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Ordinance No. 15,690 ORDINANCE NO. 15,690 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 A TAX ABATEMENT AGREEMENT FOR CERTAIN TAXABLE PROPERTY LOCATED WITHIN THE BAYTOWN REINVESTMENT ZONE NO. 1 WITH ROBIN MONOMERS, LLC; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. WHEREAS,the City Council of the City of Baytown has established,through Resolution No.2843, guidelines and criteria governing tax abatement agreements by the City of Baytown in a reinvestment zone; and WHEREAS,the City Council of the City of Baytown,through Resolution No. 2843,has elected to participate in tax abatements; and WHEREAS, Resolution No. 2843 provides for the availability of tax abatements for both new facilities and structures and for the expansion or modernization of existing facilities and structures; and WHEREAS, on January 10, 2024, the City provided written notice to the presiding officer of the governmental body of each other taxing unit in which the property subject to the agreement is located that the City intends to enter into the tax abatement agreement, which was included with the notice;and WHEREAS, on September 28, 2023, the City Council of the City of Baytown authorized the boundaries of the Baytown Reinvestment Zone No. 1,which is comprised of approximately 80 acres; and WHEREAS, on December 19, 2023, the City provided notice of the meeting at which the City Council will consider the approval of the tax abatement agreement,which notice contained the following: Fowner obin Monomers, LLC �ame of A licant Chadwick Timothy Leavitt, Chief Financial Officer of pp Robin Monomers, LLC [Name of Reinvestment Zone Baytown Reinvestment Zone No. 1 Location of Reinvestment Zone 80.0 f acres located at 9300 Needlepoint Road, Baytown, Texas Description of the General Nature Infrastructure asset designed to provide long-term, lof the Improvements eliable, and flexible solutions to downstream and �etrochemical customers Estimated Cost of the —I Improvements $108,000,000.00 and WHEREAS,the City Council of the City of Baytown finds that the terms of the agreement and the property subject to the tax abatement agreement with Robin Monomers, LLC, meet the applicable guidelines and criteria adopted by the City of Baytown; and WHEREAS, the City Council of the City of Baytown finds that entering into the proposed agreement will not result in a substantial adverse effect on the provision of the City's services or tax base and that the planned use of the property will not constitute a hazard to public safety,health or morals; NOW THEREFORE, 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 a Tax Abatement Agreement for certain taxable property within the Baytown Reinvestment Zone No. 1 with Robin Monomers,LLC. A copy of said agreement is attached hereto,marked Exhibit"1",and made a part hereof 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 25°i day of January, 2024. - DO CAPETILL , Mayor A ST: }aYTDyv O\' 0000ccpaoo T�, eo 0 U l N 9 A ANGELA 16CK N, S,`.Olerk a a „o t'�oe ni aRocl f'S APPROVED A TO 0RM1 O SCOTT LE ND, City Attorney R:Vance Hinds.Ordinances\2024\2024.01.25 TaxAbatementAgreement Robin Monomers LLC.doex 2 EXHIBIT "1" City of Baytown Tax Abatement Agreement for Certain Taxable Property located in the Baytown Reinvestment Zone No. 1 THE STATE OF TEXAS § COUNTY OF HARRIS § This Tax Abatement Agreement ("Agreement") is made and entered into by and between City of Baytown, Texas ("City"), and Robin Monomers, LLC, a Delaware limited liability company ("Owner"), the owner of taxable property in Harris County, Texas, located in the Baytown Reinvestment Zone No. 1 ("Reinvestment Zone"). I Authorization This Agreement is authorized by (i) the Texas Property Redevelopment and Tax Abatement Act, (ii) Resolution No. 2843 of the City Council of the City of Baytown, Texas, and (iii) Ordinance No. 15,552 of the City Council of the City of Baytown, Texas, providing for the designation of the Reinvestment Zone. II Definitions For the purpose of this Agreement, the definitions set forth in Resolution No. 2843 of the City Council of the City of Baytown, Texas, which is attached hereto as Exhibit "A" and incorporated herein for all intents and purposes (the "Guidelines"), shall govern unless it is apparent from the context that the term as used herein has a different meaning or unless such word is specifically defined in this article. All other words shall be given their common, ordinary meanings, as the context may reasonably suggest. a. Abatement means the full or partial exemption from ad valorem taxes of certain property in the Reinvestment Zone designated for economic development purposes. b. Abatement Period means the period of time commencing January 1,2025,and ending upon the sooner of (i) the fifth anniversary of the Effective Date of Abatement or (ii) the termination of this Agreement pursuant to the provisions of Article VII hereof. C. Application means the Owner's Application for Tax Abatement in Baytown, Texas, which is attached hereto as Exhibit "B" and incorporated herein for all intents and purposes. d. Base Year Value means the appraised value of the property within the Reinvestment Zone as certified by the Harris County Appraisal District as of January 1, 2023,plus the agreed- upon value of eligible property improvements made after such January 1 but before the execution of the Agreement. e. Construction Phase means a material and substantial improvement of the property which represents a separate and distinct construction operation undertaken for the purpose of erecting the Improvements. f. Effective Date of Abatement means January 1, 2025. g. Eligible Property means the buildings, structures, fixed machinery, equipment and process units, site improvements, and that office space and related fixed improvements necessary to the operation and administration of the New Facility as hereinafter defined. 11. Improvements means the buildings or portions thereof and other improvements, including fixed machinery, equipment and process units, used for commercial or industrial purposes that are erected by the Owner on the property after the execution of this Agreement. i. Ineligible Property means that property described in Section 2(e) of the Guidelines. j. New Eligible Property means Eligible Property, the construction of which commences subsequent to the date of execution of this Agreement. A list of the New Eligible Property is set forth in the Application. During the Construction Phase of the New Eligible Property, the Owner may make such change orders to the New Eligible Property as are reasonably necessary to accomplish its intended use. k. New Facility has the meaning given to that term in Article VI hereof. 1. Subject Property has the meaning given to that term in Article III hereof. III Property The Reinvestment Zone is an area within Harris County, Texas, more fully described in Exhibit "C," which is attached hereto and made a part hereof for all intents and purposes. The property subject to this Agreement(the "Subject Property") is comprised of a tract of land totaling approximately 80 acres of land, which is located within the Reinvestment Zone (with an account number to be assigned by Harris County Appraisal District Account) and more fully described in the Application. The values hereinafter established for tax year 2023 by the Harris County Appraisal District, plus $0.00 , representing the agreed-upon value of Improvements made after January 1, 2023, but before the execution of this Agreement, shall be the Base Year Values for purposes of this Agreement. 2 IV Value and Term of Agreement Abatement on the Improvements shall be permitted only for the value of New Eligible Property as defined in Article II of this Agreement and as specifically listed in Exhibit "B." This Abatement shall be granted effective January 1, 2025 (the "Effective Date of Abatement"). The portion of New Eligible Property value to be abated shall be in accordance with the following schedule: 2025 100% 2026 80% 2027 70% 2028 60% 2029 50% 2030 0% The abated value shall be the value of New Eligible Property, as adjusted each year. V Taxability During the Abatement Period, taxes shall be payable as follows: (1) The value of Ineligible Property shall be fully taxable; (2) The Base Year Value of Eligible Property existing prior to the execution of this Agreement, as the same may be adjusted each year, shall be fully taxable; and (3) The additional value of New Eligible Property shall be taxable in the manner as described in Section 2(g) of the Guidelines and in accordance with Article IV of this Agreement. The estimated value of the New Eligible Property to be abated pursuant to the Agreement is $108,000,000. The City shall enter into only one tax abatement agreement for the New Facility described in this Agreement during the existence of the Reinvestment Zone as designated by Ordinance No. 15,552. VI Contemplated Improvements As set forth in the Application,the Owner represents that it will construct an infrastructure asset designed to provide long-term, reliable, and flexible solutions to downstream petrochemical customers, that it reasonably expects will cost approximately $108,000,000 which shall be used for commercial or industrial purposes ("New Facility"). 