Ordinance No. 15,260 ORDINANCE NO. 15,260
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE
AND THE CITY CLERK TO ATTEST TO AN INDUSTRIAL DISTRICT
AGREEMENT WITH TRINITY BAY EQUIPMENT HOLDINGS, LLC; AND
PROVIDING FOR THE EFFECTIVE DATE THEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and
directs the Mayor and City Clerk of the City of Baytown to execute and attest to an Industrial
District Agreement with Trinity Bay Equipment Holdings, LLC. A copy of said Industrial District
Agreement is attached hereto, marked Exhibit "A" and incorporated herein for all intents and
purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by the
City Council of the City of Baytown.
INTRODUCED, READ, and PASSED by the affirmative vote of the City Council of the
City of Baytown, this the 27"' day of October, 2022.
NDO CAE LO Mayor
AT
CL
ANGELA ACKSO¢.NN- ty Clerk
APPROVED TO ORM:
r--
SCOTT LE OND, City Attorney
R:IKaren AndersonlORD[NANCES1202212022.10.27\IDAwithTrinityBayEquipmentlloldings.docx
EXHIBIT "A"
Industrial District Agreement
This Industrial District Agreement ("Agreement") is made and entered into between the
City of Baytown. Texas, a municipal corporation in Harris and Chambers Counties, Texas,
hereinafter also referred to as"Baytown"or"Cite,"and Trinity Bay Equipment Holdings, LLC,a
Delaware limited liability company,hereinafter referred to as"Property Owner." In consideration
of the promises and of the mutual covenants and agreements herein contained,it is agreed by and
between the Cite and Property Owner as follows:
I.
Parties
This Agreement is made under the authority of Texas Local Government Code Annotated
§42.044 (Vernon 1993). article XI. §5 of the Texas Constitution and other applicable law The
parties to the Agreement and their addresses are:
I. The"City"
City of Baytown
Attn: City Manager
P.O. Box 424
Baytown.TX 77522
Copy to:
City of Baytown
Attn: City Attorney
P.O. Box 424
Baytown,TX 77522
2. The"Property Owner" Tax Statement Address:
Trinity Bay Equipment Holdings,LLC Trinity Bay Equipment Holdings, LLC
Attn: Greg Jackson. Director of Finance Attn: Greg Jackson,Director of finance
910 Louisiana Street.Suite 4400 9I0 Louisiana Street,Suite 4400
Houston,TX 77002 Houston,TX 77002
11.
Identification of Propertv and Industrial District
This Agreement includes provisions concerning certain real estate and tangible personal
property owned or leased by the Property Owner. Real estate located outside the corporate limits
of the City is sometimes referred to herein as the"affected area," and it is described in Exhibit A.
which is attached to this Agreement and made a part hereof. Acting pursuant to the above
mentioned authority,the City Council of the City has by ordinance, designated the affected area
as an industrial district.the same to be known as Baytown Industrial District No.3(the"Industrial
District").
III.
Term
The term of this Agreement is seven tax years, from 2022 through 2028.unless it is sooner
terminated under the provisions hereof. This Agreement shall be effective and binding on the
parties hereto upon execution hereof on behalf of the parties to this Agreement and shall remain
in effect for seven years. This Agreement supersedes any prior existing agreements between the
Proper Owner and the City relating to the subject matter specific to the term hereof.
IV.
Limited Immunitv from Annexation by the Cit
In consideration of the obligations of the Property Owner herein set forth.the City hereby
guarantees for the term of this Agreement the immunity of the affected area from annexation of
any type by the City except for such parts of the affected property as may be necessary to annex
property owned by third parties within the Industrial District that the City may decide to annex.
Additionally, this Agreement shall not affect the continuation of any limited purpose annexation
status to which the affected area is now subject.
V.
Industrial District Payment
As pan of the consideration for the City's undertakings as set forth above, the Property
Owner agrees to pay to the City on or before December 31 of each year during the term hereof a
sum of money equal to:
(1) the fair market value as agreed to and stipulated by the parties to be as follows for
each year indicated:
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2022 $26.256,7140)
2023 — — $26,256.714.00
2024 $26.256.714.(N)
2025 $26,256,71401
2026 $26,250.714.00
2027 $26.256.714.00
2028 $26.256.714,00
hereinafter referred to as the"Base Value."multiplied by
(2) the property tax rate per S I tN O)of assessed valuation adopted by the City Council
for the City.multiplied by the applicable Yearly Payment Rate as detailed below:
YEARLY
TAX YEAR PAYMENT
RATE
2022 .66
2112 3 66
2024 .66
2025 .66
'_026 .66
2027 .66
2028 .66
V1.
