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Ordinance No. 15,482 ORDINANCE NO. 15,482 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO AN EXTENSION OF THE AGREEMENT FOR EMERGENCY PROTECTION SERVICES WITH CEDAR PORT NAVIGATION AND IMPROVEMENT DISTRICT, FORMERLY KNOWN AS CHAMBERS COUNTY IMPROVEMENT DISTRICT NO. 1;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 City Manager and City Clerk of the City of Baytown to execute and attest to an Extension of the Agreement for Emergency Protection Services with Cedar Port Navigation and Improvement District, formerly known as Chambers County Improvement District No. 1. A copy of said extension 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 22nd day of June, 2023. B POWELL, ayor Pro em ATTEST: • a s ANGELA ACKS �t sty' ler 00•�co APPROVED AS O O OND, City Attorney R:\Karen Anderson.ORDINANCES\2023\2023.06.22•CCID I Renewal.docx EXHIBIT "A" EXTENSION OF THE AGREEMENT FOR EMERGENCY PROTECTION SERVICES STATE OF TEXAS § COUNTY OF HARRIS § This EXTENSION AGREEMENT is made, entered into and effective as of the Is' day of July, 2023,by and between the CITY OF BAYTOWN,Texas,a municipal corporation located in Harris County and Chambers County, Texas (the "CITY"), and Cedar Port Navigation and Improvement District (f/k/a Chambers County Improvement District No. 1), (the "DISTRICT"), having a territory and facilities in Chambers County,Texas. WHEREAS,the City Council approved the Agreement for Emergency Protection Services between the CITY and the DISTRICT on October 8,2015,for the CITY to provide emergency support and backup protection to the DISTRICT's territory and facilities therein(the "Agreement"); and WHEREAS,the Agreement was extended by Council on June 24,2021,and June 23, 2022;and WHEREAS,the Agreement will expire on June 30,2023; and WHEREAS, the CITY and the District desire to extend the Agreement for a one-year period in order to continue the development of a payment structure to recoup costs expended for fire and emergency medical services within the DISTRICT; NOW THEREFORE,in consideration of the promises and of the mutual covenants and agreements herein contained,the CITY and the DISTRICT agree as follows: 1. That the CITY and the DISTRICT agree to extend the term of the Agreement for Emergency Protection Services,which is attached hereto as Exhibit "A"and incorporated herein for all intents and purposes,until June 30,2024,under the same terms. 2. It is agreed and understood that the DISTRICT is responsible for the safety of its personnel and persons performing emergency services for fire,chemical and medical emergencies at the Territory. 3. In the event of any ambiguity in any of the terms of this Extension 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. 4. This Extension Agreement shall in all respects be interpreted and construed in accordance with and governed by the laws of the State of Texas,regardless of the place of its execution or performance. The place of making and the place of performance for all purposes shall be Baytown,Harris County, Texas. 5. This Extension Agreement shall bind and benefit the CITY and the DISTRICT and shall not bestow any rights upon any third parties. 6. This Extension 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. This Agreement shall not be amended or modified without the express written consent of both parties hereto. 7. The officers executing this Extension Agreement on behalf of the parties hereby represent that such officers have full authority to execute this Extension Agreement and to bind the party he,she represents. Extension Agreement,Page 1 IN WITNESS WHEREOF,the parties have executed this Extension Agreement as of the date first set forth above in multiple copies, each of which shall be deemed to be an original, but all of which shall constitute but one and the same agreement. CEDAR PORT NAVY - ND IMPROVED T Authorize nt's S'�ture Authori d gent's ffmted ame Authorized Agent's Title A T: i Signature Printed Name Title CITY OF BAYTOWN JASON E.REYNOLDS City Manager ATTEST: ANGELA JACKSON City Clerk APPROVED AS TO FORM: SCOTT LEMOND City Attorney RIX—AndaunlCONTRAC2SU0271CCIDDIFxt.-o AV.—t2023 d.. Extension Agreement,Page 2 EXHIBIT "A" AGREEMENT FOR EMERGENCY PROTECTION SERVICES STATE OF TEXAS § § COUNTY OF HARRIS § THIS AGREEMENT is made, entered into and effective as of the 30'' day of October, 2015, by and between the CITY OF BAYTOWN, Texas, a municipal corporation located in Harris County and Chambers County,Texas(the "CITY"), and Chambers County Improvement District No. 1, (the "DISTRICT"), having a territory and facilities in Chambers County, Texas; and WHEREAS, the CITY will provide fire fighting support and backup protection to the DISTRICT's territory and facilities therein, but shall not be obligated to purchase any additional equipment or build any additional facilities in order to provide such support and backup protection, it being the intent of the parties that the level of protection be that which was being provided by the CITY as of the date of said Agreement,October 29,2015;and WHEREAS the DISTRICT's territory includes real and personal property used in the logistics, warehousing, distribution, manufacturing, refining and chemical manufacturing, research, support, and office facilities used in direct support of these operations situated either contiguous thereto or separated by roads, which territory is more specifically identified in Exhibit "A," which is attached hereto and incorporated herein for all intents and purposes (hereinafter referred to as the"Territory");and WHEREAS, the DISTRICT desires the CITY to provide fire fighting and rescue services to the Territory in support of which the DISTRICT shall make certain payments to the CITY to enable the CITY's Fire Department to improve fire fighting and rescue response capabilities;and NOW THEREFORE, in consideration of the promises and of the mutual covenants and agreements herein contained,the CITY and the DISTRICT agree as follows: I. The CITY will respond, at the request of the DISTRICT or landowners and tenants in the DISTRICT, with emergency services for fire, chemical and medical emergencies at the Territory which escalate above the incipient or internal response capability of the personnel of the landowners and tenants within the Territory, which services will be provided with reasonable promptness to the extent the equipment, facilities, personnel, training and other resources available to the CITY will, from time to time,permit. 