J

Amended and Restated Tax Abatement Agreement
between Clarendon College,

IE US Development Holdings 3 Inc., IE US Hardware 1 Inc, IE US

Hardware 3 Inc and IE US Hardware 4 Inc

State of Texas
County of Childress

This Amended and Restated Tax Abatement Agreement (this “Agreement”) is made and
entered into by and between Clarendon College (the “College”), acting by and through |the
duly elected officers of Childress County (the “County”), and the Owner (as defined below),
owner of Eligible Property (as defined below) to be located on a portion of the tract of land
within the Iris Energy Reinvestment Zone #2, more specifically described in Attachment A to
this Agreement. The Parties originally entered into a Tax Abatement Agreement on or about
May 9, 2022 (the “Original Agreement”). The Parties entered into that certain First
Amendment to Tax Abatement Agreement on or about September 11, 2023 (the “First
Amendment”), by which Section III, Paragraph (C) of the Original Agreement was deleted
and replaced as specified in the First Amendment. The Owner has purchased additional
property adjacent to the original reinvestment zone and desires to have that additional property
be included in a new reinvestment zone, the Reinvestment Zone defined below. Thhis
Agreement repeals, replaces, amends, and restates the Original Agreement and the First
Amendment. This Agreement becomes effective upon final signature by both parties (the
“Effective Date”) and remains in effect until fulfillment of the obligations described in Section
IV herein, unless terminated earlier as provided herein.

Recitals

WHEREAS, the Commissioners Court of Childress County (the “County Commissioners
Court”) has previously indicated its election to be eligible to participate in tax abatements|by
resolution and most recently established Tax Abatement Guidelines and Criteria (the
“Guidelines” in a resolution dated July 8, 2024;

WHEREAS, the County Commissioners Court desires to promote economic development
within its jurisdiction as authorized by the Property Redevelopment and Tax Abatement Act,
as amended (Texas Tax Code § 312.001, et seq.), and the Guidelines;

WHEREAS, the County Commissioners Court created the Iris Energy Reinvestment Zone #2;
and

WHEREAS, at the College’s request and pursuant to the County’s express authority under
section 312.004 of the Texas Tax Code, the County is entering into this Agreement on behalf
of the College; and

WHEREAS, entering into this Agreement will serve the best interests of the College and its
citizens and comply with the Guidelines by:

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page |


A. enhancing and diversifying the economic and industrial bases of the College;
B. contributing to the retention and expansion of primary employment; and

C. attracting major investment that will be of benefit to and contribute to the economic
development of the College;

WHEREAS, the contemplated use of the Site (as defined below) and the contemplated
Improvements (as defined below) as set forth in this Agreement, and the other terms of this
Agreement will encourage development of the Reinvestment Zone, are in accordance with|the
purposes for its creation, and are in compliance with the Guidelines and all applicable laws;

WHEREAS, Owner’s (as defined below) use of the Site is expected to favorably influence|the
economic and employment base of the County and the College;

WHEREAS, the College finds that the Improvements sought are feasible and practical and will
be of benefit to the real property located in the Reinvestment Zone, to the Site, and to |the
College after expiration of this Agreement;

WHEREAS, the College finds that the terms of this Agreement and the proposed
Improvements and Eligible Property subject to this Agreement meet the Guidelines;

WHEREAS, as required by Texas Tax Code § 312.207(c), notice of the meeting in which this
Agreement was approved by the County Commissioners Court was posted more than 30 days
in advance of such meeting in accordance with said section of the Texas Tax Code;

WHEREAS, a copy of this Agreement has been furnished, in the manner prescribed by law, to
the presiding officers of the governing bodies of each of the taxing units in which the property
subject to this Agreement is located; and

NOW, THEREFORE, in consideration of these Recitals, premises, the promises, mutual
covenants, and agreements contained in this Agreement, and for other good and valuable

consideration, the receipt and adequacy of which are hereby acknowledged, the College and
Owner agree as follows:

I. Authorization

This Agreement is authorized and governed by Chapter 312 of the Texas Tax Code,| as
amended, and by the Childress County Tax Abatement Guidelines and Critetia.
Notwithstanding any term or provision herein to the contrary, this Agreement is intended to
and shall fully comply with Chapter 312 of the Texas Tax Code and in no event can the
Abatement period exceed 10 years. The County is entering into this Agreement on behalfi of

the College, at the College’s request and pursuant to the County’s express authority under
section 312.004 of the Texas Tax Code.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement A greement — Phase 3 Page 2


II. Definitions
As used in this Agreement, the following terms shall have the meaning set forth below:

A. “Abatement” means the full or partial exemption from ad valorem taxes on property
in a Reinvestment Zone as provided herein and in no event can the duration of |the
Abatement period exceed ten (10) years.

B. “Base Year” means the Calendar Year in which the Effective Date occurs.

C. “Business Day” means a day (other than a Saturday, Sunday or a public holiday)| on
which banks are open for general banking business in Texas or Delaware, Uniited
States.

D. “Calendar Year” means each year beginning on January 1 and ending on December
31.

E. “Certificate” means a letter, provided by Owner to the College, certifying that |the
Project has achieved Commercial Operations, outlining the Improvements of the
Project and stipulating the overall Data Center Capacity of the Project. Upon rece ipt
of the Certificate, the College may inspect the property in accordance with this
Agreement to determine that the Improvements are in place as set out in the Certificate.
If the Certificate indicates that certain ancillary facilities not required for Commer¢ial
Operations are still under construction on the date that the Certificate is delivered,
Owner will deliver an amended Certificate to the College within thirty (30) days after
all Project construction is complete.

F. “Certified Appraised Value” means the appraised value, for property tax purposes] of
the property within the Reinvestment Zone as certified by the Childress County
Appraisal District (the “Appraisal District”) for each taxable year.

G. “COD” means the date that the Project commences Commercial Operations.

H. “Commercial Operations” means that the Project has become commercially
operational and placed into service with an installed operating capacity of at least the
Data Center Capacity.

I. “Data Center Capacity” means the installed operating capacity (in megawatts AC) as
designated by the manufacturer(s) of the computer servers and related hardware to|be
constructed as Improvements hereunder and, where appropriate, may refer to the total
or overall usage capacity.

