Ordinance No. 16,194ORDINANCE NO. 16,194
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS,
AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE AND THE CITY
CLERK TO ATTEST TO AN INDUSTRIAL DISTRICT AGREEMENT WITH
SUMIKA SEMICONDUCTOR MATERIALS TEXAS, INC. AND PROVIDING FOR
THE EFFECTIVE DATE THEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS:
Section l: That the City Council of Baytown, Texas, hereby authorizes and directs the
Mayor and City Clerk of the City of Baytown to execute and attest to an Industrial District Agreement with
Sumika Semiconductor Materials Texas, Inc. A copy of said agreement is attached hereto, marked Exhibit
"A" and incorporated herein for all intents and purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by the
City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of
Baytown, this 24" day of July, 2025.
�z 4 Y-- - �
ARLES J ON, Mayor
A
rN'VCit�;,�'leF,l� an �
APPROVED AS
SCOTT LEMOTf D, City Attorney
RAOrdinances and Resolutions\Ordinance Drafts\2025-07-24\Ord-IDA-Sumika.docx
Industrial District Agreement
This Industrial District Agreement ("Agreement") is made and entered into between the
City of Baytown, Texas, a municipal corporation In Harris and Chambers Counties, Texas,
hereinafter also referred to as "Baytown" or "City," and Sumika Semiconductor Materials Texas
Inc., hereinafter referred to as "Property Owner." In consideration of the promises and of the
mutual covenants and agreements herein contained, it is agreed by and between the City and
Property Owner as follows:
1.
Parties
This Agreement is made under the authority of Texas Local Government Code Annotated
§42.044 (Vernon 1993), article XI, § 5 of the Texas Constitution and other applicable law. The
parties to the Agreement and their addresses are:
1. The "City"
City ofBaytoNvil
Attn: City Manager
P.O. Box 424
BaytoNvn, TX 77522
Copy to:
City of Baytown
Attn: City Attorney
P.O. Box 424
Baytown, TX 77522
2. The "Property Owner" Tax Statement Address:
SUMIKA SEMICONDUCTOR SUMIKA SEMICONDUCTOR
MATERIALS TEXAS INC. MATERIALS TEXAS INC.
Attn: Mr. JungyLlp YU Attn-. Mr. Jungyup Yu
1350 Industrial Road 1350 Industrial Road
Baytown, TX 77523 Baytown, TX 77523
II.
Identification of Property and Industrial District
This Agreement includes provisions concerning certain real estate and tangible personal
property owned or leased by the Property Owner. Real estate located outside the corporate limits
of the City is sometimes referred to herein as the "affected area," and it is described in Exhibit A,
which is attached to this Agreement and made a part hereof. Acting pursuant to the above
mentioned authority, the City Council of the City has by ordinance, designated the affected area
as an industrial district, the same to be known as Baytown Industrial District No. 3 {the "Industrial
District"}.
III.
Te rni
The term of this Agreement is fifteen tax years, from 2026 through 2040, unless it is sooner
terminated under the provisions hereof. This Agreement shall be effective and binding on the
parties hereto upon execution hereof on behalf of the parties to this Agreement and shall remain
in effect for fifteen years. This Agreement supersedes any prior existing agreements between the
Property Owner and the City relating to the subject matter specific to the term hereof.
IV.
Limited Immunity from Annexation by the City
In consideration of the obligations of the Property Owner herein set forth, the City hereby
guarantees for the term of this Agreement the immunity of the affected area from annexation of
any type by the City except for such parts of the affected property as may be necessary to annex
property owned by third parties within the Industrial District that the City may decide to annex.
Additionally, this Agreement shall not affect the continuation of any limited purpose annexation
status to which the affected area is now subject.
V.
Industrial District Payment
As part of the consideration for the City's undertakings as set forth above, the Property
Owner agrees to pay to the City on or before December 3 1 " of each year during the term hereof a
sum of honey equal to: the Base Value Industrial District Payment plus the Added value Industrial
District Payment. The sum of the Base Value Industrial District Payment plus the Added Value
Industrial District Payment shall be referred to as the Industrial District Payment.
A.