2. The CITY represents that Exhibit"B,"attached hereto is,to the best of its knowledge and belief,a complete listing of the CITY's fire and chemical protection equipment, facilities, materials, training, personnel and other emergency response resources, which, as of the effective date of this Agreement, may be utilized for response in the event of an emergency within the Territory as described herein. Upon the written request of the DISTRICT as described hereinbelow, the CITY shall amend Exhibit "B" annually to reflect all such resources which have been acquired and/or retired during the CITY's prior fiscal year, irrespective of the source of such resources. The CITY shall prepare Agreement for F.mergencv Protection Services.Page t this amended Exhibit "B" within thirty (30) days after the DISTRICT makes a written request therefor. 3. The CITY's Rules and Regulations for Baytown Fire and Rescue Services and Operations Manual ("Standard Operating Procedures") governing the response to the various emergencies, in conjunction with the availability of resources, shall dictate the CITY's initial response to emergency situations reported by the DISTRICT to the CITY. The Chief of the CITY's Fire Department or the senior Fire Officer on the scene, i.e.,the Incident Commander, shall, with the assistance and cooperation of plant/facility officials within the Territory and analysis of the stand-by resources required, determine the level of additional CITY, Mutual Aid Mont Belvieu ("MAMB"), Channel Industries Mutual Aid("CIMA")and/or other outside response required. 4. In addition to the obligation of the DISTRICT, its landowners or tenants to pay all reimbursable expenses required herein,the DISTRICT shall make annual payments to the CITY during the term or terms of this Agreement,as provided in this Paragraph. For the services required to be rendered herein, the DISTRICT shall pay quarterly payments equal to the following based upon the fair market value of all of the land and all other tangible property, real, personal or mixed, within the DISTRICT'S territory as most recently certified by the chief appraiser of the Chambers County Appraisal District: >$ 1.000,000 to <$10,000.000 $ 2,500 >$10,000.000 to <$50,000.000 $ 10,000 >$50,000.000 to <$ 100,000,000 $ 15,000 >$100,000,000 to <$200,000.000 $25,000 $25,000 >$200,000.000 to <$400,000,000 or (Actual Market Value x.04%)/4 whichever is greater $40,000 >$400,000,000 to <$800,000,000 or (Actual Market Value x.03%)/4 whichever is greater $60,000 >$900,000,000 to <$1,200,000,000 or (Actual Market Value x.025%)/4 whichever is greater $75,000 >$1,200,000,000 to <$3,000,000,000 or (Actual Market Value x.02%)/4 whichever is greater $150,000 >$3,000.000,000 to <$5.000.000.000 or (Actual Market Value x.015%)/4 whichever is greater $187,500 >$5,000,000,000 or (Actual Market Value x.01%)/4 whichever is greater Agreement for Emergency Protection Services,Page 2 The parties agree that to determine the fair market value of all of the land, improvements, and tangible property located within the DISTRICT'S territory in accordance with the market value computation contemplated in the Texas Property Tax Code for the purpose of calculating the DISTRICT's payment in the manner described above. The calculation of fair market value shall: a. be made without reference to the exemption for pollution control property in Section 11.31, Texas Property Code, and Article VIII, Section 1-I, Texas Constitution, as the same presently exist or may hereinafter be amended, using the fair market value of pollution control equipment as certified by the Chambers County Appraisal District. b. not be limited to only properties for which a rental market exists if the income method of appraisal as described in Section 23.012 of the Texas Property Tax Code is used, 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 rate;and (4) determine a capitalization rate for income-producing property that includes a reasonable return on investment,taking into account the risk associated with the investment. C. be calculated without reference to any new tax exemption or any increase in an existing tax exemption enacted after January 1,2015. The quarterly payments for each Contract Year will be due on the first(1st)day of April, July, October, and January of such Contract Year. Failure of the DISTRICT to make payments in a timely manner will be considered a material breach of this Agreement and will result in interest in the amount of 1% per month being accessed on all delinquent amounts. Additionally for such a material breach, the CITY, in its sole discretion, shall have the right, but not the obligation, (i) to suspend services until the DISTRICT makes payment in full or (ii) to terminate this Agreement. In the event of suspension or termination,the CITY shall provide the DISTRICT written notice of the same. 5. The DISTRICT agrees that in receiving assistance from the CITY or other MAMB or CIMA members, the DISTRICT shall replace material used, and shall repair or replace equipment lost or damaged in the control of a fire or emergency situation within the Territory, in cash based on current replacement cost or in