J. “Eligible Property” means property eligible for Abatement under the Guidelines,
including: new, expanded or modernized buildings and structures; fixed machinery and
equipment; Site improvements; related fixed improvements; other tangible items
necessary to the operation and administration of the Project or facility; and all other
real and tangible personal property permitted by Chapter 312 of the Texas Tax Code
and the Guidelines. Taxes on Real Property may be abated only to the extent the

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 3


property’s value for a given year exceeds its value for the year in which this Agreement
is executed. Tangible personal property located on the Real Property at any time before
the period covered by this Agreement is not eligible for Abatement. Tangible persgnal
property eligible for Abatement shall not include inventory or supplies.

K. “Force Majeure” includes events not reasonably within the control of the party whose
performance is sought to be excused thereby, including the following causes and
events (to the extent such causes and events are not reasonably within the contro! of
the party claiming suspension): acts of God and the public enemy; strikes; lockduts
or other industrial disturbances; inability to obtain material or equipment or labor due
to an event that meets the definition of Force Majeure; wars; blockades;
insurrections; riots; epidemics and pandemics; landslides; lightning; earthquakes;
fires; storms; floods; high water washouts; inclement weather; arrests and restraint of
rulers and people; interruptions by government or court orders; present or future orders
of any regulatory body; civil disturbances; explosions; or any other event that is beyond
the reasonable control of the party claiming Force Majeure.

L. “Improvements” means Eligible Property meeting the definition for improvements
provided by Chapter 1 of the Texas Tax Code and includes, without limitation, any
building, structure, or fixture erected on or affixed to the land. Improvements
specifically include, without limitation, Owner’s fixed machinery, electric transformers
(including high and low voltage equipment), electric sub-station and related
infrastructure, civil works, data center buildings, transmission line, fiber optic
connection infrastructure, computer servers (including bitcoin mining hardware, either
installed for operation or in storage), related hardware, equipment, and process units to
be installed, added, upgraded, or used on the Site by or for Owner and located in |the
Reinvestment Zone, for the setup and operation of a data center facility.

M. “Owner” means, together:

IE US Development Holdings 3 Inc., a Delaware corporation;
IE US Hardware 1 Inc., a Delaware corporation;

IE US Hardware 3 Inc., a Delaware corporation; and

IE US Hardware 4 Inc., a Delaware corporation,

and any permitted assignee or successor in interest of any one of the entities comprising
the Owner (in accordance with Section IX hereunder). An “Affiliate” of an Owner
means any entity that directly or indirectly through one or more intermediaries, controls
or is controlled by or is under common control with such Owner. For purposes of this
definition, “control” of an entity means (i) the ownership, directly or indirectly, of fifty
percent (50%) or more of the voting rights in a company or other legal entity or (ii) the
right to direct the management or operation of such entity whether by ownership
(directly or indirectly) of securities, by contract or otherwise.

N. “Payments In Lieu of Taxes” or “PILOTs” means the payments to be made by Owner
to the College described in Section IV(D) of this Agreement.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 4


O. “Project” means the construction and operation of the Improvements on the Site asjset
forth in this Agreement.

P. “Real Property” means Eligible Property meeting the description for real property
provided by Chapter 1 of the Texas Tax Code.

Q. “Reinvestment Zone” means the reinvestment zone, as that term is defined in Chapter
312 of the Texas Tax Code, created by the County by the resolution described in| the
Recitals, which was duly passed by the County Commissioners Court, and referred to
as the Iris Energy Reinvestment Zone #2, more specifically described in Attachment A
to this Agreement. The fact that the designation of the Reinvestment Zone may ex pire
before this Agreement shall not affect the terms and condition of this Agreement.

R. “Site” means the portion of the Reinvestment Zone on which Owner makes | the
Improvements for which the Abatement is granted hereunder and which is shown in
Exhibit A.

S. “Lender” means any entity or person providing, directly or indirectly, including an
assignee of an initial Lender, with respect to the Improvements or Project any of (a)
senior or subordinated construction, interim or long-term debt financing or refinancing,
whether that financing or refinancing takes the form of private debt, public debt, orjany
other form of debt (including debt financing or refinancing), (b) a leasing transaction,
including a sale leaseback, inverted lease, or leveraged leasing structure, (c) tax equity
financing, (d) any interest rate protection agreements to hedge any of the foreg bing
obligations, and/or (e) any energy hedge provider. There may be more than one Lender.
Owner, at its election, may send written notice to the College with the name and notice
information for any Lender; provided, however that no entity or person shall be deemed
a Lender pursuant to this Agreement until such written notice is provided by Owner.

T. “Term” has the meaning given in Section IV(E).
Ill. Improvements in Reinvestment Zone

Owner agrees to make the following Improvements in consideration for the Abatement set
forth in Section IV of this Agreement:

A. Owner is proposing to construct the Improvements on the Site for setup and operations
of a data center with a Data Center Capacity of two hundred (200) megawatts (AC)
located in the Reinvestment Zone. Owner agrees that its data center facility on the Site
in the Reinvestment Zone will have a minimum Data Center Capacity of no less |than
two hundred (200) megawatts (AC). It is estimated that, if built to its maximum
capacity, the data center facility will require an estimated capital investment of
approximately six hundred and five million dollars ($605,000,000.00). The Certified
Appraised Value will depend upon annual appraisals by the Appraisal District andjmay
be more than or less than the amount stated herein. The size of the data center facility
may vary, but the Abatement shall be conditioned upon the overall Data Center
Capacity of the Project not being less than the minimum Data Center Capacity stated
above, unless approved in writing by the College.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 5


B. Improvements also shall include any other property in the Reinvestment Zone meeting
the definition of “Eligible Property” that is used for the setup and operation of a data
center facility. The College agrees, without limitation, that the related materials and

equipment will constitute Improvements under this Agreement.

C. Owner agrees that the Project shall achieve Commercial Operations on or before
December 31, 2026. If Owner requests an additional one-year extension, then} on
Owner’s written notice delivered to the County before or during Calendar Year 2(026
accompanied by the payment of a one-time fee of twenty-five hundred dollars
($2,500.00) to the College, the required date to achieve Commercial Operations shall

be further extended to December 31, 2027.

