive, and the County’s obligation to pay, the Annual Grants for which the Company failed to submit
information; provided, however, that the Company’s failure to timely submit information will not
constitute a breach of this Agreement. The information may, in the Company’s sole discretion, be
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included or combined in one or more documents. The Parties may agree by mutual consent to extend
the timeline set forth in this section 3.4.
3.4.1 Sample Annual Grant Schedule. As an example only, if the Company
Substantially Completes the first Building in 2026, the first Annual Grant for that Building will
be based on the property taxes paid with respect to such Building for Tax Year 2027; the
Company will request the first Annual Grant with respect to such Building in the Annual
Compliance Report pertaining to Tax Year 2027 due by March 31, 2028; and the County will
pay the Annual Grant requested in such Annual Compliance Report within sixty (60) days of
receiving such report.
ARTICLE IV
AGREEMENT CONDITIONS
4.1 Construction Commencement. Construction of Improvements at the Property is
expected to commence by January 1, 2027.
4.2 Community Support. Subject to the conditions set forth in this section 4.2, in any year
in which the Company receives an Annual Grant, the Company will provide to the County community
support for a County economic development activity or endeavor in an amount equal to the lesser of:
(1) one million five hundred thousand dollars ($1,500,000) or (2) ten percent (10%) of the amount of
Annual Grants the Company received in that year (each, a “Community Support Payment”). Each
Community Support Payment is due by the later of (A) June 30 of each year or (B) sixty (60) days
after the Company receives all Annual Grants requested in the Annual Compliance Report submitted
in the same year. Notwithstanding the foregoing, the Company will have no obligation to make
Community Support Payments after it has paid the County Community Support Payments totaling
nine million dollars ($9,000,000), and if in any year the difference between nine million dollars
($9,000,000) and the total amount of Community Support Payments the Company previously paid is
less than the Community Support Payment required by the foregoing, the amount of the Community
Support Payment the Company owes for that year will be reduced to the amount of such difference.
4.3 Required Use Condition. During the period during which the terms of this Agreement
apply to any Building, such Building will be used for the Required Use.
4.4 Minimum Investment Condition. No later than December 31, 2028, the Company
agrees to make a total minimum Capital Investment of one billion dollars ($1,000,000,000) in the
County (such investment, the “Minimum Capital Investment”), as reported in the Company’s
Annual Compliance Report due on March 31, 2029.
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4.5 Annual Compliance Report. The Company must submit an annual report, attached
hereto as Attachment B (an “Annual Compliance Report”), no later than March 31 of each year
during the Term of this Agreement and continuing until the termination or expiration of this
Agreement. In its Annual Compliance Report, the Company will identify the Buildings that were
Substantially Completed during the prior Tax Year and the total Capital Investment the Company has
made in the County for the period from the Effective Date to the end of the Tax Year to which the
Annual Compliance Report pertains. To the extent the County has questions about information the
Company provides the County pursuant to this Agreement, the Parties will engage in good faith efforts
to resolve such questions and, upon the County’s reasonable request, the Company will make available
to the County documentation sufficient to verify the accuracy and completeness of such information
and to demonstrate the manner in which such information was calculated.
4.6 Employment of Undocumented Workers. During the term of this Agreement, the
Company will not knowingly employ any undocumented workers as defined in Section 2264.001 of
the Texas Government Code. If convicted of a violation under 8 U.S.C. §1324a(f), the County may,
by written notice to the Company, terminate this Agreement, and the Company will repay the amount
of the Annual Grants and any other funds received by the Company from the County, or fees waived
by the County, under this Agreement as of the date of such violation no later than one hundred and
twenty (120) days after the date the Company receives the County’s notice of a violation of this section,
plus interest from the date the Annual Grants were paid to the Company, at the rate periodically
announced by the Wall Street Journal as the prime or base commercial lending rate, or if the Wall
Street Journal ever ceases to exist or ceases to announce a prime or base lending rate, then at the annual
rate of interest from time to time announced by Citibank, N.A. as its prime or base commercial lending
rate. The interest to be paid will be calculated as if it had been accruing from the date(s) the Annual
Grant(s) were paid to the Company until the date the Annual Grant(s) are repaid to the County.
Pursuant to Section 2264.101(c) of the Texas Government Code, a business is not liable for a violation
of Chapter 2264 by a subsidiary, affiliate, or franchisee of the business, or by a person with whom the
business contracts.
4.7 Applicable Permits and Laws. The Company has policies in place to ensure that the
Company will obtain or cause to be obtained all permits, licenses, and approvals required for the
operation of the Project, and comply with all statutes, rules, and regulations required for the operation
of the Project.