kind, in the same manner as specified in Section 2.6 of the CIMA Bylaws adopted August 18, 2004, or Article IV -- VI of MAMBE Bylaws, unless otherwise specified herein, which bylaws are by this Agreement for Emgigencv Protection Services,Pap 3 reference incorporated herein by this reference for all intents and purposes. Reimbursement of damaged or lost equipment is required without regard to the cause or causes thereof (including damage or loss caused by preexisting conditions) or the negligence of any party or parties, including, but not limited to the owner, the operator, the CITY and any CIMA member or MAMB member,as well as their respective officers, agents or employees, whether such negligence be sole, joint or concurrent active or passive. Material used includes, but is not limited to, fire fighting foam, hazardous materials containment or absorbent materials and chemical protective clothing and equipment. Reimbursement of monies expended is required without regard to the cause or causes thereof or the negligence of any party or parties, whether such negligence be sole,joint,or concurrent,active or passive. The obligations in this Paragraph 5 shall be in addition to and shall remain in effect notwithstanding termination of the payments described in Paragraph 4 or the termination of this Agreement. The reimbursements required pursuant to this Paragraph 5 shall be due within thirty (30) days after the CITY renders the services resulting in the DISTRICT's obligation to replace material used, and/or to repair or replace equipment lost or damaged in the control of a fire or emergency situation within the Territory. Failure of the DISTRICT to make payments in a timely manner will be considered a material breach of this Agreement and will result in interest in the amount of 1% per month being assessed on all delinquent amounts. Additionally, for such a material breach, the CITY, in its sole discretion, shall have the right, but not the obligation, (i)to suspend services until the DISTRICT makes payment in full or (ii) to terminate this Agreement. In the event of suspension or termination, the CITY shall provide the DISTRICT written notice of the same. 6. The DISTRICT understands and agrees that should the CITY seek assistance from CIMA or MAMB for fire-fighting, rescue, Hazmat and/or medical manpower and facilities or any other assistance in an emergency situation within the Territory, the DISTRICT shall sign a CIMA Non-member Emergency Incident Assistance and Reimbursement and Indemnification Agreement (the "CIMA Agreement") and any MAMB agreement and shall abide by the terms thereof. Should the DISTRICT fail for any reason to sign the CIMA Agreement, the DISTRICT shall still be responsible for all expenses the CITY incurs in complying with Section 2.6 of the CIMA Bylaws, passed on December 12, 2012, and with Article V-VI of the MAMB Bylaws. The DISTRICT understands and agrees that all CIMA and/or MAMB reimbursement costs incurred by the CITY, for whatever reason, shall be borne by the DISTRICT. Should any of the provisions of this Agreement conflict with the terms of the CIMA Agreement and/or any MAMB Agreement, irrespective of whether the DISTRICT signs such agreement, those provisions providing the most protection to the CITY, as determined by the CITY, shall control. ALL PROVISIONS CONCERNING REIMBURSEMENT OBLIGATIONS UNDER THIS AGREEMENT SHALL SURVIVE THE TERMINATION OR EXPIRATION HEREOF. Agreement for Emergency Protection Services,Page 4 7. The term of this Agreement shall commence on the effective date of this Agreement and shall continue for an initial term of six (6) years from such date ("Initial Term"), unless terminated pursuant to Paragraph 4 or S hereinabove. Following the Initial Term, this Agreement may be renewed for an additional four-year term upon agreement of the parties. Each year during the Initial Term and any successive term of this Agreement, commencing on August I of each year and ending July 31 of the following year, shall be deemed a"Contract Year"hereunder. 8. The parties understand and agree that the suspension or termination of this Agreement for any reason has no effect on any Industrial District Agreement between the CITY and the entity lying within the Territory. All such agreements shall remain in full force and effect pursuant to its term and conditions thereof. 9. The parties understand and agree that this Agreement shall remain in full force and effect pursuant to its terms and conditions, throughout the term or terms hereof, provided, however,that if: (a) the CITY and/or the DISTRICT are unsuccessful in preventing an annexation or incorporation by another municipality or (b) the CITY annexes a portion of the Territory, the CITY or the DISTRICT may, in its sole discretion,terminate this Agreement only for that portion of the Territory affected by the annexation or incorporation at any time after the effective date of such annexation or incorporation. The DISTRICT may terminate this Agreement on one hundred eighty (180) days notice if it determines, in good faith, that the CITY is not providing an adequate level of fire,chemical and medical emergency services to the DISTRICT. 10. In the event the terms and conditions of this Agreement are rendered ineffective or that their effect is changed by the constitution, any Legislative changes, or any interpretation of Texas law, both parties agree that this Agreement shall be renegotiated to accomplish the intent and purposes of this Agreement. 11. THE DISTRICT AGREES TO INDEMNIFY AND DEFEND THE CITY IN ACCORDANCE WITH THE INDEMNIFICATION PROVISIONS CONTAINED IN(1) THE CIMA AGREEMENT, DEFINED IN PARAGRAPH 6, SAID AGREEMENT BEING ATTACHED HERETO AND INCORPORATED HEREIN AS EXHIBIT "C" AND(11)THE MAMB BYLAWS. 