Exhibit A - Sustainable Water Service Agreement

When recorded, return to:

Chandler City Clerk
P. O. Box 4008, MS 606
Chandler, AZ 85244-4008

SUSTAINABLE WATER SERVICE AGREEMENT

This Sustainable Water Service Agreement (“Agreement”), effective on the _ day of

. 2025 (the “Effective Date’), is entered into by and between the City of Chandler, an

Arizona municipal corporation (“City”) and Digital 2121 South Price, LLC, a Delaware limited

liability company, (“Owner”). This Agreement may refer to City and Owner individually as a
“Party” or collectively as the “Parties”.

RECITALS

A. Owner owns property located at 2121 S. Price Road in Chandler, Maricopa County,
Arizona, as legally described in the attached Exhibit “A” (the “Property”).

B. In 2015, Owner completed improvements on the Property and is operating a data
center on the Property.

Cc Owner desires to further improve the Property and expand its water use.

D. Chandler City Code Chapter 52-45(A) limits all new Water uses within the city to
those that will not exceed the then-existing Tier | Water Use Allocation adopted by the city council.

E. Owner’s current and proposed Water usage exceeds the current Tier | Water Use
Allocation for the Property.

F. Owner has filed a Sustainable Water Service Application, and the Director of Public
Works & Utilities has determined that the Property is eligible for a Tier II] and a Tier II] Water Use
Allocation subject to the terms and conditions of this Agreement.

G. The Chandler City Council has authorized the delivery of Tier I] Water to the
Property subject to the terms and conditions of this Agreement.

H. The Chandler City Council has authorized the acquisition and delivery of Tier III
Water to the Property subject to the terms and conditions of this Agreement.

WHEREFORE, the Parties agree as follows:
AGREEMENT
l. The foregoing recitals are incorporated by reference into this Agreement.

25 Capitalized words or phrases not specifically defined in this Agreement shall have
the same meaning provided under Chandler City Code Chapter 52, Article VI. In any conflict
between this Agreement and Chandler City Code, the provisions of this Agreement shall control.

3. The Parties agree that Owner’s current water use averages 334 acre-feet per year
(af/yr).

4, City agrees to allocate 235,172 gallons per day (gpd) of Tier I] Water to the
Property.

5. Within 30 days of the Effective Date, Owner shall deposit the sum of $8,474,050
with the City for the purpose of acquiring Tier III Water to be allocated to the Property. City shall
not use the funds deposited by Owner for any other purpose and shall reimburse Owner any funds
remaining after completing acquisition of the Water as provided in this Agreement.

6. City agrees to acquire 13,037 af of long-term storage credits for a 100-year supply
of Tier II] Water to be allocated to the Property at a price not to exceed $650 per af. City shall use
its best efforts to secure the best price per acre-foot. City shall own and control the long-term
storage credits acquired under this Agreement but shall use them to deliver Tier II] Water to the
Property.

7. The Property shall be limited to no more than 464.4 af/yr (414,643 gpd) of Water
consisting of 63,080 gpd of Tier | Water, 235,172 gpd of Tier I] Water, and 116,391 gpd of Tier
II] Water based on a rolling three-year average of water use (“Maximum Water Use”).

8. Penalties for an exceedance of the Maximum Water Use at the Property shall be as
provided under Chandler City Code Chapter 52, Article V1.

9. In addition to the penalties provided under Chandler City Code Chapter 52, Article
V1, Owner shall pay a penalty of $10,000 for each acre-foot by which Owner exceeds the
Maximum Water Use at the Property. Such penalty shall be due and payable within 90 days of
City’s delivery of a notice of exceedance to Owner.

10. In addition to the penalties provided under Chandler City Code Chapter 52, Article
VI and Section 6 of this Agreement, upon three or more annual exceedances of the Maximum
Water Use at the Property within any five-year period, City shall have the right to terminate the
Property’s Tier III allocation upon 60 days’ written notice to Owner. Upon termination, the
allocation of Tier II] Water to the Property shall be forfeited in its entirety and the Property will
be limited to its Tier | and Tier I] Water Use Allocation. Penalties for exceedance of the Property’s
Tier | and Tier I] Water Use Allocation shall be as provided in this Agreement.

11. Owner agrees to pay all applicable fees and charges associated with City’s delivery
of Water to the Property, and to comply with the provisions of Chandler City Code Chapter 52 for
the design, permitting, installation, and inspection of the water meter and other infrastructure
necessary for City to deliver Water to the Property.

12. The Tier I] Water Use Allocation provided for in this Agreement shall be valid for
a period of 100 years from the Effective Date. The Tier II Water Use Allocation may not be
transferred or assigned to another Owner without the written approval of City; however, Owner
may transfer or assign the rights and obligations under this Agreement to a corporate subsidiary or
affiliate upon written notice to City. Owner shall remain liable for the performance of Owner’s
obligations under this Agreement following any transfer or assignment that is made without City’s
written approval.

13. The Tier II] Water Use Allocation provided for in this Agreement shall be valid for
a period of 100 years from the Effective Date. The Tier III Water Use Allocation may not be

transferred or assigned to another Owner without the written approval of City; however, Owner
may transfer or assign the rights and obligations under this Agreement to a corporate subsidiary or
affiliate upon written notice to City. Owner shall remain liable for the performance of Owner’s
obligations under this Agreement following any transfer or assignment that is made without City’s
written approval.

14. Nothing in this Agreement alters the penalties for violation of any other provision
of City Code relating to water usage nor does this Agreement alter the penalties for nonpayment
of Water delivery charges.