3 The New Facility, as well as any other Improvements within the Subject Property, shall be completed in accordance with all applicable laws, ordinances, rules or regulations, including the City's zoning ordinance. The Owner herein agrees to construct or cause the New Facility to be constructed so that the New Facility will comply with the masonry and the articulation and relief standards specified in Section 3.10 of the Code of Ordinances, Baytown,Texas. The New Facility is expected to initiate or further the active conduct of a trade or business within the Reinvestment Zone. The Owner further agrees that construction of the Improvements will begin on or after July 1, 2023, with completion on or before January 31, 2025. VII Employment It is contemplated that this construction project will result in the creation of twenty (20) jobs and approximately fifty(50)plus construction jobs during the Construction Phase of the New Facility. The project is not expected solely to transfer, or primarily have the effect of transferring, employment from one part of the City of Baytown to another. The Owner, on or before March ls` of each year of this Agreement, shall submit to the Harris County Appraisal District and the City a January employee count for the New Facility which corresponds to the employment count reported in the Owner's Employer's Quarterly Report to the Texas Workforce Commission. The Owner shall also on or before March 1 st of each year submit a separate notarized letter certifying the number of jobs created or retained as a direct result of the abated improvements and the number of employees in other facilities located within the City. These submissions shall be used to determine abatement eligibility for that year and shall be subject to audit if requested by the City. The Owner's failure to submit the counts and notarized letter shall result in the ineligibility to receive an abatement for that year and the termination of the tax abatement agreement and any abated taxes subject to recapture pursuant to Article VIII. VIII Event of Default A. In the event the New Facility is completed and begins operations as a service and distribution facility, but subsequently discontinues such operations for any reason excepting fire, explosion or other casualty, accident or natural disaster, for a period of one- year during the Abatement Period, then this Agreement shall be automatically terminated. In the event of termination pursuant to the provisions of this paragraph, the Abatement of taxes and payments for the calendar year during which the New Facility discontinues operations shall terminate,but there shall be no recapture of prior years'taxes and payments abated by virtue of this Agreement. The taxes and payments otherwise abated for the calendar year during which the New Facility no longer produces shall be paid to the City prior to the delinquency date for such year or within sixty (60) days from the date of termination, whichever occurs first. The Owner shall notify the City at the address in Article XI within ten (10) days of any discontinuation, stating the reasons for the 4 discontinuation and the projected length of the discontinuation. Should Owner fail to comply with this subsection, this Agreement shall be terminated immediately and all taxes previously abated by virtue of this Agreement shall be recaptured and paid within sixty (60)days of the termination. Any and all recaptured taxes not paid within the 60-day period prescribed hereinabove shall accrue interest and penalties as set forth in Section B of this Article. B. If the Owner is in default of any term or condition of this Agreement or of the Guidelines during the Abatement Period covered by this Agreement, the Owner must notify the City in writing at the address stated in Article XI hereof within ten (10) days from the default and cure such default within sixty(60) days from the date of such default ("Cure Period"). If the City determines that Owner has failed to comply with this subsection,the Agreement shall be terminated immediately and all taxes previously abated by virtue of the Agreement may be recaptured together with interest at 6% per annum calculated from the effective date of the Agreement and paid within sixty(60) days of the termination. If the City does not receive full payment within said sixty(60) days, a penalty of 15% of the total amount abated shall be added. C. In the event that Owner(i)allows its ad valorem taxes owed the City to become delinquent and fails to timely and properly to follow the legal procedures for their protest and./or contest or(ii) violates any of the terms and conditions of this Agreement and fails to cure during the Cure Period, this Agreement will terminate automatically with no further notice to the Owner or opportunity to cure the default being necessary. If this Agreement is terminated, all taxes previously abated by virtue of this Agreement will be recaptured and paid within sixty(60) days of the termination, and penalties and interest shall be assessed as set forth in Section B of this Article. IX Administration This Agreement shall be administered on behalf of the City by the City Manager or his designee pursuant to the direction of the City Council. The Owner shall allow employees and/or representatives of the City who have been designated by the City Manager to have access to the New Facility during the term of this Agreement to inspect the New Facility to determine compliance with the terms and conditions of this Agreement. All inspections required herein will be made only after giving of twenty-four (24) hours' prior notice and will only be conducted in such manner as will not unreasonably interfere with the construction and'or operation of the New Facility. All inspections required herein will be made with one or more representatives of the Owner and in accordance with the Owner's safety standards. Upon completion of the contemplated construction, the City Manager or his designee shall annually evaluate the New Facility to ensure compliance with the terms and provisions of this Agreement and shall report possible defaults to the City Council and the City Attorney. 5 The Chief Appraiser of the Harris County Appraisal District shall annually determine (i) the taxable value after giving effect to the terms of this Agreement of the real and personal property located on the Subject Property and (ii) the full taxable value without Abatement of the real and personal property located on the Subject Property. The Chief Appraiser shall record both the abated taxable value and the full taxable value in the appraisal records. The full taxable value figure listed in the appraisal records shall be used to compute the amount of abated taxes that are required to be recaptured and paid in the event this Agreement is terminated in a manner that results in recapture. Each year the Owner shall furnish the Chief Appraiser with such information outlined in Chapter 22 of the Texas Tax Code, as may be necessary for the administration of the Abatement specified herein. The Owner must certify annually to the governing body of each taxing unit with taxing jurisdiction over the Property that the Owner is in compliance with each applicable term of this Agreement. X Assignment The Owner may assign its rights and obligations under this Agreement to a new owner of the New Facility with the prior written consent of the City Council, which consent shall not be unreasonably withheld. Any assignment shall provide that the assignee shall irrevocably and unconditionally assume all the duties and obligations of the assignor upon the same terms and conditions as set out in this Agreement. Any assignment of this Agreement shall be to an entity that contemplates the same Improvements to the property, except to the extent such Improvements have been completed. No assignment shall be approved if the assignor or the assignee is indebted to the City for delinquent ad valorem taxes or other obligations. XI Notice Any notice required to be given under the provisions of this Agreement shall be in writing and shall be duly served when (i) it is personally delivered or (ii) it is deposited, enclosed in a wrapper with the proper postage prepaid thereon, and duly registered or certified, return receipt requested, in a United States post office, addressed to the City or the Owner, as appropriate, at the following addresses. If mailed, any notice or communication shall be deemed to be received three days after the date of deposit in the United States mail. Unless otherwise provided in this Agreement, all notices shall be delivered to the following addresses: Owner: Robin Monomers, LLC 602 Sawyer Street Houston, TX 77007 Attention: Chadwick T. Leavitt, Chief Financial Officer City: City of Baytown P. O. Box 