Yaluations and Collections
A.
Generallv
The parties hereto recognize that said Chambers County Appraisal District is not required
to appraise for the Cily the land. improvements, and tangible property, real or mixed, in the
affected area which is not within the corporate limits of the Ciq, for the purpose of computing
the payments hereunder. For the purpose of providing a procedure for determining and collecting
the amounts payable by the Properly Owner hereunder,there are heretn adopted and made a part
hereofall provisions of the Constitution and statutes of the Slate ofTexas pertaining to ad valorem
taxation as amended throughout the lens of this Agreement (including, in particular, the Texas
Property Tax Code), except, however, that (i) to the extent that any of such provisions would
require the assessment of the Property Owner's property on an equal and uniform basis with
prop",in the general corporate limits of the City, the provisions of this Agreement will
control where in conflict with the provisions of such laws and (ii) the income method of
appraisal as described in Section 23.012 of the Texas Property Tax Code shall not be limited to
only properties for which a rental market exists.Specifically,nothing contained herein shall limit
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the income method of appraisal specified in Section 23.012 of the Texas Properly Tax Code to
only properties for which a rental market exists.instead if such method is used,the chief appraiser
shall:
1. use income and expense data pertaining to the property,if possible and applicable;
2. make any projections of future income and expenses only from clear and
appropriate evidence;
3. use data from generally accepted sources in determining an appropriate
capitalization rare;and
a. determine a capitalization rate for income-producing property that includes a
reasonable return on investment taking into account the risk associated with the
investment.
The parties agree that the fair market value of the Property Ommer's land. improvements.
and tangible property subject to Subsections B and C of this section shall be determined in
accordance with the market value computation contemplated in the Texas Property Tax Code for
the purpose of calculating the Property Owner's payment under this Agreement on properties
annexed or disannexed subsequent to the commencement of this Agreement. The City may choose
to use the appraised value as finally determined by the Chambers County Appraisal District(or
through administrative or judicial appeal of die Chambers County Appraisal District's
determination), or by appraisal conducted by an independent appraiser of the City's selection at
the Cit's expense. The determination of fair market values by the City shall be final and binding
unless the Property Owner, within Ihiny (30) days alter receipt of the City's determination,
petitions for a Declaraton Judgment to the Civil District Court of Harris County. Texas, as
provided for by Section Xlll hereof, Nothing contained herein shall ever be construed as in
derogation of the authority of the Chambers County Appraisal District to establish the appraised
value of land. improvements, and tangible personal property in the annexed portion for ad
valorem tax purposes.
B.
A_diustment of Base Value for Pronem Inside the Corporate Limits but
Subseauently Disannexed
Land improvements and tangible propem,real or mixed•of the Property Omyner,which
is disannexed from the corporate limits of the City during the term of this Agreement shall
become pan of the affected area immediately upon disannexalion. The value for such disannexed
land, improvements and tangible property, real or mixed shall be determined as described in
Subsection A of this Section based upon the year in which the property is disannexed and shall be
added to the Base Value specified in Article V each year after the disannexation for purposes of
payment hereunder.
C.
Adiustmeri of Base Value for Property Outside the Corporate Limits but Subsenuently Annexed
Land, improvements and tangible property, real or mixed,of the Property Owner,which
is annexed into the corporate limits of the City during the term ofthis Agreement shall be removed
from the affected area the year after the annexation. The value for such annexed land,
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improvements and tangible properly.real or mixed shall be determined as described in Subsection
A of this Section based upon the year in which the proper is annexed and shall be subtracted
from the Base Value specified in Article V each year after the annexation for purposes of payment
hereunder.
D.
Statements
The Cit shall mail one statement to the Propery Owner on or about December I of each
year shoeing the total amount due on December 31 of such year pursuant to this Agreement. Such
statement shall be mailed to the"Tax Statement Address"noted in this Agreement. Any amounts
due on December 31 that are not paid when due shall become delinquent on January I of the
following year Provided, however. if the tax statement is mailed alter December to, the
delinquency date is postponed to the first day of the next month that will provide a period of at
least 21 days after the date of mailing for payment of the amount due. Delinquent amounts shall
be immediately subject to the same penalties, interest, attorneys' fees and costs of collection as
recoverable by the City in the case of delinquent ad valorem taxes.The City shall have alien upon
the Propeny Owner's land within the affected area upon any delinquency in the Industrial District
Payment
E.