12. The DISTRICT shall procure and maintain at its sole cost and expense for the term(s)of the Agreement insurance against claims for injuries to person or damages to property which may arise from or in connection with the performance of the work hereunder by the CITY, its agents, representatives,volunteers,employees or subcontractors. 12.1 The DISTRICT's insurance coverage shall be primary insurance with respect to the CITY, its officials, employees and agents. Any insurance or self-insurance Agreement for Emergency Protection Services,Page 3 maintained by the CITY, its officials, employees or agents shall be considered in excess of the DISTRICT's insurance and shall not contribute to it. 12.2 The following is a list of standard insurance policies along with their respective minimum coverage amounts required in this Agreement: a. Commercial General Liability ■ General Aggregate: $2,000,000 ■ Per Occurrence: $1,000,000 ■ Coverage shall be broad form CGL. ■ Waiver of subrogation required. ■ No coverage shall be deleted from standard policy without notification of individual exclusions being attached for review and acceptance. b. Business Automobile Policy ■ Combined Single Limits: $1,000,000 ■ Coverage for"Any Auto" ■ Waiver of subrogation required. 12.3 The following is applicable to all policies of insurance required in Paragraph 12.2: a. Insurance carrier for all liability policies must have an A.M. Best Rating of B+:VIII or better. b. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. C. Liability policies must be on occurrence form. d. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except after thirty(30) days' prior written notice by certified mail, return receipt requested,has been given to the CITY. e. The CITY, its officers, agents and employees are to be added as Additional Insureds to all liability policies. If the DISTRICT chooses to Self-Insure, the General Liability and Automobile Liability Insurance requirements of Paragraph 12.2, then the DISTRICT's extension of Additional Insured Status to the CITY, its officers, agents and employees shall be governed by the applicable Indemnity Agreement in the By-Laws of CIMA Section 2.6. f. Upon request and without cost to the CITY, certified copies of all insurance policies and/or certificates of insurance shall be furnished to the CITY. Agreement.for Ememencv Protection Services.Page 6 g. DISTRICT shall file with the CITY valid Certificates of Insurance and endorsements acceptable to the CITY and shall provide updates of the same throughout the term hereof. 13. All notices required to be given hereunder shall be given in writing by overnight, or facsimile transmission,or by certified or registered mail at the respective addresses of the parties set forth herein or at such other address as may be designated in writing by either party. Notice given by mail shall be deemed given three days after the date of mailing thereof to the following addresses: DISTRICT Chambers County Improvement District No. 1 Attn: James D.Bonham Smith, Murdaugh, Little&Bonham, L.L.P. 2727 Allen Parkway, Suite 1100 Houston 77019 Fax No. (713)652-6515 CITY City of Baytown Attn: City Manager P.O.Box 424 Baytown,TX 77522 Fax No. (281)420-6586 14. It is agreed and understood that the DISTRICT is responsible for the safety of its personnel and persons performing emergency services for fire, chemical and medical emergencies at the Territory. 15. The DISTRICT shall not sell, assign,or transfer any of its rights or obligations under this Agreement in whole or in part without the prior written consent of CITY, which consent shall not be unreasonably withheld. 16. Notwithstanding anything to the contrary contained in this Agreement, the CITY and the DISTRICT hereby agree that no claim or dispute between the CITY and the DISTRICT arising out of or relating to this Agreement shall be decided by any arbitration proceeding including,without limitation,any proceeding under the Federal Arbitration Act(9 U.S.C. Sections 1-14), or any applicable State arbitration statute, including, but not limited, to the Texas General Arbitration Act, provided that in the event that the CITY is subjected to an arbitration proceeding notwithstanding this provision,the DISTRICT consents to be joined in the arbitration proceeding if the DISTRICT's presence is required or requested by the CITY of complete relief to be recorded in the arbitration proceeding. 17. In the event of any ambiguity in any of the 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. 18. This Agreement shall in all respects be interpreted and construed in accordance with and governed by the laws of the State of Texas, regardless of the place of its execution or Agreement for Emergency Protection Services,Page 7 performance. The place of making and the place of performance for all purposes shall be Bayto►►n, I larris County, 'Texas. 19. This Agreement shall bind and benefit the C11 Y and the DISTRICT and shall not bestow any rights upon any third parties. 20. Failure of either party hereto to insist on the strict performance of and of the agreements herein or to exercise an) 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 co►npliance with and other obligation hereunder or to exercise any right or remedy occurring, as a result of an} future default or failure of performance. 21. 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. 'I his Agreement shall not be amended or modified ►►ithout the express ►►ritten consent of both parties hereto. 22. 