424 Baytown, Texas 77522-0424 Attention: City Manager 6 Either party may designate a different address by giving the other party ten (10) days' written notice. XII Non-Waiver Failure of the City 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. XIII Venue 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 performance. The place of making and the place of performance for all purposes shall be Baytown, Harris County, Texas. XIV Severability All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable,such determination shall not affect any other term of this Agreement,which shall continue in full force and effect. XV Date of Agreement; Condition to Effectiveness The City executes this Agreement by and through the City Manager, acting pursuant to Ordinance No. of the City of Baytown, and this Agreement shall become effective on the date this Agreement is signed by the City Manager. This Agreement has been executed by the parties in multiple originals, each having full force and effect. [Signature page follows] CITY OF BAYTOWN JASON E. REYNOLDS, City Manager ATTEST: ANGELA JACKSON, City Clerk APPROVED AS TO FORM: SCOTT LEMOND, City Attorney ROBIN MONOMERS, LLC, a Delaware limited liability company (Signature) (Printed Name) (Title) ATTEST: (Signature) (Printed Name) (Title) �J R:Karen Anderson TAX ABATEMENT AGREEMENTS Robin Monomers Tax Abatement Agreement-Robin Monomers.doex 8 EXHIBIT "A" TAX ABATEMENT GUIDELINES SUMMARY OBJECTIVES Primary job creation - target industries. Encourage LEED® development. Amount of abatement - minimum to be competitive. Fair to taxing jurisdictions - it is a local option. Fair to existing business - modernization, expansion. Regional cooperation - similar abatements. Flexibility -toughly enforced variance procedure. TERMS Year 1 100% Year 2 80% Year 3 70% Year4 60% Year 5 50% Year6 0% FACILITIES Manufacturing. THAT QUALIFY Service &Distribution. LEED® Certified Office Building. Regional Entertainment. Research and Development. Other Basic Industry. Class "A" Office. AUTHORIZED New facilities. INVESTMENTS Expansion. Modernization. ABATED Buildings and structure. Fixed machinery and equipment. Site improvements. Office space to administer plant. NOT ABATED Land. Existing improvements. Construction-in-progress. Personal property. Hotels. Housing. Pipelines. Gas and fluid storage. Electrical generating facilities. Deferred maintenance. Property with useful life less than fifteen (15) years. ECONOMIC Minimum $5,000,000 investment. CRITERIA Retain or create at least five (5)jobs. No serious adverse effect on jurisdictions. GUIDELINES AND CRITERIA FOR REINVESTMENT ZONES SECTION 1 DEFINITIONS (a) "Abatement" means the full or partial exemption from ad valorem taxes of certain real property in a reinvestment zone designated for economic development purposes. (b) "Agreement" means a contractual agreement between a property owner and/or lessee and an eligible jurisdiction for the purposes of tax abatement. (c) 'Base Year Value" means the assessed value of eligible property January I preceding the execution of the Agreement plus the agreed upon value of eligible property improvements made after January I but before the execution of the Agreement, or the sales price, if the property was conveyed subsequent to January 1, plus the agreed upon value of eligible property improvements made after January 1, whichever is greater. (d) "Class A Office" is characterized as buildings that have excellent location and access, attract high-quality tenants, and arc managed professionally. Building materials arc high quality and rents arc competitive with other new buildings. Examples arc the office buildings that are found in the heart of the business or financial district with lots of brass and glass fixtures and huge, expensive lobbies; and they are usually steel- framed and tall. They are often occupied by banks, law firms, investment banking companies, and other high-profile companies. (c) "Deferred Maintenance" means an improvement necessary for continued operations which do not improve productivity or alter the process technology. (t) "Distribution Center Facility" means buildings and structures, including fixed machinery and equipment, used or to be used primarily to receive, store, service or distribute goods or materials owned by the facility operator. (g) "Economic Life" means the number of years a property improvement is expected to be in service in a facility. (h) "Eligible Jurisdiction" means any county, municipality, school district or college district that levies ad valorem taxes upon and provides services to property located within the proposed or existing reinvestment zone. (i) "Expansion" means the addition of buildings, structures, fixed machinery or equipment for purposes of increasing production capacity. (j) "Facility" means property improvements completed or in the process of construction which together comprise an integral whole. (k) "LEEDO" means Leadership in Energy and Environmental Design (LEEDO), which encourages the use of certifiable systems, materials and practices designed to reduce energy consumption and utilize recycled material. (1) "Manufacturing Facility" means buildings and structures, including fixed machinery and equipment, the primary purpose of which is or will be the manufacture of tangible goods or materials or the processing of such goods or materials by physical or chemical change. (m) "Modernization" means the replacement and upgrading of existing facilities which increases the productive input or output, updates the technology or substantially lowers the unit cost of the operation. Modernization may result from the construction, alteration or installation of buildings, structures, fixed machinery or equipment. It shall not be for the purpose of reconditioning, refurbishing or repairing. (n) "New Facility" means a property previously undeveloped which is placed into service by means other than or in conjunction with expansion or Modernization. (o) "Other Basic Industry" means buildings and structures, including fixed machinery and equipment not elsewhere described, used or to be used for the production of products or services which primarily serve as a market outside the Houston Consolidated Metropolitan Statistical Area and result in the creation of new, permanent jobs and bring in newwealth. (p) "Regional Entertainment Facility" means buildings and structures, including fixed machinery and equipment, used or to be used to provide entertainment through the admission of the general public. (q) "Research Facility" means buildings and structures, including fixed machinery and equipment, used or to be used primarily for research or experimentation to improve or develop new tangible goods or materials or to improve or develop the production processes thereto. (r) "Service Facility" means buildings and structures, including fixed machinery and equipment, used or to be used to service goods. SECTION 2 ABATEMENT AUTHORIZED (a) Authorized Facility. A facility may be eligible for abatement if it is a Manufacturing Facility, Research Facility, Distribution Center Facility, Class A Office, Service Facility, Regional Entertainment Facility, Research and Development Facility, or LEEDO certified office building. (b) Creation of New Value. Abatement may only be granted for: 1. the additional value of eligible property improvements made subsequent to and listed in an abatement agreement between the City of Baytown and the property owner and lessee (if required), or 2. the marginal costs to secure LEED)� certification for the building, subject to such limitations as City Council and the property tax code may require. (c) New and Existing Facilities. Abatement may be granted for new facilities and improvements to existing facilities for purposes of modernization or expansion. (d) Eligible Property. Abatement may be extended to the value of buildings, structures, fixed machinery and equipment, site improvements plus that office space and related fixed improvements necessary to the operation and administration of the facility or LEED certified building. The value of all property shall be the appraised value for each year, as finally determined by the applicable appraisal district. (e) Ineligible Property. The following types of property shall be fully taxable and ineligible for abatement: land; inventories; supplies; tools; furnishings; and other forms of movable personal property; vehicles; vessels; aircraft; housing; hotel accommodations; deferred maintenance investments;property to be rented or leased except as provided in Section 2 (f); improvements for the generation or transmission of electrical energy not wholly consumed by a new facility or expansion; any improvements, including those to produce, store or distribute natural gas, fluids or gases, which are not integral to the operation of the facility; property which has an economic life of less than fifteen (15) years; and property owned or used by the State of Texas or its political subdivisions or by any organization owned,operated