IV. Term and Portion of Tax Abatement; Taxability of Property

A. The College and Owner specifically agree and acknowledge that the property on the

Site within the Reinvestment Zone shall be taxable in the following ways:

1. Property not eligible for Abatement, if any, shall be fully taxable at all times;

2. The Certified Appraised Value of property existing on the Site prigr to
execution of this Agreement shall not be subject to this Agreement and shall

be fully taxable at all times;

3. Prior to commencement of the Abatement period designated in Section IV(B),
100% of property taxes levied on the Certified Appraised Value of real] and
personal property of Owner located on the Site will be owed and payable by

Owner;

4. All College property taxes on the Certified Appraised Value of Eligible
Property shall be abated for the periods and in the amounts as provided for by

Section IV(B) below; and

5. 100% of the Certified Appraised Value of Eligible Property existing on the
Site shall be fully taxable after expiration of the Abatement period designated

in Section IV(B), including the remainder of the Term.

B. The College and Owner specifically agree and acknowledge that this Agreement |shall
provide for tax Abatement, under the conditions set forth herein, of all College property

taxes as follows:

1. Beginning with the Calendar Year after the Calendar Year in which the

COD

occurs (unless an earlier year is elected in accordance with paragraph 6 below)
and ending upon the conclusion of ten (10) full Calendar Years thereafter, the
Abatement percentage of value of Eligible Property to be abated each year is

100%.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3

Page 6


Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3

. The percentage of property taxes set forth in Section IV(B)(1) above on|the

Certified Appraised Value of all Improvements described in the Certifi

cate

(and actually in place on the Site) is abated in the respective period designated

in Section IV(B)(1) above.

. The percentage of property taxes set forth in Section IV(B)(1) above on| the
Certified Appraised Value of any and all otherwise taxable personal property
owned by Owner and located on the Site is abated in the respective period

designated in Section IV(B)(1) above.

_ As of January 1 of the Base Year, the value for the proposed Improvements

is zero.

_ The Abatement granted under this Agreement shall commence upon January
1 of the Calendar Year after the Calendar Year in which the COD occurs|and
shall expire at the end of the tenth (10th) Calendar Year thereafter. Owner
shall provide the Certificate in writing both to the College and to the Appraisal
District within sixty (60) days of the COD. The Certificate shall describe any
ancillary facilities not required for Commercial Operations that are still under
construction on the date that the Certificate is delivered, and if the Certificate
indicates any such facilities exist, Owner will deliver an amended Certificate

to the College and to the Appraisal District within thirty (30) days afte
construction of all Improvements is complete. Such ancillary facilities,
completed and if eligible, shall become part of the Improvements eligibl
the Abatement under this Agreement.

+ the
pnce
© for

_ If Owner, at its sole election, desires that the ten-year Abatement period

commence prior to January 1 of the of the Calendar Year after the Cale
Year in which the COD occurs, then Owner may deliver a notice ta
College and the Appraisal District making such election (such notice b
referred to herein as a “Notice of Abatement Commencement”). If deliv
by Owner, the Notice of Abatement Commencement shall contain
following statement: “Owner elects for the ten-year Abatement peri

ndar
the
eing
rered
the
d to

begin on January 1, ”. the year stated in the Notice of Abatement
Commencement shall be the first year of the Abatement period, and the

Abatement period shall extend for 9 Calendar Years thereafter. Owner

shall

deliver the Notice of Abatement Commencement not later than the December

31 that immediately precedes the January 1 elected to be the beginning ¢

f the

Abatement period. Owner shall only be permitted to deliver a Notice of
Abatement Commencement if it anticipates achieving COD during the
Calendar Year elected to be the first year of the Abatement period. Owner
shall still be required to deliver the Certificate on or before the date required

in the preceding paragraph.

. Notwithstanding any statement or implication in this Agreement to the
contrary, the parties agree that the Abatement granted hereby shall not extend

beyond ten (10) Calendar Years.

Page 7


C. A portion or all of the Improvements may be eligible for complete or partial exemption
from ad valorem taxes as a result of existing law or future legislation. This Agreement
is not to be construed as evidence that no such exemptions shall apply to |the
Improvements.

D. As additional consideration for this Abatement, Owner agrees to make an annual
Payment in Lieu of Taxes to the College during each of the ten (10) Calendar Years|the
Abatement is in effect, in an amount equal to one hundred forty-five dollars ($145/00)
multiplied by the total Data Center Capacity included in the Certificate (and actually in
place in the Reinvestment Zone). The first such payment shall be due and payable on
October 1 of the first Calendar Year of the Abatement, and delinquent if not paid on or
before January 31 of the immediately following Calendar Year, with each of|the
remaining nine (9) payments due and payable annually on or before the releyant
October 1 thereafter and delinquent if not paid on or before the immediately following
January 31. By way of illustration, if Year 1 of the Abatement period is 2023, then the
PILOT owed for 2023 shall be due and payable on October 1, 2023, and delinquent if
not paid on or before January 31, 2024. There shall be a total of ten (10) PILOTs under
this Agreement. Past due amounts shall be subject to any and all statutory interest |and
penalties applicable to the payment and collection of taxes as provided in the Texas
Tax Code. Force Majeure shall not apply to any Payment in Lieu of Taxes or taxes
owed under the terms of this Agreement.

E. Owner agrees that the Improvements (excluding computer servers and electric
transformers) described in Section III, once constructed, will substantially remain in
place until at least twenty (20) Calendar Years after COD (the “Term”’); provided |that
nothing herein prevents Owner from replacing equipment or fixtures comprising] the
Improvements prior to that date, as long as such replacement does not result in a
reduction of the Certified Appraised Value of the Improvements. In the event that
Owner removes Improvements (comprising in the aggregate not more than 10% of all
Improvements), Owner’s removal shall not be deemed a default under this Agreement
if Owner pays to the College as liquidated damages for such removal from| the
Abatement in this Agreement, within thirty (30) days after demand, all taxes for such
removed Improvements (which otherwise would have been paid to the College without
benefit of a tax Abatement) with interest at the statutory rate under the Texas Tax Code,
as amended, but without penalty. IN THE EVENT OF A BREACH OF THIS
SECTION IV(E), THE SOLE REMEDY OF THE COLLEGE, AND OWNER’S
SOLE LIABILITY, WILL BE FOR OWNER TO PAY TO THE COLLEGE THE
FULL AMOUNT OF ACTUAL TAXES ABATED AT ANY TIME UNDER THIS
AGREEMENT ON THE REMOVED IMPROVEMENTS WITH INTEREST, BUT
LESS ANY TAX PAYMENTS OR PAYMENTS IN LIEU OF TAXES REMITTED
TO THE COLLEGE WITH RESPECT TO THE REMOVED IMPROVEMENTS, IN
THE EVENT OF A BREACH OF THIS SECTION IV(E), ANY TAXES DUE| BY
OWNER SHALL BE SUBJECT TO ANY AND ALL STATUTORY RIGHTS FOR
THE PAYMENT AND COLLECTION OF TAXES IN ACCORDANCE WITH THE
TEXAS TAX CODE.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 8