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 she represents. IN WITNESS %%HEREOF, the parties ha►e executed this Agreement as of the date first set forth above in multiple copies, each of►►hick shall be deemed to be an original, but all of which shall constitute but one and the same Agreement. Cl IA 3I=RS COUNTY IM L. ICT NO. I Authorized Agent's Signature William F. Scott Authorized Agent's Printed Name President Authorized Agent's]itle ATT- .45 twift-Ire Craig Cavalier Printed Name Secretary Title Agreement for Emergency Protection Services.Page 8 CITY OF BAYTOWN --k-0'. RICHARbjAAVIS City Manager ATT ST llf L TICIA RYSCH City Clerk APPROVED AS TO FORM: �-4,�� } CRAIACIO RAMIREZ, SR. r3, City Attorney `,. x• �� 6'. Yt ✓ R U vw\Fi1cAConusciffur F'rutC0 on AgrcetneniThUdms Cotrsy Itgttownwn District No ItFreProtmwunlRcscwServtresAgrftnmt2013Rehscd•Option)doe Agreement for Emergency Protection Services.Page 9 EXHIBIT"A" The district includes all of the territory contained within the following described area BEING approximately 13,900 acres of land situated in Chambers County,Texas,and being out of and a part of the Christian Smith League, Abstract No. 22, the Thomas Shepherd Survey, Abstract No. 229, the Chambers County School Land Survey, Abstract No. 321, the Solomon Barrow Survey,Abstract No. 3,the John Steele Survey,Abstract No. 227,the J.L.Hill Survey, Abstract No. 106,the J.K. Allen Survey,Abstract No.31,the J. C.Fisher Survey,Abstract No. 31,the W.D.Smith League,Abstract No.23 and the John Ijams Survey,Abstract No. IS. This tract of land is more particularly described by metes and bounds as follows,to-wit: BEGINNING at the Northeast comer of Tract No. 199-B, in the East line of the Chambers County School Land Survey, Abstract No. 321 and in the West line of the Solomon Barrow Survey, Abstract No. 3 and in the South right of way line of the Houston Lighting and Power Company Discharge Canal right of way. THENCE in a Southerly direction with the East line of this tract, the East line of the Chambers County School Land Survey and the West line of the Solomon Barrow Survey to the Northwest comer of Tract No. 100-A. THENCE in an Easterly and Southerly direction with the North and East lines of Tract No. IMA to a point at the intersection of the North line of Tract No. 100-A with the East right of way line of F.M.Highway No.2354. THENCE in a Southerly direction with the East right of way line of F.M.Highway No.2354 to the intersection of the South right of way line of Fisher Road (Rice Farm Road)with the East right of way line of F.M.Highway No.2354. THENCE in a Westerly direction with the South right of way line of Fisher Road to the most Northern Northeast corner of Tract No.89. THENCE in a Southerly and Easterly direction with the East and North lines of Tract No.89 to the Northwest corner of a 4.00 acre tract of land conveyed to Chambers County. THENCE in a Southerly and Easterly direction with the West and South lines of the Chambers County 4.00 acre tract to the intersection of the projection of the South line of the Chambers County 4.00 acre tract with the East right of way line of F.M.Highway No.2354. THENCE in a Southerly direction with the East right of way,line of F.M.Highway No.2354 to a point at the intersection of the East right of way line of F.M. Highway No. 2354 with the South line, as extended, of a a.9796 acre tract of land conveyed to United States Steel Corporation by-G. E. Troxell, Jr., by deed recorded in Volume 283 at Page 454 of the Deed Records of Chambers County,Texas. THENCE in a Westerly direction with the South line of Tract No. 89M said Troxell tract to the Southwest comer of said Troxell tract in the East line of Tract No.89M. ss6 s.00c A-1 THENCE in a Southerly direction with the East line of Tract No.99M to the Southeast corner of Tract No.89M in the North line of Tract No. 125. THENCE in an Easterly direction with the North line of Tract No. 125 to the East right of way Una of F.M.Highway No.2354. THENCE in a Southerly direction with the East right of way line of Highway No. 2354 to the South line of Tract No.125. THENCE in a Westerly direction with the South line of Tract No. 125 to the Southwest comer of Tract No. 125 in the East Me of Tract No. 119. THENCE in a Southerly direction with the East line of Tracts No. 119, 118, 117, 117A, 116 to the Southeast corner of Tract No. 116 in the North line of Tract No. 114. THENCE in an Easterly direction with the North line of Tract No. 114 to the East right of way line of F.M.Highway No.2354. THENCE in a Southerly direction with the East right of way line of F.M.Highway No.2354 to South Line of Tract No.4-D as extended THENCE in a Westerly direction with the South line of Tract No. 4-D to the most Northern Northeast corner of Tract No. 10-B. THENCE in a Southerly direction with the East and Northerly lines of Tract No, 10-B to a point at the intersection of the North line of Tract No. 10-B, as extended, with the East right of way line of F.M.Highway No.2354. THENCE in a Southwesterly direction with the East and South right of way line of F.M. Highway No.2354 to the intersection with the East right of way line of Live Oak Drive. THENCE in a Southwesterly direction with the East and South right of way line of Live Oak Drive to the intersection of the extended East line of the Nerco Oil and Gas Production Company 2.00 acre tract with the South right of way line of lave Oak Drive. THENCE in a Northerly direction with the East line of the Nerco Oil and Gas 2.00 acre tract to the Northeast corner of said 2.00 acre tract. THENCE in a Westerly direction with the North lines of the Nerco 2.00 acre tract, the Exxon 2.00 acre tract and the Exxon 5.00 acre tract of land to the Northwest corner of the Exxon 5.00 acre tract of land. THENCE in a Southerly direction with the West line of the Exxon 5.00 acre tract to the Southwest corner of the Exxon 5.00 acre tract and a comer of the Jones and Laughlin Tract No.3. 