or directed by a political subdivision of the State of Texas,or any property exempted by local, state or federal law. When such exempted property includes manufacturing machinery and equipment listed in the Investment Schedule (as required in Section 3(b)), then the value of such property may not be included toward the achievement of the investment or valuation thresholds set out in the abatement agreement. (f) Owned%Leased Facilities. If a leased facility is granted abatement, the agreement shall be executed with the lessor and the lessee. (g) Value and Term of Abatement. Abatement shall be granted effective with the January 1 valuation date immediately preceding the date of execution of the agreement. One hundred percent (10010) of the value of new eligible properties shall be abated for the first year, followed by eighty percent(800•0) abatement for the second year, seventy percent(70°o) in the third year; sixty percent (60%) abatement for the fourth year and fifty percent (50%) for the fifth year. In no case shall the period of abatement exceed five (5) years. If a Modernization project includes facility replacement, the abated value shall be the value of the new unit(s) less the value of the old unit(s). (h) Economic Qualification. In order to be eligible for designation as a reinvestment zone and receive tax abatement,the planned improvement: (1) must be reasonably expected to increase the appraised value of the property in the amount of five million dollars ($5,000,000) after the period of abatement has expired; (2) must be expected to directly create or prevent the loss of permanent full-time employment, retain or create employment for at least five (5) people reasonably required in order to operate the facility in an efficient manner, provided that this employment qualification shall be satisfied on January 1 of the fourth year of the abatement agreement and continue through the term of the abatement; (3) must not be expected to solely or primarily have the effect of transferring employment from one part of the City of Baytown to another. Competitive siting analysis may satisfy this requirement; and (4) must be necessary because capacity cannot be provided efficiently utilizing existing improved property when reasonable allowance is made for necessary improvements. (i) Taxability. From the execution of the abatement to the end of the agreement period, taxes shall be payable as follows: (1) The value of ineligible property as provided in Section 2(e) shall be fully taxable. (2) The base year value of existing eligible property as determined each year shall be fully taxable. (3) The additional value of new eligible property shall be taxable in the manner described in Section 2(g). SECTION 3 APPLICATION (a) Any present or potential owner of taxable property in the City of Baytown may request the creation of a reinvestment zone or tax abatement by filing a written request with the City of Baytown. (b) The application shall consist of a completed application form accompanied by a general description of the new improvements to be undertaken; a descriptive list of the improvements for which an abatement is requested: a list of the kind, number and location of all proposed improvements of the property, including the economic life of each and its eligibility for a TCEQ exemption (if known); a map and legal description of the property; and a time schedule for undertaking and completing the proposed improvements. The applicant shall also include information pertaining to the reasons the abatement is necessary in order to have the project undertaken in the City of Baytown. The applicant shall also include a certification of the current number of permanent full-time,part-time and contract employees of the applicant, by category, employed in the City of Baytown at the time of the application. In the event the project is to be located in a leased facility, the applicant shall provide with the application the name and address of the lessor and a copy of the lease, if executed, or option contract. In the case of Modernization, a statement of assessed value of the facility, separately stated for real and personal property, shall be given for the tax year immediately preceding the application. The application form may require such financial and other information as the City Council deems appropriate for evaluating the financial capacity and other factors of the applicant. (c) Upon receipt of a completed application, the City Manager of the City of Baytown or his designee shall notify in writing the presiding officer of the governing body of each eligible jurisdiction. (d) After receipt of an application for creation of a reinvestment zone and application for tax abatement, the City Council, through its designated officer or employee, shall determine whether the application qualifies for an abatement under the terms of these guidelines and criteria. Such determination may be delegated to an employee or City department. If it is determined that an application qualifies for abatement, it shall be recommended to the City Council that the applicant be notified in writing that subject to a public hearing, if applicable, and approval of a contract by the City Council, the project qualifies for abatement. (e) The City Council shall not establish a reinvestment zone or enter into an abatement agreement if it finds that the request of the abatement was filed after the commencement of earthwork, site preparation, construction, alteration, or installation of improvements related to a proposed Modernization, expansion or new facility. (t) Requests for variance from the provisions of Subsections (a), (e) and (g) of Section 2 may be made in written form to the City Manager, provided, however, the total duration of an abatement shall in no instance exceed five (5) years. Such request shall include a complete description of the circumstances explaining why the applicant should be granted a variance. Approval of a request for variance requires a three-fourths(1•4) vote of the City Council. SECTION 4 PUBLIC HEARING AND APPROVAL (a) The City Council may not adopt an ordinance designating a reinvestment zone until it has held a public hearing and has found that the improvements sought are feasible and p r a c t i c a 1 and would be a benefit to the land to be included within the zone and to the City after expiration of a tax abatement agreement. At the public hearing, interested persons are entitled to speak and present evidence for or against the designation. Not later than the seventh(7th) day before the date of the hearing, notice of the hearing must be published in a newspaper having general circulation in the City;and delivered in writing to the presiding officer of the governing body of each taxing unit that includes in its boundaries real property that is to be included in the proposed reinvestment zone. (b) The City Council must give notice of a meeting at which it will consider the approval of a tax abatement agreement in a manner required by the Texas Open Meetings Act, except that the notice must be provided at least thirty (30) days before the scheduled time of the meeting. Such notice must contain the following: (1) the name of the property owner and the name of the applicant for the tax abatement agreement; (2) the name and location of the reinvestment zone in which the property subject to the agreement is located; (3) a general description of the nature of the improvements or repairs included in the agreement; and (4) the estimated cost of the improvements or repairs. (c) Prior to entering into a tax abatement agreement, the City Council may, at its own option, hold a public hearing at which interested persons shall be entitled to speak and present written materials for or against the approval of the tax abatement agreement. (d) In order to enter into a tax abatement agreement, the City Council must find that the terms of the proposed agreement meet these Guidelines and Criteria and that: (1) there will be no substantial adverse effect on the provision of the jurisdiction's service or tax base; and (2) the planned use of the property will not constitute a hazard to public safety, health or morals. (e) Any applicant requesting a variance under Section 3(f) shall be approved by a vote of at least three-fourths (1/4) of the City Council. No application which deviates from the requirements of these Guidelines and Criteria shall be approved unless accompanied by a request for variance as provided under Section 3(f). SECTION 5 AGREEMENT After approval, the City Council shall formally pass an ordinance and execute an agreement with the owner of the facility and lessee as required which shall include: (1) masonry and architectural articulation and relief standards specified in Section 3.10 of the Code of Ordinances, Baytown,Texas; (2) the estimated value to be abated and the base year value; (3) the percent of value to be abated each year as provided in Section 2(g); (4) the commencement date and the termination date of abatement; (5) the proposed