V. Representations
The College and Owner make the following respective representations:

A. Owner represents and agrees that (i) Owner and its successors and/or assigns will have
a taxable interest with respect to Improvements to be placed on the Site; |(i1)
construction of the Improvements described in Section III will be performed by Owner,
its successors and/or assigns and/or their contractors or subcontractors; (iii) Owner’s
and its successors’ and assigns’ use of the property in the Reinvestment Zone will be
limited to the use described in this Agreement during the Term and in the event Owner
desires to utilize the property in the Reinvestment Zone for any additional purpose
during the Term, Owner shall first obtain written approval from the College; (iv) all
representations made in this Agreement and in the Application for Abatement, if any,
are true and correct in all material respects to the best of Owner’s knowledge:;| (v)
Owner will make required filings, if any, by Owner with the Office of the Comptroller
of Public Accounts and other governmental entities concerning this Agreement that
may be required in the future; (vi) the Project will not be constructed without ffirst
obtaining all necessary local, state and federal environmental and construction permits,
and Owner will abide by all conditions of the permits and all laws, ordinances, rules
and regulations governing the construction and operation of the Project throughout its
economic life; (vii) the planned use of the property within the Project will not constitute
a hazard to public health or safety throughout the economic life of the Project; and (\viii)
each of the five separate legal entities that constitute Owner is a party to this Agreement
and all are jointly and severally liable hereunder.

B. The College represents that (i) this Agreement has been created in accordance with
Chapter 312 of the Texas Tax Code and the County Tax Abatement Guidelines and
Criteria as both exist on the effective date of this Agreement; (ii) no interest in the
Improvements or the land on which they are located is held or subleased by the
president of the College or by any member of the board of regents of the College} (iii)
the property within the Reinvestment Zone is located within the legal boundaries of the
College district; and (iv) the College has made and will continue to make all required
filings with the Office of the Comptroller of Public Accounts and other governmental
entities concerning this Agreement.

C. Owner represents and agrees that, if it builds the Improvements and if the COD occurs,
the Project will (i) add at least Five Hundred Thousand Dollars ($500,000.00) to the
tax roll of Eligible Property, (ii) create no less than ten (10) new, full-time equivalent
jobs, (iii) make a commercially reasonable effort to ensure the Project leads|to a
positive net economic benefit to the College of at least Two Hundred Fifty Thousand
Dollars ($250,000.00) over the life of this Agreement, computed to include (but not
limited to) new sustaining payroll and/or capital improvement, and (iv) not solely or
primarily have the effect of transferring employment from one part of the County to
another.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 9


VI. Access to and Inspection of Property by College Employees

A. Owner shall allow the College’s employees reasonable access to the Improvements for
the purpose of inspecting any Improvements constructed to ensure that the same|are
conforming to the minimum specifications of this Agreement and to ensure thati all
terms and conditions of this Agreement are being met. All such inspections shall take
place on a Business Day only after giving Owner at least forty-eight (48) hours’ prior
notice and shall be conducted in such a manner as to avoid any unreasonable
interference with the construction and/or operation of the Improvements. All such
inspections shall be made with one (1) or more representatives of Owner in accordance
with all applicable safety standards.

B. Owner shall, on or before March 31 of each Calendar Year starting with the first
Calendar Year beginning after Owner delivers the Certificate, certify annually to the
College its compliance with this Agreement by providing written testament to the same
to the College using the form attached hereto as Attachment SF

VII. Default, Remedies and Limitation of Liability

A. The College may declare a default if Owner breaches any material term or condition of
this Agreement. If the College declares a default of this Agreement, this Agreement
shall terminate, after notice and opportunity to cure as provided for in Section VII(B)
below, or the College may modify this Agreement upon mutual written agreement with
Owner. If Owner believes that such termination was improper, Owner may file suit in
the proper court challenging such termination. In the event of default, the College may
pursue the remedies provided for in Section VII(C) below or the preceding Se¢tion
IV(E), as applicable. The College shall not declare a default, and no default will be
deemed to have occurred, when the circumstances giving rise to such potential
declaration are the result of Force Majeure. Notwithstanding any other provision of
this Agreement to the contrary, in the event a party is rendered unable, wholly or in
part, by Force Majeure to carry out its obligations under this Agreement (other than any
obligation to make payment of any amount when due and payable hereunder), the
obligation of such party, so far as it is affected by such Force Majeure, shall be
suspended during the continuance of any condition or event of Force Majeure, but for
no longer period, and such condition or event shall so far as possible be remedied |with
all reasonable dispatch. The party prevented or hindered from performing shall|give
prompt (but in no event later than twenty (20) Business Days after the occurrence of
such event) notice and reasonably full particulars of such event to the other party and
shall take all reasonable actions within its power to remove the basis for nonperformance
(including securing alternative supply sources) and after doing so shall resume
performance as soon as commercially practicable. The settlement of strikes or lockouts
or resolution of differences with workers shall be entirely within the discretion of the
affected party, and the above requirement that any Force Majeure shall be remedied with
all reasonable dispatch shall not require the settlement of strikes, lockouts or differences
by acceding to the demands of the opposing party in such strike, lockout or difference
when such course is inadvisable in the reasonably exercised discretion of the affected

party.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 10


B. The College shall notify Owner and any Lender for which Owner has provided contact
information to the College of any default in writing in the manner prescribed herein.
All contact information for purposes of a notice of default shall be provided to} the
College. The notice shall specify the basis for the declaration of default, and Owner
shall have sixty (60) days from the date of such notice to cure any default, except that
where the default is incapable of being cured within sixty (60) days using reasonable
business efforts, Owner shall commence performance of the cure within thirty 30)
days after receipt of notice and diligently pursue those efforts until the default is cured.
Any Lender of which the College has notice shall maintain the right to cure any defect,
including any defect caused by an assignee or contractor of Owner during the same
cure period identified in the foregoing sentence.

C. As required by section 312.205 of the Texas Tax Code, if Owner fails to make the
Improvements as provided for by this Agreement or fails to cure a default after proper
notice and the expiration of the provided cure period, the College shall be entitled to
cancel this Agreement and recapture property tax revenue lost as a result of|this
Agreement, less any PILOTs paid by Owner to the College, subject to the above
provisions regarding notice and right to cure.