Valuation Contests
If am-differences concerning the appraised values shall not have been finally determined
by the due date of the Property Owner's payment hereunder and the Property Owner is pursuing
through a declaratory judgment action as specified in Subsection A, the Propert} Owner shall.
without prejudice to such action. pay to the City by December 31 of each year (subject to the
exception in the preceding paragraph for statements mailed after December 10), such amount as
is provided in the Texas Proper Tax Code,as amended throughout the tern of this Agreement,
for payments made under such conditions by owners of property within the general corporate
limits of the City subject toad valorem taxation. Any refund payable by the City to the Property
Owner hereunder shall be paid within 60 days after receipt by the City of both Chambers County
Appraisal District's form notification that the appraised value of the proper has been reduced
and a written refund request by the Property Owner; if not paid timely,the refund amount shall
bear interest at the rate specified in Section 2251.025 of the Texas Government Code beginning
60 days after the City received both the Property Owner's written refund request and die Chambers
County Appraisal District's formal notification that the appraised value of the proper has been
reduced.
VII.
Comaliance with Law
The City and the Property Owner mutually recognize that the health and welfare of
Baytown residents require adherence to high standards of quality in the air emissions, water
eflluens and noise,vibration and toxic levels of those industries located in the Industrial District.
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and that development wiflun the District may have an impact on the drainage of surrounding areas.
To this end,the Property Owner and the Cite agree that the same standards and criteria relative to
noise.vibration and toxic levels and drainage and flood control which are adopted by the City and
made applicable to portions of the City adjacent to the Industrial District shall also be applicable
to the affected area. The Property Owner agrees that any industrial or other activity carried on
within the affected area will be constructed in strict compliance with all applicable valid state and
federal air and water pollution control standards. If the Property Owner's property within the
affected area is subject to the Occupational Safely and Health Act, 29 U.S.C. 65, el seq.. as
amended then the Property Owner shall undertake to ensure that its facilities and improvements
in the affected area comply with the applicable fire safety standards of such act and the resolutions
from time to time promulgated hereunder(the"OSHA Standards").but there shall be no obligation
to obtain any permits of any kind from the City in connection with the construction,operation or
maintenance of improvements and facilities in the affected area not located within the corporate
limits of the Cit. Nonetheless. the Property Owner agrees that any structure built within the
affected area shall be built in accordance with the building code adopted by the City in effect at
the time of construction.
The City and the Propeny Owner recognize that activities in the City's industrial districts
are subject to regulation by other governmental entities, including the state and federal
governments and their various departments and agencies. The City and the Property Owner also
recognize that the City may have an interest in activities in the City's industrial districts that are
regulated by other governmental entities. Nothing in this Agreement is intended to limit the City's
right and authority to communicate its interest in,or opposition to.those activities to the applicable
regulatory agencies or to participate, to the extent allowed by law, in any related administrative
orjudicial proceeding.
V Ill.
Inspections
The Chief Appraiser of the Chambers County Appraisal District and the City or its
independent appraiser shall have the same right to enter and inspect the Property Owner's premises
and the same right to examine the Property Owner's books and records to determine the value of
the Property Owner's properties as are provided in the Texas Property Tax Code as amended.
IX.
Default
A.
Default by Property Owner
In the event of default by the Property Owner in die performance of any of the terms of
this Agreement, including the obligation to make the payments above provided for,the City shall
have the option, if such default is not fully corrected within GO days from the giving of written
notice of such default to the Property Owner to either(i)declare this Agreement terminated or(ii)
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continue the tens of this Agreement and collect the payments required hereunder
Nohvidistanding any to the contrary contained herein, should the Ciq determine the Property
Owner is in default according to the terms and conditions of Section VII hereof. the Cilc shall
notify the Property Owner in writing by U.S. Mail,certified return receipt requested,at the address
stated in this Agreement, and if such default is not cured within 60 days from the date of such
notice (the "Cure Period") then such failure to cure shall constitute a material breach of this
Agreement: provided that, in the case of a default under Section VII for causes beyond the
Property Ottnees control that cannot with due diligence be cured within such 60-day period or in
die event that the failure to cure results from ongoing negotiations with federal or state officials•
administrative proceedings or litigation regarding the necessary, cure steps, then the cure period
shall be extended until such negotiations. administrative proceedings or litigation are concluded.