15. In the event of any default under this Agreement, the Parties shall have all remedies
available at law or in equity. The prevailing Party in any legal dispute under this Agreement,
except an enforcement action under Chapter 52, Article V1, shall have the right to recover its
reasonable attorneys’ fees and costs. No waiver shall arise out of any Party’s failure to enforce its
rights under this Agreement.

16. A Party shall not be considered in default in the performance of its obligations
under this Agreement (other than the obligation to make payments when due) if the failure to
perform is due to any of the following circumstances beyond the reasonable control of the affected
Party: failure of facilities, flood, earthquake, tornado, storm, fire, lightning, epidemic, war, riot,
civil disturbance of disobedience, labor dispute, action or non-action by or failure to obtain
necessary authorizations or approvals from any governmental agency, or restraint by court order,
law, or regulation, which the affected Party is not able to overcome by exercise of due diligence.
A Party unable to perform by reason of such an uncontrollable circumstance shall notify the other
Party and shall exercise due diligence to resolve the uncontrollable circumstance with all
reasonable speed.

17. The person signing on behalf of Owner represents and warrants that they are duly
authorized to enter into this Agreement and empowered to bind Owner to this Agreement.

18. This Agreement shall be governed by and construed under the laws of the State of
Arizona.

19, In the event that any phrase, clause, sentence, paragraph, or other portion of the
Agreement shall be illegal, null or void or against public policy, for any reason, or shall be held
by any court of competent jurisdiction to be illegal, null or void or against public policy, the
remaining portions of this Agreement shall not be affected thereby and shall remain in full force
and effect to the fullest extent permissible by law and the Parties will negotiate diligently in good
faith for such amendments of this Agreement as may be necessary to achieve its intent,
notwithstanding such invalidity or unenforceability.

20. — All notices, demands or other communications given under this Agreement shall be
in writing and shall be deemed to have been delivered upon personal delivery or as of the third
business day after mailing by United States Certified Mail, postage prepaid, return receipt
requested, addressed as follows:

To City: Director of Public Works & Utilities
P. O. Box 408, MS 905
Chandler, AZ 85244-4008

Copy to: City Attorney
City of Chandler
P. O. Box 4008, MS 602
Chandler, Arizona 85244-4008

To Owner: General Counsel’s Office
2323 Bryan St., Suite 1800
Dallas, TX 75201
legalnotices@digitalrealty.com

Copy to: Snell & Wilmer
W. Staudenmaier
One E. Washington St., Suite 2700
Phoenix, AZ 85004-2556
wstaudenmaier@swlaw.com

A Party may change its address for receipt of notice by providing written notice as provided in this
Section.

21s This Agreement constitutes the entire agreement between the Parties concerning
the subject matter of the Agreement. This Agreement may not be amended except in a writing
signed by the Parties.

22. City shall record this Agreement in the Records of the Maricopa County Recorder.

23. This Agreement is subject to cancellation for conflict of interest under A.R.S. § 38-
S11.

[SIGNATURES ON NEXT PAGE]

IN WITNESS WHEREOF, the Parties have executed this Agreement effective as of the
date written above.

CITY OF CHANDLER,
an Arizona municipal corporation

By:
Mayor Kevin Hartke
ATTEST:
City Clerk
APPROVED AS TO FORM:
(Asst.) City Attorney ay!
2121 South Price, LLC, a Delaware limited liability
company
By: [ I sl / Dliy—
Crysig Delany
Vice President — Portfolio Management Group
STATE OF “lexas )
) ss. _
County of _ | cavis )
SUBSCRIBED and sworn to before me this 3\"* day of ochber , 2025, by
Ovyst al lie Delany in their capacity as \fice Pyesidunt - Ogtbalno of 2121
South Price, LLC, a Delaware limited liability company. Mined wut
Bhad Lele oc
otary Public 4
Seal:

ISAIAS CARLOS VAZQUEZ
My Notary ID # 135513080

Expires April 29, 2029

EXHIBIT A

Legal Description

A portion of the Northeast quarter of the Northwest quarter of Section 7, Township 2 South, Range 5 East
of the Gila and Salt River Base and Meridian, Maricopa County, Arizona, described as follows:

COMMENCING at the North quarter corner of said Section 7;
Thence South 00 degrees 30 minutes 57 seconds West (an assumed bearing), along the East line of the

Northeast quarter of the Northwest quarter of sald Section 7, a distance of 33.00 feet, to the POINT OF
BEGINNING;

Thence continuing South 00 degrees 30 minutes 57 seconds West, a distance of 1,284.00 feet, to the
Southeast corner of the Northeast quarter of the Northwest quarter;

Thence North 89 degrees 59 minutes 54 seconds West, along the South line of the Northeast quarter of
the Northwest quarter of said Section 7, a distance of 1,257.53 feet, to the East line of the West 65.00
feet of the Northeast quarter of the Northwest quarter of said Section 7;

Thence North 00 degrees 30 minutes 03 seconds East, along the East line of the West 65.00 feet of the
Northeast quarter of the Northwest quarter of said Section 7, a distance of 1,247.56 feet;

Thence North 45 degrees 15 minutes 05 seconds East, a distance of 28.41 feet;

Thence East, along the South line of the North 50.00 feet of the Northeast quarter of the Northwest
quarter, a distance of 115.43 feet;

Thence North, a distance of 17.00 feet, to the South line of the North 33.00 feet of the Northeast quarter
of the Northwest quarter of said Section 7;

Thence East, along the South tine of the North 33.00 feet of the Northeast quarter of the Northwest
quarter of sald Section 7, a distance of 1,122.59 feet, to the POINT OF BEGINNING;

EXCEPTING therefrom:

The South 500 feet of the Northeast quarter of the Northwest quarter of sald Section 7.