D. LIMITATION OF LIABILITY: CANCELLATION OF THIS AGREEMENT
(RESULTING IN A FORFEITURE OF ANY RIGHT TO ABATEMENT
HEREUNDER BEYOND THE CANCELLATION DATE), RECAPTURE| OF
PROPERTY TAXES ABATED (BUT LESS ALL PAYMENTS IN LIEU OF TAKES
PAID BY OWNER) ONLY AS PROVIDED FOR AND ONLY UNDER THE
CIRCUMSTANCES DEFINED IN SECTION VII(C) OF THIS AGREEMENT,
AND/OR RECOVERY OF THE AMOUNTS PROVIDED FOR IN SECTION IY(E)
ONLY AS PROVIDED FOR AND ONLY UNDER THE CIRCUMSTANCES
DEFINED IN SECTION IV(E), ALONG WITH ANY REASONABLY INCURRED
COSTS AND FEES, SHALL BE THE COLLEGE’S SOLE REMEDY, AND
OWNER’S SOLE LIABILITY, IN THE EVENT OWNER FAILS TO MAKE THE
SPECIFIED IMPROVEMENTS OR TAKE OTHER ACTION REQUIRED BY THIS
AGREEMENT, INCLUDING ANY FAILURE TO PAY AMOUNTS OWED
UNDER THIS AGREEMENT. OWNER AND THE COLLEGE AGREE THAT THE
LIMITATIONS CONTAINED IN THIS PARAGRAPH ARE REASONABLE AND
REFLECT THE BARGAINED FOR RISK ALLOCATION AGREED TO BY THE
PARTIES. IN THE EVENT OF A BREACH OF THIS AGREEMENT, ANY
AMOUNTS DUE FROM OWNER SHALL BE SUBJECT TO ANY AND ALL
STATUTORY RIGHTS FOR THE PAYMENT AND COLLECTION OF TAXES IN
ACCORDANCE WITH THE TEXAS TAX CODE.

E. Any notice of default under this Agreement shall prominently state the following at the
top of the notice:

NOTICE OF DEFAULT UNDER TAX ABATEMENT AGREEMENT
YOU ARE HEREBY NOTIFIED OF THE FOLLOWING DEFAULT UNDER YOUR

TAX ABATEMENT AGREEMENT WITH THE COLLEGE. FAILURE TO CURE
THIS DEFAULT WITHIN SIXTY (60) DAYS OF NOTICE OR OTHERWISE CURE

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3

U

ge 11


THE DEFAULT AS PROVIDED BY THIS AGREEMENT SHALL RESULT|IN
TERMINATION OF THE TAX ABATEMENT AGREEMENT AND MAY
INCLUDE RECAPTURE OF TAXES ABATED PURSUANT TO THAT
AGREEMENT.

VIII. Compliance with State and Local Regulations

Nothing in this Agreement shall be construed to alter or affect the obligations of Owner to
comply with any order, rule, statute or regulation of the College, the County, or the State of
Texas.

IX. Assignment of Agreement

A. The rights and responsibilities of any one of the entities comprising the Owner
hereunder may be assigned in their entirety to an Affiliate without College’s prior
consent. Owner shall provide notice to the College of any assignment to an Affiliate.
Owner’s assignment of the Agreement to an Affiliate shall be final only after| the
execution of a formal assignment document between Owner and the assignee and the
delivery of notice of the execution of such assignment agreement to the College.

B. The rights and responsibilities of any one of the entities comprising the Owner
hereunder may be assigned in their entirety to a party other than an Affiliate, but only
after obtaining the College’s prior written consent, which consent shall not be
unreasonably withheld, conditioned, or delayed. Any assignment by Owner to a party
other than an Affiliate without first obtaining the written consent of the College shall
be a default under this Agreement subject to the notice provisions, cure provisions,
remedies, and other terms and conditions of Article VII above. Owner shall give the
College forty-five (45) days’ written notice of any intended assignment to a party other
than an Affiliate, and the College shall respond with its consent or refusal within thirty-
five (35) days after receipt of Owner’s notice of assignment. If the College responds
to Owner’s notice of assignment with a refusal, the parties agree to work together in
good faith to resolve the College’s objections to the assignment. Owner’s assignment
of the Agreement shall be final only after the execution of a formal assignment
document between Owner and the assignee and the delivery of notice of the execution
of such assignment agreement to the College. Neither Owner’s notice of an intended
assignment nor the College’s formal consent to an intended assignment shall constitute
an assignment of the Agreement, and Owner’s request for a consent to assignment shall
not obligate Owner to assign the Agreement.

C. No assignment under Section [X(A) or [X(B) shall be allowed if (a) the College has
declared a default hereunder that has not been cured within all applicable notice and
cure periods, or (b) the assignee is delinquent in the payment of ad valorem taxes owed
to the College or any other taxing jurisdiction in the College. Consent to a transfer or
assignment requested under Section [X(B) will be subject to the College approving the
financial capacity of the transferee/assignee and subject to all conditions} and
obligations in this Agreement being assumed and guaranteed by| the
transferee/assignee. The College shall not unreasonably withhold consent to a transfer
or an assignment under Section IX(B). The transfer or assignment shall be presumed

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 12


to be reasonable where the proposed transferee/assignee demonstrates to the College
its financial capacity to meet the terms of this Agreement, agrees to be bound by all
conditions and obligations stated herein, and is not in default under any other agreement

with the College.

. The parties agree that a transfer of all or a portion of the ownership interests in any

one

of the entities comprising the Owner to a third party shall not be considered an
assignment under the terms of this Agreement and shall not require any consent off the

College.

. Upon any assignment and assumption under Section IX(A) or IX(B) of the entire
interest in the Agreement of any one of the entities comprising the Owner, such entity
shall have no further rights, duties or obligations under the Agreement. No partial

assignments are permitted by any one of the entities comprising the Owner.