R
Default by City
In the event of default by the City, the Property Owner may, if such default is not fully
corrected within 60 days from giving written notice of such default to the City, terminate this
Agreement. Upon such termination,both the Property Owner and the City shall be relieved of all
further obligations hereunder• but the Property Owner shall not be relieved of the obligation to
pay any amounts that accrued prior to such termination. In the event of termination,the Citv shall
have the right to repeal the ordinance designating the affected area as an industrial district.
Provided• however• if the termination occurs as a result of the City's exercising its option to
terminate(as provided in the first sentence of this Section IX),the Citv shall not have the right to
annex the affected area into the general corporate limits of the City so as to subject the affected
area to ad valorem taxes for am par of the period covered by the Property Owner's Iasi payment
hereunder.
X.
Notice
Any notice to the Property Owner or the Cite concerning the matters to which the
Agreement relates may be given in writing by registered orcertified mail addressed to the Properh
Owner or the City at the appropriate respective addresses set forth on the cover page of this
Agreement. Any such notice in writing may be given in any other manner. If given by registered
or certified mail. the notice shall be effective when mailed. With the exception of annual bills for
payments due herein• notice given in anN.y other manner shall be effective vvtnen receiv ed by the
Property Ow m
ner or the City,as the case may be.
XI.
No Further Exnansion of Taxine,Jurisdiction
Nothing herein contained shall be construed to change or enlarge thejiaisdiction. power
or authority of the City over or with respect to the affected area as prescribed by applicable la%%,
except as specifically provided in this Agreement. The Property Owner shall not be obligated by
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virtue of this Agreement.or the establishment of the industrial district covering the affected area
not within the corporate limits of the City,to make any payments to the City in the nature of a tax
or assessment based upon the value of the Property Owner's property in the affected area during
the term of this Agreement other than the payments specified herein. Specifically, the Property
Owner shall not be liable for any City taxes within the affected area,including,without limitation,
City ad valorem taxes on taxable property within the affected area
MI.
Reimbursement for Sen ices
If the Property Owner requests and receives mutual aid firefighting assistance and is a
member of Channel Industries Mutual Aid organization COMA")or similar organization, the
Property Owner shall reimburse the City for costs incurred by the City in providing fire protection
sen ices to the Property Owner as shall be prodded in the charter,bylaws and agreements pursuant
to which CIMA or such similar organization is organized and operates. If the Properly Owner
requests and receives mutual aid firefighting assistance and is not a member of CIMA or'a similar
organization. then the Property Owner shall be required to reimburse the City for costs actually
expended by the City in providing any firefighting assistance to the Property Owner, including
chemical and personnel toss.
XII1.
Declaraton Judgment Action
If any disagreement arises between the parties concerning the interpretation of this
Agreement. it is agreed that either of the said parties may petition any Civil District Court of
Hams County. Texas. for a Declaraton Judgment determining said controversy and the cause
shall be tried as other civil causes. If the controversy affects an Industrial District Payment, the
Property Owner shall,pending final determination of said controversy,pay to the City on the due
date the same amount which was paid to the City for the last preceding period as to which there
was no controversy concerning the amount owed by the Property Owner to the City The Property
Owner agrees to tender any additional amount of potential liability to the registry of the Civil
District Court.Harris County,Texas, pending final determination of the controversy bevond any
further appeal.
XIV.
Assignment
This Agreement shall not bestow any rights upon any third pan,but rather,shall bind and
benefit the Property Owner and the City only. If the Properly Owner conveys all or any part of
the property then covered hereby,the Property Owner shall notify the City within 30 days of the
conveyance and shall thereafter cease to be obligated with respect to the property so conveyed
and the Base Value shall be apportioned bem een the Property Owner and the grantee based upon
the property conveyed, only if the grantee thereof enters into an Industrial District Agreement
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with the Cite kith respect to such properly so conveyed. No right or obligation tinder this
Agreement may be sold,assigned or transferred.
XV.
Authonty
The Property Owner covenants that it has the authority to enter into this Agreement by
virtue of being either the legal or equitable owner of a possessor), estate(including a leasehold
estate) in the land comprising the affected area, which will not terminate before the expiration
date of this Agreement. Additionally, the officers executing this Agreement on behalf of the
parties hereby, represent that such officers have full authority to execute this Agreement and to
bind the party he or she represents.
XVI.
No Municipal Services
It is agreed that during the term of this Agreement, the City is under no obligation to
provide any governmental, proprietary or other municipal services to the affected area.