use of the facility,nature of construction,time schedule,map property description and improvement list as provided in Application Section 3(b); (6) the contractual obligations in the event of default, violation of terms or conditions, delinquent taxes, recapture, administration and assignment as provided in Sections 2, 6, 7 and 8, or other provisions that may be required for uniformity or compliance with state law; (7) the amount of investment, increase in assessed value and the average number of jobs involved as provided in Section 2(h)(3);and (8) a requirement that the applicant annually submit to the appraisal district and the City, a January employee count for the abated facility which corresponds to employment counts reported in the facility's Employer's Quarterly Report to the Texas Workforce Commission,and a separate notarized letter certifying the number of jobs created or retained as a direct result of the abated improvements and the number of employees in other facilities located within the City of Baytown. Submission shall be used to determine abatement eligibility for that year and shall be subject to audit if requested by the governing body. Failure to submit may result in the ineligibility to receive an abatement for that year and the termination of the tax abatement agreement and subject any abated taxes to recapture pursuant to Section 6 hereof. Such agreement normally shall be executed within sixty (60) days after the application and all necessary information and documentation have been forwarded to the City Council. SECTION 6 RECAPTURE (a) In the event that the facility is completed and begins producing product or service, but subsequently discontinues producing product or service for any reason excepting fire, explosion or other casualty or accident or natural disaster of a period of one year during the abatement period, the agreement shall terminate, and so shall the abatement of the taxes for the calendar year during which the facility no longer produces. The taxes otherwise abated for that calendar year shall be paid to the City of Baytown within sixty (60)days from the date of termination. The company or individual shall notify the City in writing at the address stated in the agreement within ten (10) days from any discontinuation, stating the reason for the discontinuation and the projected length of the discontinuation. If the City determines that this subsection has not been complied with, the agreement may be terminated immediately, and all taxes previously abated by virtue of the agreement may be recaptured and paid within sixty (60) days of the termination. (b) If the company or individual is in default according to the terms and conditions of its agreement, the company or individual shall notify the City in writing at the address stated in the agreement within ten (10) days from the default and cure such default within sixty (60) days from the date of such default ("Cure Period"). If the City determines that this subsection has not been complied with, the agreement may be terminated immediately and all taxes previously abated by virtue of the agreement may be recaptured,together with interest at 6%per annum calculated from the effective date of the agreement and paid within sixty (60) days of the termination. If the City does not receive full payment within said sixty (60) days, a penalty may be added equal to 15110 of the total amount abated. (c) If the company or individual (I) allows its ad valorem taxes owed the City of Baytown to become delinquent and fails to timely and properly follow the legal procedures for their protest and or contest; or (2) violates any of the terms and conditions of the abatement agreement and fails to cure during the Cure Period, the agreement then may be terminated, and all taxes previously abated by virtue of the agreement will be recaptured and paid within sixty (60)days of the termination, and penalties and interest may be assessed as set out in Section 6(b). SECTION 7 ADMINISTRATION (a) The Chief Appraiser of the applicable appraisal district shall annually determine an assessment of the real and personal property comprising the reinvestment zone. Each year,the company or individual receiving the abatement shall furnish the assessor with such information as may be necessary for the abatement. Once value has been established,the Chief Appraiser shall notify the affected jurisdictions which levy taxes on the amount of the assessment. (b) The agreement shall stipulate that employees and/or designated representatives of the City of Baytown will have access to the reinvestment zone during the term of the abatement to inspect the facility to determine if the terms and conditions of the agreement arc being met. All inspections will be made only after the giving of twenty- four (24) hours' prior notice and will only be conducted in such manner as to not unreasonably interfere with the construction and/or operation of the facility. All inspections will be made with one or more representatives of the company or individual and in accordance with the facility's safety standard. (c) The City shall evaluate annually each facility receiving abatement to ensure compliance with the agreement and report possible violations of the contract and agreement to the City Council. SECTION 8 ASSIGNMENT Tax abatement agreements may be assigned to a new owner or lessee of facility with the written consent of the City Council, which consent shall not be unreasonably withheld. Any assignment shall provide that the assignee shall irrevocably and unconditionally assume all the duties and obligations of the assignor upon the same terms and conditions as set out in the agreement. Any assignment of a tax abatement agreement shall be to an entity that contemplated the same improvements or repairs to the property, except to the extent such improvements or repairs have been completed.No assignment shall be approved if the assignor or the assignee is indebted to the City of Baytown for ad valorem taxes or other obligations. SECTION 9 SUNSET PROVISION These Guidelines and Criteria are effective May 1, 2023, and will remain in force through April 30, 2025, at which time all reinvestment zones and tax abatement contracts created pursuant to these provisions will be reviewed by the City to determine whether the goals have been achieved. Based on that review, the Guidelines and Criteria will be modified, renewed or eliminated. Exhibit T" June 1, 2023 Jason Reynolds City Manager City of Baytown P.O. Box 424 Baytown,Texas 77522 RE: Project Robin-Robin Monomers, LLC Application for Tax Abatement Mr. Reynolds, Arcanum Infrastructure is pleased to submit the enclosed Application for Tax Abatement for Project Robin operated by Robin Monomers, LLC. We are excited about the opportunity to expand operations in the City of Baytown. Arcanum Infrastructure, which developed Raven Butene-1, develops,owns, and operates production and infrastructure assets designed to provide a reliable supply of essential ingredients. Project Robin is considering an infrastructure asset designed to provide long-term, reliable, and flexible solutions to downstream and petrochemical customers. The project is estimated to invest$140M,create 20 new jobs, and plans to begin construction in Q3 2023, commencing operations in 2025. Potential sites are being considered in both Texas and Louisiana to support a major oil and gas company with a presence in both states. In the past few years, Arcanum has begun expanding its operations to meet the requirements of its customers. Arcanum continually evaluates potential locations that would result in a positive return on investment. If this project moves forward, it will immediately impact the local economy by bringing value of over$108M to the City of Baytown, creating over 50 local construction jobs, and employing 20 direct positions. Through this expansion,this site will become an integral part of Arcanum's network,which will make it a strong candidate for future expansions. This will further establish ourselves as a valuable member of the community. Arcanum looks forward to continuing our business relationship with the City and appreciates the City's consideration of our application for tax abatement. Sincerely, Chadwick T. Leavitt Chief Financial Officer Arcanum Infrastructure, LLC cc:Tammy Bialek Senior Manager Altus Group Page 1 APPLICATION FOR TAX ABATEMENT IN BAYTOWN, TEXAS The filing of this document acknowledges familiarity and conformance with Guidelines and Criteria for Reinvestment Zones. This application will become part of the agreement and any knowingly false representations will be grounds to void the agreement. An original copy of this request should be submitted to City Manager, P.O. Box 424, Baytown, Texas 77522-0424, if property is located inside the corporate limits of Baytown. APPLICANT INFORMATION Date: May 23, 2023 Company Name: Robin Monomers, LLC Address: 602 Sawyer Street City: Houston State: TX Zip Code: 77007 Corporation: ® Partnership: ❑ Proprietorship: ❑ PROJECT