. In addition to its rights under Sections [X(A) and IX(B), Owner may, without obtaining

the College’s consent, mortgage, pledge, or otherwise encumber its interest in

this

Agreement or the Project, any Improvements or any Eligible Property to a Lender for

the purpose of financing the operations of the Project or constructing the Proje«
acquiring additional equipment following any initial phase of construction. Own
encumbering its interest in this Agreement may include an assignment of Owr

t or
ler’s
ler’s

rights and obligations under this Agreement for purposes of granting a security interest

in this Agreement. In the event Owner takes any of the actions permitted by

this

paragraph, it may provide written notice of such action to the College with such notice

to include the name and notice information of the Lender. If Owner provides the n

ame

and contact information of a Lender to the College, then the College shall be required
to provide a copy to such Lender of all Notices delivered to Owner at the same jtime
that the Notice is delivered to Owner. If Owner does not provide the name and contact
information of a Lender to the College in writing, then such Lender shall not have the

notice rights or other rights of a Lender under this Agreement.
X. Notice

All notices, demands, or other communications of any type (collectively, “Notices” and

each

individually, a “Notice”) given shall be given in accordance with this Section. All Notices

shall be in writing and delivered, by commercial delivery service to the office of the pers

pn to

whom the Notice is directed (provided that that delivery is confirmed by the courier delivery
service); by United States Postal Service (USPS), postage prepaid, as a registered or certified

item, return receipt requested in a proper wrapper and with proper postage; by recog

ized

overnight delivery service as evidenced by a bill of lading (and, in the case of any Notice to
Owner, a copy must be provided electronically). Notices delivered by commercial delivery
service shall be deemed delivered on receipt or refusal; Notices delivered by USPS shall be
deemed to have been given upon deposit with the same; electronic communication Notice/shall
be effective upon receipt by the sender of an electronic confirmation. Regardless of the method
of delivery, in no case shall Notice be deemed delivered later than actual receipt. In the event

of a notice of default given pursuant to Article VII, such Notice shall be given by at leas
(2) methods of delivery and consistent with Section VII(E). All Notices shall be mail
delivered to the following addresses:

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 P

two
ed or

lage 13


To Owner:

Will. Roberts@iren.com and LegalNotices@iren.com IE US Development
Holdings 3 Inc.

Level 21, 60 Margaret Street
Sydney, NSW 2000 Australia

To the College:

Clarendon College
Attn: President

P.O. Box 968

1122 College Dr.
Clarendon, Texas 79226

Any party may designate a different address by giving the other party at least ten (10) days
written notice in the manner prescribed above.

XI. Severability

In the event any section or other part of this Agreement is held invalid, illegal, factually
insufficient, unconstitutional or otherwise unenforceable, the balance of this Agreement shall
stand, shall be enforceable and shall be read as if the parties intended at all times to delete said
invalid, illegal, factually insufficient, unconstitutional or otherwise unenforceable section(s) or
other part(s). In the event that (i) the term of the Abatement with respect to any property is
longer than allowed by law or (ii) the Abatement applies to a broader classification of property
than is allowed by law, then the Abatement shall be valid with respect to the classification of
property not deemed overly broad, and for the portion of the term of the Abatement not deemed
excessive. Any provision required by the Texas Tax Code to be contained herein that does not
appear herein is incorporated herein by reference.

XII. Applicable Law and Venue

This Agreement shall be construed under and governed by the laws of the State of Texas. This
Agreement, in its entirety, shall be performable in Childress County, Texas. As part off the
consideration for entering into this Agreement, both the College and Owner agree that |any
litigation to construe or enforce the terms or conditions of this Agreement shall be brought
solely in the state or federal district courts having jurisdiction in Childress County, Texas

XIII. Amendment

Except as otherwise provided, this Agreement may be modified by the parties hereto upon
mutual written consent to include other provisions which could have originally been included
in this Agreement or to delete provisions that were not originally necessary to this Agreement
pursuant to the procedures set forth in Chapter 312 of the Texas Tax Code.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 14


XIV. Guidelines and Criteria

This Agreement is entered into by the parties consistent with the Guidelines. To the extent this
Agreement modifies any requirement or procedure set forth in the Guidelines, the Guidelines
are deemed amended for purposes of this Agreement only.

XV. Entire Agreement

This Agreement contains the entire and integrated Tax Abatement Agreement between] the
College and Owner, and supersedes any and all other negotiations and agreements, whether
written or oral, between the parties. This Agreement has not been executed in reliance upon
any representation or promise except those contained herein.

XVI. Coordination of Local Hiring and Services

A. Owner shall use reasonable commercial efforts to maximize its use of County labor and
services and supplies purchased from businesses within the County in the course of
performing under this Agreement, as is further described in the Local Spending} and
Support Plan attached to this Agreement as Attachment B.

B. During every year during the Term after the COD, Owner, its contractors, and their
respective affiliates will collectively employ at least ten (10) full-time equivalent
Project employees in the College (noting Owner expects the Project and further phases
of the data center facility to employ in aggregate approximately fifty (50) full-time
equivalent employees in the College).

C. Upon request by Owner, College shall provide a written statement certifying| that
Owner is then in compliance (or has fully complied) with the Local Spending) and
Support Plan; if College cannot make such statement, College will provide an
explanation to Owner of its determination.

D. Within 90 days following the COD, Owner shall provide the College with a written
project summary showing its good faith and commercially reasonable efforts to comply
with the requirements set forth in the Local Spending and Support Plan (in the form of
Attachment B), which summary shall include all reasonably available local spending
information collected by Owner in the ordinary course of business including (arnong
other information):

1. Summary of Local services/materials/supplies purchased within the County;

2. Proof that Owner designated a Coordinator of Local Hiring Services} (per
Attachment B, Section D); and

3. Proof that Owner used commercially reasonable efforts to utilize the County
Labor Force by conducting a job and contracting information session within 60
days of beginning physical construction of the Project (per Attachment B,
Section E). ,

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 15


XVII. Site Maintenance

Owner shall maintain the Site free from accumulation of objectionable, unsightly, or unsanitary
matter, debris, waste material, rubbish, tumbleweeds, and noxious weeds.

XVIII. Indemnity

Owner agrees to indemnify, defend, and hold the College, each of its board of regents, all of
its servants, agents, and employees, any person or legal entity designated by the College to
perform any function required under the Guidelines, under the tax abatement application, or
by the terms of this Agreement, and the Appraisal District, its officers, directors, servants,
agents and employees (collectively, the “Indemnitees”) harmless from any and all claims,
demands, liabilities, losses, costs, actions, causes of action, and attorneys’ fees incurred by or
alleged against the Indemnitees arising from or in any way relating to the tax abatement
application, the terms, covenants, and conditions contained in this Agreement, and the actions
contemplated by this Agreement. This provision does not waive any governmental immunity
available to the Indemnitees under Texas law and does not waive any defense of a party under
Texas law. The provisions of this paragraph are solely for the benefit of the Indemnitees| and
are not intended to create or grant any rights, contractual or otherwise, to any other person or
entity.