Specifically, but without limitation, it is agreed that the City shall not be required to fumish (1)
sewer or water service,(2)police protection,(3)fire protection(4)road or street repairs, and (5)
garbage pickup service.
XVII.
Severability
If any provision of this Agreement, or any covenant. obligation or agreement contained
herein, including,without limitation, that term hereof, is determined by a court to be invalidated
or unenforceable. such provision, covenant, obligation or agreement shall be reformed so as to
comply with applicable law. If it is not possible to so reform such provision,covenant,obligation
or agreement. such determination shall not affect any other provision. covenant, obligation or
agreement, each of which shall be construed and enforced as if the invalid or unenforceable
portion were not contained herein. Provided,further that such invalidity or unenfarceability shall
not affect any valid and enforceable provision thereof• and each such provision, covenant,
obligation or agreement shall be deemed to be effective,operative.made,entered into or taken in
the manner and to the full extent permitted by law. Notwithstanding the above,if the application
of this Section XVII requires reformation or revision of any term that removes or materially
diminishes the obligation of the Property Owner to make the payments to the City described herein
(except in the event of a reformation that shortens the tern of this Agreement),the City shall have
the option to declare this Agreement terminated.
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XVIII.
Comulete Agreement
This Agreement contains all the agreements of the parties relating to the subject matter
hereof and is the full and final expression of the agreement between the parties.
XIX
Non-i%ai%er
Failure of either party hereto to insist on the strict performance of any of the agreements
herein or to exercise any rights or remedies accruing thereunder upon default or failure of
performance shall not be considered a waiver of the right to insist on and to enforce by an
appropriate remedy, strict compliance with any other obligation hereunder to exercise any right
or remedy occurring as a result of any future default or failure of performance.
XX.
Ambiguities
In die event of any ambiguity in any of die terms of this Agreement. it shall not be
construed for or against any party hereto on the basis that such party did or did not author the
same.
XXI.
Headinas
The headings appearing at the first of each numbered section in this Agreement are inserted
and included solely for convenience and shall never be considered or given any effect in
construing this Agreement or any provision hereof,or in connection with the duties, obligations
or liabilities of the respective parties hereto or in ascertaining intent, if any question of intent
should arise.
XXII.
Choice of Law:Venue
This Agreement shall in all respects be interpreted and construed in accordance%ith and
governed by the laws of the State of Texas and the City,regardless of the place of its execution or
performance. The place of making and the place of performance for all purposes shall be
Baytonn, Hams County.Texas.
In
\III
,lgrctnt<Y71_Rcayi
The parues acknowledge that Una hate real. txrdersiand and intend to be hound In the
team and conditions of this Agreement
I\\\IIN1 SS\%IIFRI;OF.this Agreement is evvtned in multiple counterparts on behalf
of ilie Prnpem Mricr this I'a da% of OetuVW_e 1011.and an behalf of
the(1n thi,. dat of ,2021
TRIN1YV BAY EQUIPDIENT HOLDINGS,
1.1.47 t+
lh!r VC.k,-t rA l_ SAl'/^y�1A ra�(tinA�
Pnolal\ants J
^�STATE OF Tilt
cot Nly of
Before me._Jp,. �_f+� +rc.aCea .die undersigned nolan public.
on this dz, personally appcand7k.rvW`+`-wct--S�. �01r0`e __-c'kisE-15igo.fi.— Ofr%Lt —
of Trinity Bap Equipwril Holdings,I.LC-.lie o%%ner of the affected propem,knoeo to me,to
be the person%those name is subscribed to the foregoing instrument and acknoscledged to me that
heshe etecuted the same for the proposes. in the capacity mid for the consideration therein
eNpressed
SUBSCRIBED AND SWORN before ine this 1tk dm.of (1G}�lrr r.r ,Z022.
a Public in and for the State of_TeAA S
ami
.•`.+.��,, DOSE A.AIVARADO
a.,J
' Norory Public,State or Texas
Comm.Expires 02-W2023
Natit ID_131983434
CITY OF BAYTOWN
BRANDON CAPETILLO,Mayor
ATTEST:
ANGELA JACKSON.City Clerk
APPROVED AS TO FORM:
SCOTT LEMOND.City Attorney
VICTOR BROWNLEES,Finance Director
R:'I:ama An&�''IDAS,2022.2029'IDA-Trin4 a+)Fquipmml UoWi nr.11,C tF%kfiq\on-Ingi iia-2022-202g).dmx
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