INFORMATION Type of Facility See Guidelines ® Manufacturing ❑ Class "A" Office Space ❑ LEED;,, Certified Office Building ❑ Research & Development ❑ Service & Distribution ❑ Regional Entertainment & Recreation ❑ Other Basic Industry Proposed Project Location Address and Legal Description: 9300 Needlepoint Road, Baytown, TX 77521 Attach map showing proposed site. Jurisdictions: School District Goose Creek ISD College District Lee Jr College District City or Town City of Baytown Page 2 Describe Product or Service: Project Description: Attach statement fully explaining project, describe existing site and improvements and provide list of improvements and fixed machinery and equipment for which abatement is requested (Refer to Guidelines, Section 3). ® NEW PLANT ❑ EXPANSION []MODERNIZATION See attached project description. ECONOMIC INFORMATION Construction Estimates: Start Month/Year: Jul 2023 Construction Man Years: 2 Completion Date: Jan / 2025 Peak Construction Jobs: 50+ If Modernization: Estimated Economic Life of Existing Plant: N/A Years Added Economic Life from Modernization: N/A Years Permanent Employment Estimates (PEE'S) Current Plant Employment: 0 Number of Plant Jobs: [] Retained or ® Created At start/opening: 20 in year: 2025 5 years into operation: 20 in year: 2030 Estimated Appraised Value on Site Personal Improvements Land Value January 1 Preceding NA Abatement Agreement: Est. Value of Improvements: 108M Est. Value of Abated Properties 88M After Abatement Expires: Value upon Completion of Project Personal Property and Project Improvements Not Subject To Abatement: Page 3 VARIANCE Is the applicant seeking a variance under Section 3 (f) of the guidelines? ® YES ❑ NO If"YES", attach required supplementary information. OTHER ABATEMENTS. Has company made application for abatement of this project by another taxing jurisdiction or nearby counties? ❑YES ®NO. If "YES" please provide dates of application, hearing dates if held or scheduled, name of jurisdictions and contacts, and letter of intent. COMPANY REPRESENTATIVE TO BE CONTACTED: NAME: Tammy Bialek al�� Signature of Company Official TITLE: Senior Manager, Altus Group Chadwick T. Leavitt, CFO Name & Title of Company Official ADDRESS: 20 Wight Ave, Suite 200 CITY: Hunt Vallev STATE: MD ZIP-CODE: 21030 TELEPHONE: 410.568.0791 Page 4 Project Map Harris County Map: � ,�.., v+.. ;CAD 70.allo TX 710 iby r. K ienTxma w. 66S T.R — 1 ELUNDSON Parcel Map: � l A Page 5 Property Legal Description See attached property legal description "Exhibit C". Exhibit "C" TRACT I Legal Description: 82.0009 Acres Gross Tract or Parcel of Land, Save and Except a 2.0009 Acre Tract,Therefore Being an 80.0000 Acres Net Tract or Parcel of Land William Bloodgood League,Abstract No.4 Harris County,Texas BEING a 82.0009 acres gross tract or parcel of land, save and except a 2.0009 acre tract of land, therefore being a 80.0000 acres net tract or parcel of land situated in the William Bloodgood League, Abstract No. 4, Harris County, Texas and being out of and part of that certain called 106.4081 acre tract,save and except a 2.0000 acre tract,indentified as TRACT 1, as described in a "Special Warranty Deed" from J.M. Huber Corporation to Engineered Carbons, Inc. as recorded in Clerk's File No. R470540, Official Public Records of Real Property, Harris County, Texas and also being out of and part of that certain called 106.4081 acre tract, save and except a 2.0000 acre tract, indentified as TRACT 1, as described in a "Special Warranty Deed" from Engineered Carbons, Inc. to Degussa Engineered Carbons, L.P. as recorded in Clerk's File No. V726885,Official Public Records of Real Property, Harris County,Texas and Volume 553,Page 612,Official Public Records, Chambers County, Texas, and furthermore being out of and part of that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Clerk's File No. 20130523117, Official Public Records of Real Property, Hams County, Texas and also being out of and part of that certain called 105.7559 acre tract,save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Volume 1452, Page 648, Official Public Records, Chambers County, Texas, said 82.0009 acre tract being more particularly described as follows: NOTE. All bearings are referenced to the Texas State Plane Coordinate System South Central Zone NAD83 (CORS96). All acreages and distances are surface. Scale Factor equal to 0.99990086. All set 518" iron rods set with caps stamped "M.W. Whiteley&Associates". COMMENCING at an iron rod with an aluminum cap stamped "1820" found for the intersection of the North right-of-way line of Needle Point Road (based on a width of 60 feet) and the Southeasterly right-of-way line of the Southern Pacific Railroad (formerly the Dayton- Goose Creek Railway Company as recorded in Volume 525, Page 236, Deed Records, Harris County, Texas)(based on a width of 100 feet) and said corner also being the Southwest corner of that certain called 2.7972 acre tract of land, identified as TRACT I, as described in a "Special Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as recorded in Clerk's File No. Z232497, Official Public Records of Real Property, Harris County, Texas; 'WHENCE NORTH 7702545" EAST,along and with the North right-of-way line of Needle Point Road and the South line of the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 117.63 feet to an iron rod with an aluminum cap stamped "1820" found for the Southwest corner and the POINT OF BEGINNING of the tract herein described, said corm also being the Southeast corner of the said 2.7972 acre Reclamation Solutions Services, LLC tract; THENCE NORTH 12000142" WEST, along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 72.12 feet to a railroad spike found for comer; THENCE NORTH 24051'04" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 297.24 feet to a"PK"nail found for corner; THENCE NORTH 41°1541" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 128.96 feet to a"PK"nail found for comer; THENCE SOUTH 65007148" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 98.81 feet to a railroad spike found for comer; THENCE NORTH 24051123" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 146.69 feet to a 5/8" iron rod set for corner, THENCE NORTH 65004'06" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 42.19 feet to a railroad spike set for corner, said comer also being the beginning of a curve turning to the right having a radius of 450.99 feet and being subtended by a chord bearing SOUTH 61*59122"WEST having a chord length of 49.32 feet; THENCE SOUTHWESTERLY, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along and with said curve, for an arc length of 49.34 feet to a railroad spike set for comer,- THENCE NORTH 29027'32" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 18.00 feet to a railroad spike set for corner, said corner also being the beginning of a curve turning to the left having a radius of 433.06 feet and being subtended by a chord bearing NORTH 49035VI" EAST having a chord length of 240.15 feet; THENCE NORTHEASTERLY, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along and with said curve, for an arc length of 243.34 feet to a"PK"nail set for corner, THENCE NORTH 65008'51" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 89.59 feet to a"PK" nail set for corner; MARK W.WHIMLBYANOAS.WIAM,INC. THENCE NORTH 2405VI6" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 328.68 feet to a found 5/8"iron rod found for comer, THENCE NORTH 65110829" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 89.46 feet to a railroad spike set for corner, THENCE SOUTH 24053'09" WEST for a distance of 75.99 feet to a 5/8" iron rod set for corner, said corner being the beginning of a curve turning to the right having a radius of 433.06 feet and being subtended by a chord bearing SOUTH 33030'15" WEST having a chord length of 129.70 feet; THENCE SOUTHWESTERLY, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along and with said curve, for an arc length of 130.19 feet to an iron rod with a cap found for corner, said corner being the most Westerly Northwest corner of the said 2.7972 acre Reclamation Solutions Services, LLC tract and being in the Southeasterly right-of-way line of the said Southern Pacific Railroad; THENCE NORTH 24053'16" EAST, along and with the Southeasterly right-of-way line of the Southern Pacific Railroad, for a distance of 1976.96 feet to an iron rod with a cap found for corner, said comer being the intersection of the Southeasterly right-of-way line of the Southern Pacific Railroad and the South right-of-way line of Interstate Highway No. 10(width varies); THENCE NORTH 8905346" EAST, along and with the South right-of-way line of Interstate Highway No. 10,for a distance of 1228.32 feet to a point for corner, THENCE SOUTH 14045'07" WEST, over and across the said Nilok Chemicals, Inc. TRACT I, for a distance of 2370.89 feet to a point for corner, said comer being in the South line of the said Nilok Chemicals, Inc. TRACT I and the North line of that certain called 3.6014 acre tract of land, identified as TRACT