4.8 Sound Levels. During any Annual Grant Period, at the County’s request but no more
frequently than once every Tax Year, the Company will commission a sound study to be performed by
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a mutually agreeable third-party acoustical engineer or equivalent sound expert (each, a “Sound
Study”). If a Sound Study concludes that the Project’s sound levels (excluding sound produced by
temporary activities such as construction) at the Project’s property line during normal data center
operations (the “Sound Levels”) exceed 65 dBA, the Company will have six (6) months to conduct
mitigation measures and conduct another Sound Study. If the subsequent Sound Study also concludes
that the Project’s Sound Levels exceed 65 dBA, the County may withhold payment of the Annual
Grant for the Tax Year in which such subsequent Sound Study was performed and each subsequent
Tax Year until a Sound Study concludes that the Project’s Sound Levels do not exceed 65 dBA. The
County will resume ordinary payment of the Annual Grants as required by this Agreement beginning
with the Tax Year in which a Sound Study concludes that the Project’s Sound Levels do not exceed 65
dBA. This section 4.8 is the County’s sole remedy under this Agreement for any Company actions
pertaining to Project sound levels.
ARTICLE V
TERMINATION
5.1 This Agreement may be terminated upon any one of the following:
5.1.1 By written agreement of the Parties;
5.1.2 Expiration of the Term;
5.1.3 By written notice by the Company, for any reason or no reason;
5.1.4 By written notice by the County, if the Company breaches section 4.2 of this
Agreement and such breach is not cured within one hundred twenty (120) days after the
Company’s receipt of written notice thereof from the County, provided that the County has
paid all Annual Grants that are due and owing under this Agreement; and
5.2 If the Company breaches section 4.3 of this Agreement and such breach is not cured
within one hundred twenty (120) days after the Company’s receipt of written notice thereof from the
County, the County may, by written notice to the Company, terminate the Agreement with respect to
the Building or Buildings that gave rise to such breach, provided that the County has paid all Annual
Grants that are due and owing under this Agreement. For the avoidance of doubt, the Agreement will
continue in full force and effect with respect to all other Buildings that are or later become subject to
the Agreement.
5.3 If the Company breaches section 4.4 of this Agreement, there will be no Annual Grants
due and owing with respect to Tax Year 2028. If the Company fails to make the Minimum Capital
Investment by December 31, 2029, as reported in its Annual Compliance Report due March 31, 2030,
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and such breach is not cured within one hundred twenty (120) days after the Company’s receipt of
written notice thereof from the County, the County may, by written notice to the Company, terminate
the Agreement, provided that the County has paid all Annual Grants that are due and owing under this
Agreement.
5.4 Refund of Annual Grants.
5.4.1 If the Agreement is terminated by the County pursuant to section 5.1.4, the
Company will pay to the County, within sixty (60) days of receiving written notice from the
County, an amount equal to the amount of the Annual Grants, if any, the Company received in
the year of termination less the amount of the Community Support Payments, if any, the
Company paid in such year.
5.4.2 If the Agreement is terminated by the County pursuant to section 5.2, the
Company will pay to the County, within sixty (60) days of receiving written notice from the
County, an amount equal to the amount of the Annual Grants, if any, the Company received in
the year of termination for the Building or Buildings that gave rise to such termination less the
amount of the Community Support Payments, if any, the Company paid in such year.
5.4.3 If any property taxes owed to the County by the Company become delinquent
under applicable law and payment of delinquent amounts is not made within sixty (60) days
after the Company’s receipt of written notice thereof from the County (provided, however, that
the Company retains the right to timely and properly protest and contest any such taxes or fees
and any such taxes or fees properly protested and contested shall not be considered delinquent
for purposes of this section), the Company will pay to the County, within sixty (60) days of
receiving written notice from the County, an amount equal to the amount of the Annual Grants,
if any, the Company received in the year in which such delinquency occurred less the amount
of the Community Support Payments, if any, the Company paid in such year.
5.5 In no event will a Party be liable for any loss of data, loss of profits, cost of cover or
other special, incidental, consequential, indirect, punitive, exemplary, reliance or similar damages
arising from or in relation to this Agreement, however caused and regardless of theory of liability. The
County’s only recourse against the Company, and the Company’s only liability, under this Agreement
for a breach by the Company is limited to the actions and amounts described in this Article V.
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ARTICLE VI
MISCELLANEOUS
6.1 This Agreement may be executed in multiple counterparts, each of which will
constitute an original, but all of which in the aggregate will constitute one agreement. This Agreement
may be executed by facsimile transmission or email, in each case, with the same force and effect as
originals.