XIX. Reimbursement of Expenses

Within thirty (30) days of the date of receipt of an invoice, Owner agrees to reimburse the
College for or pay directly to the College’s attorneys, as applicable, the reasonable} and
necessary attorney’s fees and expenses incurred, directly or indirectly, by the College in
connection with the negotiation and formalization of the Abatement and this Agreement in an
amount not to exceed Five Thousand Dollars ($5,000.00).

XX. Estoppel Certificates.

Each party on written request from the other party shall provide an estoppel certificate that
shall certify, as of the date of the certificate: (i) that this Agreement is in full force and effect
without default if such is the case, (ii) the remaining term of this Agreement, and (iii) |such
other matters as may be agreed upon by the parties, a party’s consent to inclusion of other
matters not to be unreasonably withheld. A party shall provide the estoppel certificate or an
explanation of why the party is not willing to provide the certificate within thirty (30) days of
receiving a request.

XXI. Employment of Undocumented Workers.

During the term of this Agreement, Owner agrees not to knowingly employ any undocumented
workers as defined in Section 2264.001 of the Texas Government Code. If Owner is convicted
after exhaustion of all rights of appeal of a violation under 8 U.S.C. §1324a(f), Owner|shall
repay the amount of the abatements and any other funds received by Owner from the Callege
as of the date of such violation, not later than one hundred and twenty (120) days after th¢ date
Owner is notified by the College of a violation of this section, plus interest at the rate
periodically announced by the Wall Street Journal as the prime or base commercial lending

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Hage 16


rate, or if the Wall Street Journal shall ever cease to exist or cease to announce a prime or base
lending rate, then at the annual rate of interest from time to time announced by Citibank, N.A.
(or by any other New York money center bank selected by the College) as its prime or base
commercial lending rate. The payment of interest shall be as if it had been accruing from|the
dates the abatements were granted to Owner until the date the amount due is repaid to) the
College.

XXII. No Boycott.
In accordance with Section 2270.002 of the Texas Government Code (as added by Tex. H.B.
89, 85th Leg., R.S. (2017)), Owner verifies that it does not boycott Israel and will not boycott

Israel during the term of this Agreement.

XXIII. Not a Listed Company.
In accordance with Section 2252.152 of the Texas Government Code (as added by Tex. S. B.
252, 85th Leg., R.S. (2017), the Parties covenant and agree that Owner is not on aj list

maintained by the State Comptroller’s office prepared and maintained pursuant to Section
806.051, 807.051, or 2252.153 of the Texas Government Code.

[Signature Pages to Follow]

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 17


IN TESTIMONY OF WHICH, THIS AGREEMENT has been executed by the College, acting by
and through the duly elected officers of Childress County, and by Owner on the respective dates
shown below.

Date: October 14, 2024

CHILDRESS COUNTY, TEXAS

Mark Ross
Commissioner, Precinct 2

[chad EDD zp

KevinAyckler Rick Elliot
Commissioner, Precinct 3 Commissioner, Precinct 4
Att

Ti, Moule. Kowawd

Tat eal Childress County Clerk

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 18


IE US DEVELOPMENT HOLDINGS 3 INC.,
a Delaware corporation

By: Date:
Printed Name:
Title:

IE US HARDWARE 1 INC.,
a Delaware corporation

By: Date:
Printed Name:
Title:

IE US HARDWARE 3 INC.,
a Delaware corporation

By: Date:
Printed Name:
Title:

IE US HARDWARE 4 INC.,
a Delaware corporation

By: Date:
Printed Name:
Title:

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Page 19


Attachment A

Attached is the Reinvestment Zone created by resolution dated October 14, 2024, duly passed
by the County Commissioners Court and referred to as the Iris Energy Reinvestment Zone|#2.

[Copy of Resolution to be Inserted]

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Attachment A


Exhibit A
LEGAL DESCRIPTION AND MAP OF
IRIS ENERGY REINVESTMENT ZONE

Iris Energy Reinvestment Zone is comprised of the following parcels. In the event of discrepancy
between this Exhibit “A” and the attached map, the map shall control; provided however, the [Iris
Energy Reinvestment Zone shall in no way be deemed to include any portion of any municipality.

Tract I:
416.083 acres of land out of Section 421, Abstract 208, Block H, W & NW Ry. Co. Surveys,

Childress County, Texas.

Tract I

The West One-Half of the Northwest One-Quarter (W/2 or NW/4) of Section Four Hundred
Twenty-one (421) in Block H of the Waco & Northwestern Railway Company Survey in
Childress County, Texas.

Tract Il

A 80.12 acre tract of land situated in Section 421, Block H, W&NW RR Co Survey, Abstract} No.
208, Childress County, Texas. Being all of that certain called tract as described in a deed from
Doris Collins as Trustee of the Lola S. Collins Revocable Trust Dated November 28, 1994, to
Doris Collins and Druena Collins Lock, Dated August 29, 2013, recorded in Volume 508, Page
440, Official Public Records, Childress County, Texas and described more particularly by metes

and bounds as follows:

Beginning at a %” iron rod (set with cap marked “PATRIOT SURVEYING”) in the N
boundary line of Section 421, from which a mag nail (found) at the Northwest corner of Se
421 bears North 89° 41’ 01” West, a distance of 1318.45 feet;

forth
tion

THENCE South 89° 41’ 01” East, for a distance of 1318.45 feet, with the North boundary line of

Section 421, to a 4” iron rod (found) at the Northwest corner of that certain called 416.083
tract as described in instrument number 202100858;

acre

THENCE South 00° 49” 34” West, for a distance of 2645.92 feet, with the West boundary line of
the above mentioned 416.083 acres tract and with the West boundary line of that certain called
0.288 acre tract as described in instrument number 2022000424, to a %” iron rod (found) in the

West boundary line of the above mentioned 20.288 acre tract, and at an interior ell corner of

said

416.083 acre tract, from which a 5/8” iron rod (found with cap marked “STANTEC”) at the

Northwest corner of said 20.288 acres tract bears North 00° 49’ 34” East, a distance of 399.45

feet;

THENCE North 89° 35° 08” West, for a distance of 1320.70 feet, to a 2” iron rod (set with cap

marked “PATRIOT SURVEYING”);

THENCE North 00° 52° 31” East, for a distance of 2663.68 feet, back to the PLACE OF

BEGINNING and containing 80.12 acres of land.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Exhibit A


Tract II Tract IT
COLLINS DORIS IE US
& DRUENA DEVELOPMENT
COLLINS LOCK ealfoas HOLDINGS 3 INC
su75 463? 4545
IE US
DEVELOPMENT i
HOLDINGS 3 INC Tract I
HINES FRANK 2s
HENRY TRUST
4658 Tract I

5946
IE US DEVELOPMENT

PLAS EV
STATIONS LLC

282?