8S7M.XV0C A-7 THENCE in a Westerly direction with the South and West lines of the Jones and Laughlin Tract No.3 and the shore line of Galveston Bay and San Jacinto Bay and the West line of Tract No.43 to the Southeast or East shore line of Cedar Bayou. THENCE in a Northwesterly direction with the shore line of Cedar Bayou and the West line of Tracts No. 43, Atlantic Pipeline 14.3427 acre and 43A to the Southwest comer of the Maurice Hirsch so-called 40.28 acre tract and Northwest comer of Tract No.43A. THENCE in an Easterly direction with the South line of the Hirsch tract and the North line of Tract No.43A to a point in the East right of way line of Tri-City Beach Road at the extension of the North line of Tract No.43A. THENCE in a Southerly direction with the East line of Tri-City Beach Road to the West right of way line of F.M.Highway No. 1405. THENCE in a Northerly direction with the West right of way line of F.M.Highway No. 1405 to the Northeast corner of Tract No.37. THENCE in a Westerly direction with the North line of Tract No. 37 to the centerline of Cedar Bayou.being the County Line between Chambers and Harris Counties. THENCE in a Northerly direction with the centerline of Cedar Bayou and said County Line to a point at the intersection of the centerline of Cedar Bayou with the South line of the Warrior and Gulf 15.00 acne tract. THENCE in an Easterly, Northerly, Westerly and Southerly direction with the lines of the Warrior Gulf 15 acre tract and the Hoesch Tubular Products Company 25 acre tract lines to a point at the intersection of the West line of Hoesch 25 acre tract,extended,with the centerline of Cedar Bayou and said County Line. THENCE in a Northerly direction with the centerline of Cedar Bayou to the intersection of the centerline of Cedar Bayou with the extension of the South line of Johnnie and Rosemary Jennings property. THENCE in an Easterly, Northerly and Westerly direction around the Jennings property to the intersection of the North line of the Jennings property extended with the centerline of Cedar Bayou and said County Line. THENCE in a Northerly direction with the centerline of Cedar Bayou to the intersection of the centerline of Cedar Bayou with the South line, extended, of a Tract conveyed to McDonugh Company. THENCE in an Easterly direction with the South line of the McDonugh Company tract to a point for the Southeast comer of the McDonugh Company tract in the West right of way line of West Bay Road(Old F.M.Highway No. 1405). THENCE in a Northerly direction with the-West right of way line of West Bay Road to a point at the intersection of the North line.extended,of Tract No.35.X. 857946}DOC A3. THENCE in an Easterly direction with the North line of Tract No.35-X to the Northeast comer of Tract No. 35-X and in the West right of way line of Houston Lighting and Power Company 330 foot right of way and in the West line of Tract No.5-D. THENCE in a Northerly direction with the West line of Tract No.5-D and the West line of said 330 foot right of way to a point in the North right of way line of West Bay Road. THENCE in an Easterly direction with the North right of way line of West Bay Road to a point for a corner of Tract No.5-D being in the East right of way line of the old right of way for West Bay Road. THENCE in an Easterly direction with the North line of Tract No. 5-D to the intersection with the South right of way line of the Houston Lighting and Power Company Discharge Canal. THENCE in an Easterly direction with the South right of way line of the Houston Lighting and Power Company Discharge Canal to the Northwest comer of a 212152 acre tract of land conveyed to Houston Lighting and Power Company. THENCE in a Southerly direction with the West line of said 21.2152 acre but to the Southwest comer of said 21.2152 acre tract of land. THENCE in an Easterly direction with the South line of said 21.2152 acre tract to the Southeast comer of said 212152 acre tract of land in the West line of the Coastal Water Authority 5.115 acre tract of land. THENCE in a Southerly, Easterly and Northerly direction around said Coastal Water Authority 5.115 acre tract to a point for the Northeast comer of said 5.115 acre tract in the South right of way line of the Houston Lighting and Power Company Discharge Canal right of way. THENCE in an Easterly direction with the South line of the Houston Lighting and Power Company Discharge Canal right of way to the PLACE OF BEGMING,containing within said boundaries approximately 13,900 awes of land. aS" IDOC A4 i-R ..:�.t:• JS Y •.• 't' w+%r 'f�{�� 1. ,}may,, . �DDDD LL! LL! a- �� - Exhibit "B" South Command 109 South Main St. 281-420-0420 Personnel: I Battalion Chief > 2 Lieutenants EMS ➢ 2011 Ambulance Battalion 1 2014—Chevrolet Tahoe Radios: Radios: > (4) 800's ➢ (3) 800's > 154 > CIMA Fire Station One 4723 Garth Rd. 281-420-5331 Personnel: 1 Battalion Chief i 1 Lieutenant 1 Equipment Operator :- 3 Firefighters Engine 1 -2013 Pierce 2,000 GPM )w 750 Gallons Water 1200' 5" Hose 600' 2 ''/:" Hose i 550' 1 V Hose 100' 1 %" Hose PPV Fan i AED Gas Detector i (5)airpacs Ladders: :► 24'Extension ladder 12'Roof ladders i 10' A-Frame ladder Radios: (5) 800's 154 CIMA Fire Station Two 2320 Market St. 281-420-5332 Personnel: R-2 - 1993 E-One Y 1 Lieutenant 1,500 GPM > I Equipment Operator > 500 Gallons Water 3 Firefighters > 1000' 5"Hose r 1000' 2 ''/:" Hose E-2 2007 Pierce Pumper > 900' 1 %"Hose 2,000 GPM > PPV Fan > 750 Gallons Water > AED > 1000' 5"Hose > Gas Detector Y 1000' 2 '/z" Hose > 900' 1 '/ Hose Ladders: > PPV Fan > 24' Extension ladder Y AED Y 14' Extension ladder > Gas Detector > 10' Attic ladders > 10' A-Frame ladder Ladders: > airpacs > (1)24'Extension ladder Y (1) 14'Extension ladder Radios: > (3) 10'Attic ladders > (5) 800's > (1) 10' A-Frame ladder > 154 Y (4)airpacs Y CIMA Radios: > (5)800's Rescue Boat with tow vehicle > (1) 154 Y (1)CIMA Fire Station Three 3311 Massey Tompkins 281-420-5333 Personnel: R-3- 1998 Pierce ;w 1 Lieutenant 1,250 GPM Y l Equipment Operator > 750 Gallons Water Y 3 Firefighters : 1200' 5"Hose i 2 Firefighter/Paramedics 600' 2 %z" Hose > 550' 1 %" Hose E-3-2010 Pierce Pumper Y 100' 1 %:" Hose 2,000 GPM - PPV Fan Y 750 Gallons Water Y AED Y 1200' 5"Hose > Gas Detector i 600' 2 %:"Hose > (5)airpacs i 550' 1 Y4"Hose Y 100' 1 %" Hose Ladders: > PPV Fan > 24' Extension ladder AED Y 12' Roof ladders Gas Detector > 10' A-Frame ladder Y (5)airpacs Radios: Ladders: > (5)800's Y 24' Extension ladder Y 154 ;w 12' Roof ladders > CIMA Y 10' A-Frame ladder Brush 3 -2010 Chevy 3500 Radios: > 200 Gallons Water (5)800's Y 300' Forrestry Hose i 154 > 150' 3"Hose :- CIMA > 100' 1314 Hose Y 65 GPM Pump Ambulance—Medic 3 :► Booster Reel with 150'3/4" Hose Y (4)800's > 100' 1" Hose Fire Station Four 910 E. Fayle 281-420-5334 Personnel: 1993 Smeal Quint l Lieutenant 1500 GPM pump,75'ladder l Equipment Operator > 500 Gallons Water 3 Firefighters > 1000' 5"Hose 2 Firefighter/Paramedics > 200' 2 '/2" Hose > 450' 1 3/4" Hose E4-2002 Pierce Y Ladders 1,500 GPM > 75'Aerial Ladder Y 750 Gallons Water > (1)35' Extension ladder Y 1000' 5"Hose Y (1)24' Extension ladder Y 1000'3"hose > (1) Multi-Extension ladder 200'2 '/z" Hose > (3) 16' Roof ladders Y 450' 1 Y4 Hose Y (1) 10' Roof ladder Y PPV Fan > (1) 10'Attic ladder Y AED > Gas Detector Radios: i► (5)airpacs > (1)800's Y Air Rescue bags i- (1) 154 Y Jaws w/Rams for Rescue > (1)CIMA Y Thermal Imaging Camera Ladders: Y 24'Extension ladder > 14'Roof ladder > 12'Roof ladder 10' Attic ladder Radios: Y (5)800's Y 154 Y C1MA Ambulance—Medic 4 Y (4)800's Fire Station Five 7210 Bayway Dr. 281-420-5335 Personnel: i- 12' Roof ladder > I Lieutenant :► 10' Attic ladder > 1 Equipment Operator :► A-frame ladder i 3 Firefighters > 2 Firefighter/Paramedics Radios: > (5) 800's > 154 E-5-2003 Pierce > CIMA 1,500 GPM > 750 Gallons Water and 25 Gallon Ambulance—Medic 5 Foam Tank i (4) 800's i 1000' 5"Hose > 900' 2 ''/:"Hose Rescue 512009 Ford F450 > 850' 1 %"Hose > Heavy Structure Collapse Equipment i 100' 1 %:"Hose i PPV Fan Rescue 52 2009 Ford F450 :- AED Y Heavy Structure Collapse Equipment (4) Portable Hand Held Radios :- Gas Detector Rescue 53 2009 Ford F450 :- (5)airpacs Y Heavy Structure Collapse Equipment Ladders: i 24'Extension ladder Fire Station Six 10116 Pinehurst Dr. 281-420-5336 Personnel: i 1 Lieutenant Reserve 6- 1993 E-One 1 Equipment Operator 1,500 GPM > 3 Firefighters > 500 Gallons Water > 900' 5"Hose E-6-2010 Pierce > 900' 2 %" Hose 2,000 GPM > 850' 1 V Hose i 750 Gallons Water and 25 Gallon r 100' l '/i' Hose Foam Tank PPV Fan > 1000' 5"Hose i 900' 2 %:"Hose Ladders 850' 1 V Hose > 24' Extension ladder 100' 1 ''/:"Hose ➢ 14' Roof ladder PPV Fan :- 12'Attic ladder i AED :► 10' A-Frame ladder i (4) Portable Hand Held Radios L (4)airpacs > Gas Detector (5)airpacs Ladders: i 24' Extension ladder y 12' Roof ladder ;w 10' Attic ladder i A-frame ladder Radios: (5) 800's 154 CIMA Fire Station Seven 7215 Eastpoint Blvd. 281-420-5337 Personnel: :► 1 Lieutenant I Equipment Operator HM 71 i 3 Firefighters 2012 Chevy 2500 2 Firefighter/Paramedics > Generator > Light Tower E-7-2013 Pierce Pumper 2,000 GPM Ladder 7-2003 Pierce y 750 Gallons Water 1500 GPM pump,75'ladder 1200' 5"Hose > 475 Gallons Water and 25 gallon i 600' 2 '/2"Hose Foam Tank i 550' 1 '/"Hose S- 1000' 5"Hose i 100' 1 '/2"Hose > 300' 3" Hose PPV Fan > 150' 2 '/:" Hose AED L 350' 1 %" Hose ;w Gas Detector > Jaws Life i- (5)airpacs Y Airbags > Chainsaw Ladders: > K-l 2 i 24' Extension ladder L PPV Fan i 12' Roof ladders > AED ;w 10' A-Frame ladder ➢ Gas Detector > (5)airpacs Radios: > Thermal Imaging Camera i (5)800's i 154 Ladders: ;w CIMA > 75' Aerial Ladder L (1) 35' Extension ladder HM-7-2004 Pierce > (1)24' Extension ladder i (5)airpacs > (1) Multi-Extension ladder Thermal Imaging Camera Y (3) 16' Roof ladders ➢ (1) 10' Roof ladder Radios L (I) 10'Attic ladder (5) 800's :- 154 Ambulance—Medic 7 CIMA ➢ (4) 800's i HAZMAT ID Detector Gas Detector i HAZMAT Emergency Response Equipment Exhibit "C" CIMA NON MEMBER EMERGENCY INCIDENT ASSISTANCE AND REIMBURSEMENT AND INDEMNIFICATION AGREEMENT THUS EMERGENCY INCIDENT ASSISTANCE AND REIMBURS0139NT AND INDEMNIFICATION AGREEMENT("Agreement')Is made as of the day of z0_,by and between Channel Industries Mutual Aid Orgauzation ("CIMA" or "CINA Corporation"),a Texas non. profit corporation,and ,a CWA non-member(hereinafter"COMPANIM RECITALS WHERBAS, COMPANY is currently involved in response activities associated with in :and WIIEREAS.CIMA has equipment md/or personnel that are available to help COMPANY respond to the emergency situation;the term"CIMA"or"CIMA Corporation"as used in this Agreement mesas Channel Industries Mutual Aid Organization, its successors assigns.agents,employees,officers, directors and all CIMA Members. including their agents,employees,officers and directors;and WHERBAS. COMPANY desires to contract with CIMA for the actual provision of assistamce With response to emergency fire protection and other public safety matters on the terms and conditions set forth herein; WHERF,AS.COMPANY agrees that the local fire department or other appropriate governmental erdity is responsible for directing fire fighting or emergency activities at the COMPANY receiving assistance. AGREEMENTS NOW.MmEFORE,in consideration of the foregoing,and for other good and valuable consideration,the accipt and sufficiency of which is hereby acknowledged.CIMA and COMPANY hereby agree as follows: ARTICLE I COMMONS AND LIMITATIONS OF SERVICE 1.1 The Services provided under this Agreement shall consist of fast ahem assignment only with a mininn ofa four-howcallout. 1.2 COMPANY shall pay CIMA for the Services provided in accordance with the following rate schedule: Hours 0 through 9:S 15,000 per hour phs consumables Hours 9 through 16:$23.000 per how plus consuumbles Hours 16 through 24:S35,000 per how plus consumtables 13 CIMA normally will not provide Services for more than 24 hours.in the event that COMPANY requests for the Services to continue for more than 24 hours.CIMA may continue or discontinue the Services at its sole option and within its sole discretion.Should CIMA agree to continue the Services for more than 24 hours,such Sevices shall be provided at a rate of SS0.000 per hour plus eorsumables. v � 1 • rQw MQ Li �!Iv1: 1�?I� • u . r • _ • :1u-! 