6.2 The Parties respectively represent and covenant that each is legally empowered to
execute, deliver, and perform this Agreement and to enter into and carry out the matters contemplated
by this Agreement. The Parties further respectively represent and covenant that this Agreement has,
by proper action, been duly authorized, executed and delivered by the Parties. The County represents
and warrants that the Property does not include any property that is owned by a member of the
Commissioners Court of the County having responsibility for the approval of this Agreement.
6.3 This Agreement constitutes the entire agreement between the Parties and supersedes all
prior and contemporaneous negotiations, understandings, agreements, inducements, and conditions of
any nature whatsoever regarding the subject matter hereof. This Agreement shall be considered
drafted equally by all Parties. No amendment, waiver, or discharge of any provision in this Agreement
will be effective against either Party without the written consent of both Parties. No claim or right
arising out of a breach of this Agreement can be discharged in whole or in part by a waiver or
renunciation of the claim or right unless the waiver or renunciation is supported by consideration and
is in writing signed by the aggrieved.
6.4 If any provision of this Agreement or application of any such provision to any person
or any circumstance is determined to be invalid, illegal, or unenforceable, then such determination will
not affect any other provision of this Agreement or the application of such provision to any other
person or circumstance, all of which other provisions will remain in full force and effect. If any
provision of this Agreement is capable of two constructions one of which would render the provision
valid, then such provision will have the meaning which renders it valid. Furthermore, in lieu of any
illegal, invalid, or unenforceable provision, there will be added by the mutual consent of the Parties as
a part of this Agreement a provision as similar in terms to that illegal, invalid, or unenforceable
provision as may be possible that is and will be legal, valid, and enforceable. If any grant, or portion
of any grant, under this Agreement is determined to be invalid, illegal, or unenforceable, or the amount
of any grant is reduced by a change in law, this Agreement will be amended or a new agreement will
be executed by mutual consent of the Parties to provide the Company as nearly as possible the full
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amount of economic development incentives provided in this Agreement had such determination or
change not occurred. The captions and headings in this Agreement are for convenience only and in no
way define, limit, prescribe or modify the meaning, scope or intent of any provisions hereof.
Whenever the context requires, all words herein will be deemed to include the male, female, and neuter
gender, and singular words will include the plural, and vice versa.
6.5 Each Party covenants and agrees that it is prohibited from challenging the validity of
this Agreement. Each Party waives any defects in any proceedings related to this Agreement. If the
validity of this Agreement is challenged by any entity or individual, whether private or public, each
Party will advocate diligently and in good faith in support of the validity of this Agreement.
6.6 It is understood and agreed between the Parties that the Company, in performing its
obligations hereunder, is acting independently, and the County assumes no responsibility or liabilities
in connection therewith to third parties. Notwithstanding anything in this Agreement to the contrary,
nothing in this Agreement is intended or will be construed in any manner or under any circumstance
whatsoever as creating and establishing the relationship of copartners or creating or establishing a joint
venture between or among any of the Parties or as designating any Party to the Agreement as the agent
or representative of any other Party to the Agreement for any purpose.
6.7 Neither Party may assign this Agreement without the prior written consent of the other
Party, except that the Company may assign this Agreement to an Affiliate or in connection with any
merger, reorganization, sale of all or substantially all of its assets or any similar transaction. Subject
to this limitation, this Agreement will be binding upon, inure to the benefit of, and be enforceable by
the Parties and their respective successors and assigns.
6.8 Notwithstanding anything else to the contrary in this Agreement, if the performance of
any obligations or requirements under this Agreement is delayed by reason of Force Majeure, the
Company will be excused from doing or performing the same during such period of delay, so that the
time period applicable to such obligation or requirement will be extended for a period of time equal to
the period the Company was delayed. The Annual Grant Period, the Term, and any other applicable
periods will also be extended to provide the Company the full Annual Grant amounts contemplated by
this Agreement.
6.9 The Parties will cooperate to cause the Hood Central Appraisal District to create
separate real property and business personal property tax accounts for each Building subject to this
Agreement.
6.10 All notices for this Agreement will be given in writing, will refer to this Agreement and
will be personally delivered or sent by receipted facsimile transmission or registered or certified mail
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(return receipt requested) to the address set forth below. Any Party may from time to time change its
notice address by giving the other Party notice of the change in accordance with this section 6.10.
For the County by notice to:
Hood County Judge
100 E. Pearl St.
Granbury, TX 76048
For Company by notice to:
Amazon.com, Inc.