IV, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Clerk's File No. 20130523117, Official Public Records of Real Property, Harris County, Texas and also being that certain called 3.6014 acre tract of land, identified as TRACT IV, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Volume 1452, Page 648, Official Public Records, Chambers County, Texas and being in the North right-of-way line of Needle Point Road (as recognized), THENCE SOUTH 771"2545" WEST, along and with the boundary between the said Nilok Chemicals, Inc. TRACT I and TRACT IV and along and with the North right-of-way line of Needle Point Road (as recognized), for a distance of 1810.47 feet to the POINT OF BEGINNING and containing 82.0009 Acres,more or less. Paw,3 of 5 MARK W.M MTELEYANDASSOCIATES,INC. SAVE AND EXCECPT the following 2.0009 Acre Tract,said 2.0009 acre tract being all of that certain called 2.0000 acre tract of land, identified as TRACT II, as described in a "Special Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as recorded in Clerk's File No. Z232497, Official Public Records of Real Property, Harris County, Texas,said 2.0009 acre tract being more particularly described as follows: COMMENCING at an iron rod with an aluminum cap stamped "1820" found for the intersection of the North right-of-way line of Needle Point Road (based on a width of 60 feet) and the Southeasterly right-of-way line of the Southern Pacific Railroad (formerly the Dayton- Goose Creek Railway Company as recorded in Volume 525, Page 236, Deed Records, Hams County, Texas)(based on a width of 100 fat) and said corner also being the Southwesst corner of that certain called 2.7972 acre tract of land,identified as TRACT I, as described in a "Special Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as recorded in Clerk's File No. Z232497, Official Public Records of Real Property, Harris County, Texas; THENCE NORTH 24053'09" EAST, along and with the Southeasterly right-of-way line of the Southern Pacific Railroad and the West line of the said 2.7972 acre Reclamation Solutions Services, LLC tract,for a distance of 1010.63 feet to an iron rod with a cap found for corner,said corner being the most Westerly Northwest corner of the said 2.7972 acre Reclamation Solutions Services, LLC tract and being an exterior ell corner of that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals,Inc. as recorded in Clerk's File No. 20130523117, Official Public Records of Real Property, Harris County, Texas, the same being that certain called 105.7559 acre tract, save and except a 2.0009 acre tract„ identified as TRACT 1, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Volume 1452, Page 648, Official Public Records, Chambers County,Texas; THENCE NORTH 24053'16" EAST, along and with the Southeasterly right-of-way line of the Southern Pacific Railroad and the West line of the said Nilok Chemicals, Inc. TRACT I, for a distance of 1092.35 feet; THENCE SOUTH 65°06'44" EAST, over and across the said Nilok Chemicals, Inc. TRACT I, for a distance of 64.18 feet to an iron rod with a cap stamped "RPLS 1855" found for the Southwest comer and the POINT OF BEGINNING of the pact herein described; THENCE NORTH 2404719" EAST, along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 479.06 feet to an iron rod with a cap stamped "RPLS 1855" found for corner, THENCE NORTH 3803254" EAST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 50.40 feet to an iron rod with a cap stamped"RPLS 1855" found for corner, Paize 4 of MARx W.wmrrELEYANDASSDCUTES,INC THENCE SOUTH 5502223" EAST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 260.63 feet to an iron rod with a cap found for comer; THENCE SOUTH 2404743" WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 110.59 feet to an iron rod with a cap found for corner; THENCE SOUTH 79038'10" WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 50.08 feet to an iron rod with a cap found for corner; THENCE SOUTH 54'03858" WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 389.30 feet to an iron rod with a cap stamped "RPLS 1855" found for corner, THENCE NORTH 75054'39" WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 34.64 feet to the POINT OF BEGINNING and containing 2.0009 Acres,more or less. W-MISM-1319 Tax Tron MBBA= Pame5 of MARK W.WMELEYAND ASSOCIATES,INC. Page 11 Variance Supplemental Statement Robin Monomers, LLC requests a variance of Section 2(g) of the City of Baytown Guidelines and Criteria for Reinvestment Zones pursuant to Section 3(f). The Project requests the abatement terms begins January 1st of the year immediately following the commencement of operations ("COD Date"). The Project is seeking approval of the property tax abatement to consider the potential savings in the return of investment (ROI) calculation to determine the feasibility of the project. Due to customer demand and requirements, the construction timeline is still in evaluation and may begin earlier or later than what was estimated in the Economic Information section of this application. Page 12 Project Description Arcanum Chemicals, which developed Raven Butene-1, is considering Project Robin operated by Robin Monomers, LLC, a wholly-owned subsidiary of Arcanum Infrastructure, LLC. Arcanum Infrastructure develops, owns, and operates production and infrastructure assets designed to provide a reliable supply of essential ingredients. Project Robin plans to consist of an infrastructure asset designed to provide long-term, reliable, and flexible solutions to downstream and petrochemical customers. The project is estimated to invest $140M and create 20 new jobs and begin construction in Q3 2023, commencing operations in 2025. This project would support a major oil and gas company that has a presence in both Texas and Louisiana and is considering potential sites in both locations. An abatement in Baytown would reduce the project's overall cost and increase the return on investment. The abatement would increase the potential for the project to be located in Baytown and would continue to support Arcanum's current operations in the City and Harris County. Exhibit "D" Applicant's New Eligible Property Robin Monomers, LLC plans to construct an infrastructure asset designed to provide long-term, reliable, and flexible solutions to downstream and petrochemical customers. The equipment selection is an ongoing process and has not been finalized. The equipment will vary depending upon the manufacturer's availability and prices, and the ongoing engineering design. The construction of the project will include,but is not limited to the following: • Piping • Boilers and Reboilers • Towers • Preheater Condensate Pot • Drums • Deaerator • Aftercoolers • Storage tanks for products, chemicals, and processes • Condensers • Cooler Equipment • Water Heat Exchanger • Cooling Water Supply Preheater • Ambient Vaporizer • Filters • Stacks • Compressors • Blowers • Tank Mixers • Pumps for products, drums, metering, chemicals, and processes • Timer Reactor • Air Receivers • Skid for water treatment and chemicals • Chemical Injections • Fuel Gas Burner Management � l- i Metes and Bounds Legal Description:82.0009 Acres Gross Tract or Parcel of Land,Save and Except a 2.0009 Acre Tract, Therefore Being an 80.0000 Acres Net Tract or Parcel of Land William Bloodgood League, Abstract No.4 Harris County,Texas. BEING a 82.0009 acres gross tract or parcel of land, save and except a 2.0009 acre tract of land, therefore being a 80.0000 acres net tract or parcel of land situated in the William Bloodgood League,Abstract No. 4, Harris County,Texas and being out of and part of that certain called 106.4081 acre tract, save and except a 2.0000 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from J.M. Huber Corporation to Engineered Carbons, Inc. as recorded in Clerk's File No. R470540, Official Public Records of Real Property, Harris County,Texas and also being out of and part of that certain called 106.4081 acre tract, save and except a 2.0000 acre tract, identified as TRACT I, as described in a "Special Warranty Deed"from Engineered Carbons, Inc. to Degussa Engineered Carbons, L.P. as recorded in Clerk's File No. V726885, Official Public Records of Real Property, Harris County, Texas and Volume 553, Page 612, Official Public Records, Chambers County, Texas, and furthermore being out of and part of that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Clerk's File No. 20130523117, Official Public Records of Real Property, Harris County,Texas and also being out of and part of that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Volume 1452, Page 648, Official Public Records, Chambers County, Texas, said 82.0009 acre tract being more particularly described as follows: NOTE: All bearings are referenced to the Texas State Plane Coordinate System South Central Zone NAD83 (CORS96). All acreages and distances are surface. Scale Factor equal to 0.99990086. All set 5/8" iron rods set with caps stamped "M.W. Whiteley&Associates". COMMENCING at an iron rod with an aluminum cap stamped"1820"found for the