Base Value Industrial District Payment
The Base value Industrial District Payment shall be calculated as follows:
{ 1 } the fair market value as agreed to and stipulated by the patties to be as follows for each
year indicated:
Yeai
2026
A Value
$130)0007000.00
2027
$130,0001000.00
2028
$13030005000.00
2029
$130MOMOO.00
2030
$130,000,000.00
2
2031
$130po,000.00
2032
$130,000,000.00
2033
$1301MO 000.00
2034
$130,000,000-00
2035
$130.A000.00
2036
$130,000,000.00
2037
$1301000,000.00
203 8
$13050ao,0o0.aa
2039
$130,00011000.00
2040
$130,0003k000.00
hereinafter referred to as the "Base Value," multiplied by
(2) the property tax rate per $100.00 of assessed valuation adopted by the City Council for
the City, multiplied by the applicable Yearly Payment Rate as detailed below:
TAX YEAR
YEARLY
PAYMENT
RATE
2026
.66
2027
.66
2028
.66
2029
.66
2030
.66
2031
.66
2032
.66
2033
.66
2034
.66
2035
.66
2036
.66
2037
.66
2038
.66
2039
.66
2040
.66
plus
(3) the value of the sites inventory, which is the personal property and inventory stored or
held on or within the affected property which is not owned by the Property Owjier, as
assessed each year by the Chambers Cotiraty Appraisal District, multiplied by
(4) the property tax rate per $100.00 of assessed valuation adopted by the City Council for
the City and multiplied by the applicable Yearly Payment Rate as detailed below:
YEARLY
TAX YEAR PAYMENT
RATE
2026
.66
2027
.66
2028
.66
2029
.66
2030
.66
2031
.66
2032
.66
2033
.66
2034
.66
2035
.66
2036
.66
2037
.66
2038
.66
2039
.66
2040
.66
On or before February J." of each contract year during the term of this .Agreement, the
Property Owner shall file separate written information reports with the City's Director of Finance
stating the name and address of each person to whom the Property Owner leased or other provided
storage space on
{ 1 } January I` of the current contract year and
(2) September 1" of the preceding year.
Additionally, if the Property Owner on or before July 1" of each year certifies under oath that the
Property Owner has required the owner of the sittis property to make the payment to the City for
the portion of the Base Value Industrial District Payment calculated pursuant to subsection (3) and
(4) this Subsection A, the City shall invoice Stich owner for that amount, and in that event the
Property Owner shall not have liability for payment of that portion of the Base Value Industrial
District Payment related to property owned by third parties as calculated pursuant to subsection
(3) and (4) this Subsection A.
B.
Added Value Industrial District Pa rnent
The Added Value Industrial District Payment shall be calculated as follows:
(1) the fair market value as determined by the City, of all of the Property Owner's land
and all other tangible property, real, personal or mixed, within the affected area on
January 1 of each year in which an Industrial District Payment is due hereunder
rninus the Base Year Value, hereinafter referred to as the "Added Value" multiplied
by
4
(2) the property tax rate per $100.00 of assessed valuation adopted by the City Council
for the City for each year of the term of this Agreement, multiplied by the applicable
added value industrial district payment rate detailed below.
The applicable Added value Industrial District Payment Date shall be determined using
the following chart:
TAX YEAR
ADDED VALUE
INDUSTRIAL
DISTRICT PAYMENT
RATE
2026
.66
2027
.66
2028
.66
2029
.66
2030
.66
2031
.66
2032
.66
2033
.66
2034
.66
2035
.66
2036
.66
2037
.66
2038
.66
2039
.66
2040
.66
If the fornntila used in calculating the Added value Industrial District Payment produces a
negative number, then the Added Value Industrial District Payment shall be $0.00.
V1,
Valuations and Collections
A.