Attention: General Counsel
P.O. Box 81226
Seattle, WA 98108-1226
Contracts-legal@amazon.com
With a courtesy copy, which is not required notice, to:
Amazon.com, Inc.
410 Terry Ave. N
Seattle, WA 98109
Attention: AWS Economic Development
Aws-econ-dev@amazon.com
6.11 This Agreement is governed by the laws of the State of Texas, without reference to its
conflict of law rules. Venue and jurisdiction for any action, claim, or suit related to a dispute arising
out of this Agreement shall be in a court of competent jurisdiction in Hood County, Texas, or in a
United States District Court of Texas having Hood County within its original jurisdiction. Venue may
not be assigned or transferred elsewhere. Notwithstanding the foregoing, each Party agrees that it will
not commence any such action, claim, or suit in, or transfer any such action, claim, or suit to, the
United States District Court for the Eastern District of Texas.
6.12 With respect to any proceeding or action arising out of or in any way relating to this
Agreement (whether in contract, tort, equity or otherwise), the Parties knowingly, intentionally and
irrevocably waive their right to trial by jury.
6.13 Upon request of the Company, the County will execute and deliver to the Company or
any proposed purchaser, mortgagee, or lessee a certificate stating: (1) that the Agreement is in full
force and effect, if true; (2) that the Company is not in breach of any of the terms, covenants or
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conditions of the Agreement, or if the Company is in breach, specifying any such breach; and (3) such
other matters as the Company reasonably requests.
6.14 The Parties agree to cooperate and act in good faith with each other in taking any
actions that are necessary to complete the Project, including, but not limited to, using reasonable best
efforts to ensure agencies of the County expedite review and approval of all environmental, health,
safety, construction, and other permit applications and issuance of all permits required for the Project,
subject to the requirements of and to the extent permitted by law, and to enable the Company to
construct, equip, and operate the Project and claim and maintain the Annual Grants in accordance with
the provisions of this Agreement.
6.15 A breach of this Agreement by the Company will not be considered a material breach
that permits the County to pursue the remedies described in Article V of this Agreement unless it is a
breach of section 4.2, 4.3, 4.4, or 4.6 and, with respect to a breach of section 4.2, 4.3, or 4.4, the
Company is given written notice of its breach and fails to cure such breach within the relevant cure
period. Notwithstanding anything to the contrary in this Agreement and for the avoidance of doubt,
the Company is permitted to transfer the Project or any portion of the Project in a sale or sale-leaseback
transaction, and such transfer shall not constitute a breach of the Agreement and will not affect the
Company’s entitlement to, and the County’s obligations to pay, grants provided under this Agreement.
6.16 The County agrees to maintain the security of all materials, communications, data and
information supplied by the Company required by or related to this Agreement (the “Confidential
Information”), and maintain the confidentiality of the Confidential Information to the extent
permitted by Texas law. Upon any request for disclosure of Confidential Information, whether or not
such information is marked confidential, trade secret, proprietary, or otherwise, the County will take
all actions allowed under applicable law to protect the confidentiality of the Confidential Information,
and will comply with all requirements in the Texas Public Information Act, including the requirements
to seek a decision from the Texas Attorney General related to such request and to timely notify the
Company of such request in accordance with Section 552.305 of the Texas Government Code.
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Chapter 381 Economic Development Agreement Page 15
DATED this the day of , 2025.
COUNTY:
By: ___________________________________
Name:
Title:
ATTEST:
County Clerk
APPROVED AS TO FORM:
County Attorney
COMPANY:
By: ___________________________________
Name:
Title:
ATTACHMENT A
Property
Depiction of the Property
ATTACHMENT B
Form of Annual Compliance Report
Confidential: Not subject to public disclosure, including pursuant to exceptions to disclosure
under Chapter 552 of the Texas Government Code
Annual Compliance Report
Economic Development Agreement between Hood County, Texas, and Amazon Data Services,
Inc., dated [DATE] (the “Agreement”)
Tax Year 20____
Company: Amazon Data Services, Inc.
List of Buildings for which Substantial Completion was achieved during the Tax Year:
1. ___________________________________________________________________________
2. ___________________________________________________________________________
3. ___________________________________________________________________________
Total amount of Capital Investment in the County from the Effective Date through the end of
the Tax Year: $____________________
Amount of Annual Grants Requested: $____________________
To the best of my knowledge, I certify that the above information is correct and that the Buildings
subject to the Agreement have been used for the Required Use during the Tax Year. Capitalized terms
not otherwise defined herein have the meanings assigned to them in the Agreement.
______________________________
Name: ________________________
Authorized Representative
Amazon Data Services, Inc.