intersection of the North right-of-way line of Needle Point Road (based on a width of 60 feet)and the Southeasterly right-of-way line of the Southern Pacific Railroad(formerly the Dayton-Goose Creek Railway Company as recorded in Volume 525,Page 236, Deed Records, Harris County,Texas)(based on a width of 100 feet)and said corner also being the Southwest corner of that certain called 2.7972 acre tract of land, identified as TRACT I, as described in a "Special Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as recorded in Clerk's File No. 2232497, Official Public Records of Real Property, Harris County,Texas; THENCE NORTH 77°25'45" EAST, along and with the North right-of-way line of Needle Point Road and the South line of the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 117 .63 feet to an iron rod with an aluminum cap stamped "1820" found for the Southwest corner and the POINT OF BEGINNING of the tract herein described, said corner; also being the Southeast corner of the said 2.7972 acre Reclamation Solutions Services, LLC tract; THENCE NORTH 12°00'42"WEST,along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 72.12 feet to a railroad spike found for corner; THENCE NORTH 24 °51'04" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of297.24 feet to a "PK" nail found for corner; THENCE NORTH 41 °15'41" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract,for a distance of 128.96 feet to a "PK" nail found for corner; THENCE SOUTH 65 '07'48" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract,for a distance of98.81 feet to a railroad spike found for corner; THENCE NORTH 24 *51 '23" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 146.69 feet to a 5/8" iron rod set for corner; THENCE NORTH 65 004'06" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract,for a distance of 42.19 feet to a railroad spike set for corner, said corner also being the beginning of a curve turning to the right having a radius of 450.99 feet and being subtended by a chord bearing SOUTH 61 °59'22" WEST having a chord length of 49.32 feet; THENCE SOUTHWESTERLY,continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along and with said curve, for an arc length of 49.34 feet to a railroad spike set for corner; THENCE NORTH 29 "27'32" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract,for a distance of 18.00 feet to a railroad spike set for corner, said corner also being the beginning of a curve turning to the left having a radius of 433.06 feet and being subtended by a chord bearing NORTH 49°35'01"EAST having a chord length of240.15 feet, THENCE NORTHEASTERLY,continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along and with said curve, for an arc length of243.34 feet to a "PK" nail set for corner; THENCE NORTH 65 °08'51" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract,for a distance of 89.59 feet to a "PK" nail set for corner; THENCE NORTH 24°50'16" EAST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 328.68 feet to a found 5/8" iron rod found for corner; THENCE NORTH 65°08'29" WEST, continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract,for a distance of 89.46 feet to a railroad spike set for corner; THENCE SOUTH 24°53'09" WEST for a distance of 75.99 feet to a 5/8" iron rod set for corner, said corner being the beginning of a curve turning to the right having a radius of 433.06 feet and being subtended by a chord bearing SOUTH 33'30'15"WEST having a chord length of 129.70 feet; THENCE SOUTHWESTERLY,continuing along and with the boundary between the tract herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along and with said curve, for an arc length of 130. 1 9 feet to an iron rod with a cap found for corner, said corner being the most Westerly Northwest corner of the said 2.7972 acre Reclamation Solutions Services, LLC tract and being in the Southeasterly right-of-way line of the said Southern Pacific Railroad; THENCE NORTH 24°53'16" EAST,along and with the Southeasterly right-of-way line of the Southern Pacific Railroad, for a distance of 1976.96 feet to an iron rod with a cap found for corner, said corner being the intersection of the Southeasterly right-of-way line of the Southern Pacific Railroad and the South right-of- way line of Interstate Highway No. 10 (width varies); THENCE NORTH 89°53'46" EAST, along and with the South right-of-way line of Interstate Highway No. 10, for a distance of 1228.32 feet to a point for corner; THENCE SOUTH 14°45'07" WEST, over and across the said Nilok Chemicals, Inc. TRACT 1, for a distance of 2370.89 feet to a point for corner,said corner being in the South line of the said Nilok Chemicals, Inc.TRACT I and the North line of that certain called 3.6014 acre tract of land, identified as TRACT IV, as described in a "Special Warranty Deed"from Orion Engineered Carbons, LLC to Nilok Chemicals,Inc.as recorded in Clerk's File No. 20130523117, Official Public Records of Real Property, Harris County, Texas and also being that certain called 3.6014 acre tract of land, identified as TRACT IV, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc.as recorded in Volume 1452, Page 648,Official Public Records, Chambers County,Texas and being in the North right-of-way line of Needle Point Road (as recognized), THENCE SOUTH 77°25'45" WEST, along and with the boundary between the said Nilok Chemicals, Inc. TRACT I and TRACT IV and along and with the North right-of-way line of Needle Point Road (as recognized), for a distance of 1810.47 feet to the POINT OF BEGINNING and containing 82.0009 Acres, more or less. SAVE AND EXCECPT the following 2.0009 Acre Tract, said 2.0009 acre tract being all of that certain called 2.0000 acre tract of land, identified as TRACT 11, as described in a "Special Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services,LLC as recorded in Clerk's File No.Z232497,Official Public Records of Real Property, Harris County, Texas, said 2.0009 acre tract being more particularly described as follows: COMMENCING at an iron rod with an aluminum cap stamped"1820"found for the intersection of the North right-of-way line of Needle Point Road(based on a width of 60 feet)and the Southeasterly right-of-way line of the Southern Pacific Railroad(formerly the Dayton-Goose Creek Railway Company as recorded in Volume 525,Page 236,Deed Records,Harris County,Texas)(based on a width of 100 feet)and said corner also being the Southwest corner of that certain called 2.7972 acre tract of land, identified as TRACT I, as described in a "Special Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as recorded in Clerk's File No.Z232497, Official Public Records of Real Property, Harris County,Texas; THENCE NORTH 24°53'09" EAST, along and with the Southeasterly right-of-way line of the Southern Pacific Railroad and the West line of the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of 1010.63 feet to an iron rod with a cap found for corner, said corner being the most Westerly Northwest corner of the said 2.7972 acre Reclamation Solutions Services, LLC tract and being an exterior ell corner of that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to 1Nilok Chemicals, Inc. as recorded in Clerk's File No.20130523117,Official Public Records of Real Property,Harris County,Texas,the same being that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Volume 1452, Page 648, Official Public Records, Chambers County,Texas; THENCE NORTH 24°53'16" EAST, along and with the Southeasterly right-of-way line of the Southern Pacific Railroad and the West line of the said Nilok Chemicals, Inc.TRACT I,for a distance of 1092.35 feet; THENCE SOUTH 65°06'44" EAST,over and across the said Nilok Chemicals, Inc.TRACT I,for a distance of 64. 18 feet to an iron rod with a cap stamped "RPLS 1855" found for the Southwest corner and the POINT OF BEGINNING of the tract herein described; THENCE NORTH 24°47'39" EAST, along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 479.06 feet to an iron rod with a cap stamped "RPLS 1855"found for corner; THENCE NORTH 38°32'54" EAST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I,for a distance of 50.40 feet to an iron rod with a cap stamped "RPLS 1855"found for corner; THENCE SOUTH 55°22'2311 EAST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc.TRACT I,for a distance of 260.63 feet to an iron rod with a cap found for corner; THENCE SOUTH 24047'43" WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc.TRACT I,for a distance of 110.59 feet to an iron rod with a cap found for corner; THENCE SOUTH 79*3811011 WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc.TRACT I,for a distance of 50.08 feet to an iron rod with a cap found for corner; THENCE SOUTH 54*3815811 WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc.TRACT I,for a distance of 389.30 feet to an iron rod with a cap stamped 11RPLS 185511 found for corner; THENCE NORTH 75°54'3911 WEST, continuing along and with the boundary between the tract herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 34.64 feet to the POINT OF BEGINNING and containing 2.0009 Acres, more or less.