Generally
The parties hereto recognize that said Chambers County Appraisal District is not required
to appraise for the City the land, improvements, and tangible property, real or mixed, in the affected
area, which is not within the corporate limits of the City, for the purpose of computing the
payments hereunder•. For the purpose of providing a procedure for determining and collecting the
amounts payable by the Property Owner hereunder, there are hereby adopted and made a part
hereof all provisions of the Constitution and statutes of the State of Texas pertaining to ad valorem
taxation as amended thrOL1ghoL1t the term of this ,Agreement (including, in particular, the Texas
Property Tax Code), except, however, that (i) to the extent that any of such provisions would
require the assessment of the Property Owner's property on aii egLial and uniform basis Nvith
property in the general corporate limits of the City, the provisions of this Agreement will control
5
where in conflict with the provisions of such laws and (ii) the income method of appraisal as
described in Section 23.012 of the Texas Property Tax Code shall not be limited to only properties
for which a rental market exists. Specifically, nothing contained herein shall limit the income
method of appraisal specified in Section 23.012 of the Texas Property Tax Code to only properties
for which a rental market exists, instead if such method is used, the chief appraiser shall:
1. use income and expense data pertaining to the property, if possible and
applicable;
2. make any projections of future income and expenses only from clear and
appropriate evidence;
3. use data from generally accepted sources in determining an appropriate
capitalization 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.
The parties agree that the fair market value of the Property Owner's land, improvements,
and tangible property subject to Subsections B and C of this section sliall be determined in
accordance with the market value computation contemplated in the Texas Property Tax Code for
the purpose of calculating the Property Owner's payment under this Agreement oil properties
annexed or disannexed subsequent to the commencement of this Agreement. The City shall use
the appraised value as finally determined by the Chambers County Appraisal District (or through
administrative or judicial appeal of the Chambers County Appraisal District's determination),
provided however, that if the Chambers County Appraisal District refuses or fails to make a
valuation, then the City may make an appraisal conducted by an independent appraiser of the City's
selection at the City's expense. The determination of fair market values by the City shall be final
and binding unless the Property Owner within thirty (60) days after receipt of the City's
determination petitions for a Declaratory Judgment to the Civil District Court of Harris County,
Texas, as provided for by Section XIII hereof. Nothing contained herein shall ever be construed
as in derogation of the authority of the Chambers County Appraisal District to establish the
appraised value of land, improvements, and tangible personal property in the annexed portion for
ad valorem tax purposes.
B.
AdIustment of Base Value for Property Inside the Corporate Limits but SubsegUently
D15n1111PXPd
Land, improvements and tangible property, real or mixed, of the Property Owner, which is
disannexed from the corporate limits of the City during the term of this Agreement, shall become
part of the affected area immediately upon dlsannexatlon. The value for such disannexed land,
improvements and tangible property, real or mixed shall be determined as described. in Subsection
A of this Section based upon the year in which the property is disannexed and shall be added to
the Base value specified in Article V each year after the disannexation for purposes of payment
hereunder.
6
C.
Adjustment of Base Value for property Outside the Corporate Limits but Subsequently Arvlexed
Land, improvements and tangible property, real or mixed, of the property Owner, which is
annexed into the corporate limits of the City during the term of this Agreement, shall be removed
fr•orn the affected area the year after the annexation. The value for such annexed land,
inlprovenlents and tangible property, real or mixed shall be determined as described in Subsection
A of this Section based upon the year in which the property is annexed and shall be subtracted
from the Base Value specified in Article V each year after the annexation for purposes of payment
hereunder.
D.
stntenle nt,
The City shall mail one statement to the Property Owner on or about December 1 of each
year showing the total amount due on December 31 of such year pursuant to this Agreement. Such
statement shall be mailed to the "Tax Statement Address" noted in this Agreement. Any amounts
due on December 31 that are not paid when due shall become delinquent on January 1 of the
following year. Provided, however, if the tax statement is mailed after December 10, the
delinquency date is postponed to the first day of the next month that will provide a period of at
least 21 days after the date of mailing for payment of the amount due. Delinquent amounts shall
be immediately subject to the same penalties, interest, attorneys' fees and costs of collection as
recoverable by the Cite in the case of delinquent ad valorem taxes. The City shall have a lien upon
the Property Owner's land within the affected area upon any delinquency in the Industrial District
Payment.
E.