1J. 1 I.k; • _l 1 U, • J~r_M • 7 • _�_ � _ _. h�!► «" •_ �. '.: :ilL • ; �-;!1_ti!�`> J► N.. !1 I _ •_ :1�1_�:. • .; K!-� !U:� �►� :- y.1.\ • ' �ti.►.!_. .1;J i .;�h/J� .;7__.vJ�>.I � :_ � i�:_:.I_ .. _ • Miles ;�►.�1L!.►I .!!.f-.:. . :� . M-.;_ ! '.• _!L1u1"r i r • i •.y � - •','�:.. 1 1 N 1 1 1 :, 1 1 • 1 1 : 1 1 N 1 1 1 = 1 1 I I 1 1 1 1 1 1 1 '1• f: 1 1 1 / 1 • t ; _�• I :A' > t ��� u I:I _y_l; c :��1 11► L .M- • 11 1 OtOI' OB .r_:�ul NIU_:_ .:_.\I� I� "_:. �,'_ :_►11 Hai _ «�.�:_ .ul:��l:_�' :_\�� MLI. 0 MGM • /_v:1 I • ' • .�:. .M ! u_� •i• �:r• !_• J:u� _ 1:� 1: :�• • ' Lam_ • I �' .__+� •�f/_ i �L • • • i. lt���L�: JIB-- 1 _ ]Zug Ali In : ' ' �� .: �-� _ ii • 1. LEASED WAREHOULSE SPACE).DEMANDS.CAUSES OF ACTION.DAMAGES_ DUU MS.FINW,LIABILITY.LOSSES OF ANY KIND OR CHARACTER FOR SICI NM OR DEATH OF ANY PERSON(INCLUDING ANY EMPLOYP.E).AND FOR LOSS OR DAMAGE TO ANY PROPERTY OCCURRING OFF OF THE ACTUAL PROPERTY OF CX)MPANY RECEIVING ASSISTANCE OR OFF THE PROPERTY UNDER THE CONTROL F THE COWAW REMWG ASSISTANCE.WILL BE GOVERNED BY COMMON LAW. 3.2 GROSS NEGLIGENCE.WII.LFUL MISCONDUCT.CRDONAL LAW.COMPANY AGREES THAT TAE 1NQEMNT=MONDED MR IN THIS AGREELI W SHALL BB EFFECTIVE REGARDLESS OF_THB NEGLIGENT'ACTS OR OMISSIONS OF MM BiiDZBMMED PART= WHETHER SUCH NEGLIGENCE BR SOLE.JOW OR CONCURRENT.ACTIVE OR PASSIVE AND REGARDLESS OF WHST'HER LIABILITY WITHOUT FAULT IS IMPOSED ON THE ROMM NGIM PARTIES EXCEPT TO TOM KMMTHAT LIABILITY ARISES BY REASON OF THE GROSS NEGLIGENCE OR VtIIi.LF M MISCOM=OF THE INDEMNIFIED PARTIES.IN ADDITION.THE COMPANY SHALL NOT BB U&W TO ANY DWII NiF1_BD PARTY MR ANY CLAIMS OR PENALTIES ARISING UT OF OR RESULTING FROM MM IN—RMONAL VIOLATION MANY CRIMINAL LAW. 3.3 .COMPANY also covenants and agrees that the indemnity and hold harmless provisions are not limited,restricted,or in any gray affected by the amount of hmtmance carried by COMPANY. 3A tSU MA—B—&=.ALL MMMMES MADE BY COMPANY UNDER THI AORBEMBNT 3.5 D ONS."DEF M"MEANS TO:(1)PROVIDE LEGAL COUNSEL AND DEF =:W THE CIMA CORPORATION OR AT THE ONA CORPORATION'S OPTION.TO REIMBURSE CA" CORPORATION FOR ALL REASONABLE ATT DRNM FEES GENERATED BY COUNSEL SELECTED BY CIMA CORPORATION:MD(2)TO PAY ALL OTHRR COSTO-OF D-BROW INCLUDING ALL APPEAL AND UPB.RSEDEAS BONDS, ARTICLE IV MISCELLANEOUS 4.1 Dedtntgo Emergencies-Participation Voluntary.There is no obligation on any CIMA Member to eonuibute equipment or manpower to any particular emergency.Participation in any Particular ennagenoy is whop► vobmtary based on the needs and availability of a CIMA Member to respond.Thus,tlmre is no NabMlY on CIMA Coporation or any CIMA Member for failing to respond to an emergency situation under this Agmarnent 4.2 Goveming Law.This Agreement shall be governed by,and construed in accordance witb,the Jews of the State of Texas. 43 Attomm Fees.in the event that any legal action is Matted between the parties pertaining to the interpretation or mforement of the terms of ibis Agreement.the prevailing party shall be entitled to recover a reasonable allowance for allome p fetes and!Hurt expenses to be fixed and determined by the soot in which such action is filed. 4A Notices.AU notices,demands or communications relating to this Agreement that CIMA Corporation or any CIMA Member may wish to send to COMPANY shall be in writing. 4.5 Seyi erabilttS►•if any provision of this Agreement or portion thereof should be declared invalid for any reason, the invalid provisions or portion thereof shall be deemed omitted and the remaining tenors shall nevartbehm be carried into effect 4.6 Waiver.The waiver of a breach of any term or condition of this Agreement shall not be deemed to constiwte the waiver of any!saber breach of the same or any other term or condition. 4.7 Number and Gender.Whenever required by the context,the singular number shall include the pl a d,ad the mescal or neutral gender shall include all genders. 4.8 Entire Agreement.This Agreement contains the entire undemanding between the parties and supersedes any prior written or oral arts between them respecting the subject matter contained herein.No subsequent modification of this Agreement shall be effective unless it is in writing and signed by all parties. 4.9 Assignment:Binding Effect.COMPANY may not assign its rights and obligations under this Agreement Subject to and without affecting the prolubitions herein with respect to assignment this Agreement shall be binding on the parries and their respective successors and assigns. 4.10 Nowt-members:Nothing in this Agmeme tt shall entitle any person or entity not a party to this Agreement to institute any claim%causes of action,remedy,or right of any kind arising out of the operations conducted pursuant to this Agreement. 4.11 Ig.unless ember terminated by COMPANY or LIMA Corporation,this Agreement Shall remain in force for so long as COMPANY is engaged in response activities relating to the Incident. SECTION 3.11 OF THIS ARTICLE THE RU MBURMUNT PROYMONS AND INDEiVIIV19 M C9NTAQiF.I111N THIS AGREEMENT SHALL REMAIN ant AFFECT SEYO_ND TAE TLRM ATION OF RESPONSE ACTIVITIES it=THIS AGREEMENTG IN WITNESS WHEMF,COMPANY and CNMA Corporation executed this Agreement by their duly authorized representatives on the date indicated below. Dated: Channel Industries Mutual Aid Organization CUMA") By[siltaturel Name[l&ted) Tide [Notes Any individual CIMA Member,or CIMA Specialist,or CIMA ofTcer may sign above on behalf of CIMA). Dated: (COMPANY) By[signer) Name[printed) Cody TWO W17NBSSBD BY:[Municipality,Governments!Agency or Entity) By[dishm) Name(FkUA Titre Agency Dated