4318

CLEMENTS
RONALOL

he

ay

JACKSON
SAND!
WILSON

BOM 1 INE. DL AiG

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3

"4064 CLEMENTS

Exhibit A


EXHIBIT A (CONTINUED)
MAP OF
IRIS ENERGY REINVESTMENT ZONE

Tract II Tract III
COLLINS L DORIS le US
& DRUENA
DEVELOPMENT
COLLINS LOCK cullbad HOLDINGS 3 INC
urs 4532 A536
IE US
DEVELOPMENT JACKSDN
HOLDINGS 3 INC Tract I SAND
WILSON
i 4666
HINES FRANK ee —
HENRY TRUST
Ps 4654 Tract I
5996 mg
“i CLEMENTS
IE US DEVELOPMENT RONALD L

HOLDINGS 3 INC

° 4964 CLEMENTS | JACKSON
STATIONS LE ; : Pag RON ALE
2382! ate a

TPE TT AH
SBAtHets

POINT AIM

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Exhibit A (continued)


Attachment B

LOCAL SPENDING AND SUPPORT PLAN

A. In connection with the construction and operation of the Improvements in the County,
Owner and Owner’s prime contractor(s) (“Prime Contractor(s)”) responsible | for
overseeing construction and/or operation of the Improvements will use commercially
reasonable efforts during the Term to invest at least one million dollars ($1,000,000) in
services, materials and supplies purchased from County individuals and businesses,
provided that nothing in this paragraph shall require Owner or the Prime Contractor(s) to
use services, materials and supplies provided by County residents that are not: (i) of similar
quality to those provided by nonresidents; or (ii) made available on terms and/or at prices
comparable to those offered by nonresidents. Within ninety (90) days following the CDD,
Owner shall provide the College with a written report showing the status of spending in
the County and its compliance with the requirement set forth in this Local Spending |and
Support Plan.

B. Inno event shall Owner or the Prime Contractor discriminate against County residents or
businesses in employment or in the purchase of goods and services.

C. In filling employment vacancies in connection with the Project, Owner and the Prime
Contractor(s) will use commercially reasonable efforts to use County labor, provided) that
nothing in this paragraph shall require Owner or the Prime Contractor to employ County
residents who are not: (i) equally or more qualified than nonresident applicants; or (ii)
available for employment on terms and/or at salaries comparable to those required by
nonresident applicants. Individuals who resided in Childress County at the time of their
initial employment shall be considered “County labor” even if they relocate to a residence
outside of the County during their term of employment.

D. Owner or the Prime Contractor shall designate a Coordinator of Local Hiring and Seryices
who will act as a liaison between all contractors and any individual or business residing in
the County who is interested in obtaining information about (i) employment, of (ii)
commercial services or supplies expected to be purchased by a contractor.

E. Owner or the Prime Contractor shall hold a job and contracting information session prior
to beginning physical construction of the Project at which information will be provided
regarding the construction and hiring needs of the Project. Such information also will be
provided on a continuing basis through the Coordinator of Local Hiring and Services

F. During every year of the Term after the COD, Owner, its contractors, and their respective
affiliates will collectively employ in the County at least the requisite number of full}time
equivalent Project employees specified in the Agreement as described in Section XYI(B)
of the Agreement.

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3 Attachment B


Attachment C

Owner’s Annual Reporting and Compliance Form

Pursuant to Section VI(B) of the Agreement, this form shall be submitted by Owner to tl
College on or before March 31 of each Calendar Year beginning with the first Calendal
Year after Owner delivers the Certificate. To the extent that any of the provisions herein
conflict with the provisions in the Agreement, the provisions of the Agreement shall

ne
Ir

control.
Provision and Compliance Guidelines Provision Complied
Description With?
Yes (date complied
with)/No/In Process

(include explanation

Improvements _and
Reinvestment Zone
— Section III(A)

Owner constructed the Improvements on
the Site as set forth in Section III(A).

Improvements and
Reinvestment Zone
- Section III(A) and

Owner commenced construction of the
Improvements and the Project achieved
Commercial Operations as required by

Section III(C) the timelines.
Representations - | Owner has made all required filings with
Section V the Office of the Comptroller of Public
Accountants and other governmental
entities concerning the Agreement.
Note: Any filings made during the course
of the prior year by Owner which pertain
to the Agreement should be listed here.
Assignment - | Describe any instances in which the
Section IX Agreement was duly assigned or
transferred in accordance with Section IX
of the Agreement.
Local Spending | Within 90 days following the COD, Owner

Plan — Attachment
B, Section A and
Section XVI(D)

provided the College with a written project
summary showing its good faith and
commercially reasonable efforts to comply
with the requirements set forth in the Local
Spending and Support Plan, which
includes all reasonably available local
spending information collected by Owner
in the ordinary course of business
including (among other information):

e Summary of Local
services/materials/supplies purchased
within the County

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3

Attachn

ent C


e Proof that Owner designated a
Coordinator of Local Hiring Services
(per Attachment B, Section D)

e Proof that Owner used commercially
reasonable efforts to utilize the County
Labor Force by conducting a job and
contracting information session within
30 days of beginning physical
construction of the Project (per
Attachment B, Section E)

e Proof that Owner or its contractors or
their respective affiliates have
collectively employed at least the
requisite number of full time Project
employees during every year of the
Term after the COD (per Section
XVI(B) and Attachment B, Section F).

Local Spending
Plan — Attachment

Owner or the Prime Contractor designated
a Coordinator of Local Hiring Services

B, Section D who acted as a liaison to residents of the
County.

Full-time _ Project | During every year of the Term after the

Jobs — Section | COD, Owner or its contractors or their

XVI(B) and | respective affiliates have collectively

Attachment B,
Section F

employed at least the requisite number of
full-time equivalent Project employees as
described in Section XVI(B).

Clarendon College — Iris Energy — Amended and Restated Tax Abatement Agreement — Phase 3

Attachme

nt C