Proposed Execution Version June 1, 2012
Page 1MASTER SETTLEMENT AGREEMENTTHIS MASTER SETTLEMENT AGREEMENT (this “Agreement”) is made and enteredinto to be effective as of June 6, 2012 (the “Effective Date”) by and among Exide Technologiesdoing business in Texas as Exide Technologies, Inc., a Delaware corporation (“Exide”), the Cityof Frisco, Texas, a local governmental entity organized and existing under the laws of the Stateof Texas (the “City”), the Frisco Economic Development Corporation, a non-profit corporationcreated pursuant to the Texas Development Corporation Act (“EDC”), and the FriscoCommunity Development Corporation (“CDC”), a non-profit corporation created pursuant to theTexas Development Corporation Act (the City, EDC and CDC are sometimes collectivelyreferred to herein as the “Frisco Parties”). Collectively, Exide and the Frisco Parties are referredto herein as the “Parties.”RECITALSA.
Exide is the owner of certain real property located at 7471 South 5th Street,Frisco, Texas (the “Exide Property”), on which it is conducting business operations (the “ExideOperations”). The Parties have negotiated this Agreement to resolve disputes among the partiesincluding a dispute related to two parcels within the Exide Property referred to herein as the “JParcel” and the “Bowtie Parcel.” Specifically, the Bowtie Parcel shall refer to Exide’s operatingplant and landfill facility and the J Parcel shall refer to undeveloped property surrounding theBowtie Parcel. The map attached hereto as Exhibit A and made a part hereof generally showsthe parcels within the Exide Property, all of which will be subject to a specific survey as part of the transaction contemplated herein.B.
Disputes have developed between the Parties regarding Exide’s operations and theExide Property. Following denial of a vested rights petition filed by Exide, the City Council of the City (the “City Council”) voted to refer to the Board of Adjustment of the City theconsideration of establishing a compliance date for an alleged non-conforming use of the ExideProperty (the “Amortization Proceeding”).C.
Both Exide and the City have threatened litigation against the other regarding theExide Property and the proposed Amortization Proceeding.D.
In an effort to avoid the prospect of litigation, Exide and the City have agreed tosettle the disputes identified herein between them as more fully set forth in this Agreement.E.
Subject to the terms and conditions of this Agreement, Exide has agreed to winddown its operations on the Bowtie Parcel, and to remove improvements, except as provided forherein. Exide has further agreed to remediate the J Parcel, as set forth in this Agreement, subjectto reimbursement for the costs related to the J Parcel from the City.F.
Subject to the terms and conditions of this Agreement, (1)Exide has agreed to selland EDC has agreed to buy that portion of the J Parcel more particularly described on Exhibit Battached hereto and made a part hereof, together with all and singular, the rights andappurtenances pertaining to such portion of the J Parcel, including any right, title and interest of Exide in and to adjacent streets, alleys or rights-of-way, and including all of Exide’s rights to all