Valuation Contests
If any differences concerning the appraised values shall not have been finally determined
by the due date of the Property Owner's payment hereunder and the Property Owner is pursuing
through a declaratory judgment action as specified in Subsection A, the Property Owner shall,
without prejudice to such action, pay to the City by December 31 of each year (subject to the
exception in the preceding paragraph for statements mailed after December 10), such amount as is
provided in the Texas Property Tax Code, as amended throughout the term of this Agreement, for
payments made tinder such conditions by owners of property within the general corporate limits
of the City subject to ad valorem taxation. Any refund payable by the City to the Property Owner
hereunder shall be paid within 60 days after receipt by the City of both Chambers County Appraisal
District's form notification that the appraised value of the property has been reduced and a written
refund request by the Property Owner; if not paid timely, the refund arnount shall bear interest at
the rate specified in Section 2251.025 of the Texas Government Code beginning 60 days after the
City received both the Property Owner's written refund request and the Chambers County
Appraisal District's formal notification that the appraised value of the property has been reduced.
VA
V i1.
Compliance with La-vNT
The City and the Property Owner mutually recognize that the health and welfare of
Baytown residents require adherence to high standards of quality in the air emissions, water
effluents and noise, vibration and toxic levels of those industries located in the Industrial District,
and that development within the District may have an impact on the drainage of surrounding areas.
To this end, the Property Owner and the City agree that the same standards and criteria relative to
noise, vibration and toxic levels and drainage and flood control which are adopted by the City and
made applicable to portions of the Cit)r adjacent to the Industrial District shall also be applicable
to the affected area. The Property Owner agrees that any industrial or other activity carried on
within the affected area will be Constructed in strict compliance with all applicable valid state and
federal ail- and water pollution control standards. If the Property Owner's property within the
affected area is subject to the Occupational Safety and Health Act, 29 U.S.C. 65, et seq., as
amended, then the Property Owner shall undertake to ensure that its facilities and improvements
in the affected area comply with the applicable fire safet)r standards of such act and the resolutions
from time to time promulgated hereunder (the"OSHA Standards"), but there shall be no obligation
to obtain any permits of any kind from the City in connection with the constrLlction, operation or
maintenance of improvements and facilities in the affected area not located within the corporate
limits of the City. Nonetheless, the Property Owner agrees that any strUCture built within the
affected area shall be built in accordance with the building code adopted by the City in effect at
the tinge of constrUCtiOn.
The City and the Property Owner recognize that activities in the City's industrial districts
are subject to regulation by other governmental entities, including the state and federal
governments and their various departments and agencies. The City and the Property Owner also
recognize that the City may have an interest in activities in the City's industrial districts that are
regulated by other governmental entities. Nothing in this Agreement is intended to limit the City's
right and authority to communicate its interest in, or opposition to, those activities to the applicable
regulatory agencies or to participate, to the extent allowed by law, in any related administrative or
judicial proceeding.
VIII.
inspections
The Chief Appraises- of the Chambers County Appraisal District and the City or its
independent appraiser shall have the same right to enter and inspect the Property Owner's premises
and the same sight to examine the Property Owner's books and records to determine the value of
the Property Owner's properties as are provided in the Texas Property Tax Code as amended.
8
Ix.
Default
A.
Default by Property Owner
In the event of default by the Properq, Owner in the performance of any of the terms of
this Agreement, including the obligation to make the payments above provided for, the Cite shall
have the option, if such default is not fully corrected within sixty (60) dads fi-oni the giving of
written notice of such default to the Property Owner to either (i) declare this Agreement terminated
or (il*) continue the term of this Agreement and collect the payments required hereunder.
Notwithstanding any to the contrary contained herein, should the City determine the Property
Owner is in default according to the terms and conditions of Section VII hereof, the City shall
notify the Property Owner in writing by U.S. Mail, certified return receipt requested, at the address
stated in this Agreement, and if such default is not cured within sixty (60) days from the date of
such notice (the "Cure Period") then such failure to cure shall constitute a material breach of this
Agreement; provided that, in the case of a default under Section VII for causes beyond the Property
Owner's control that cannot with due diligence be cured within such sixty (60) day period or in
the event that the failure to cure results from ongoing negotiations with federal or state officials,
administrative proceedings or litigation regarding the necessary cure steps, then the cure period
shall be extended until such negotiations, administrative proceedings or litigation are concluded.
B.
Default by City
In the event of default by the City, the Property Owner may, if such default is not fully
corrected within 60 days from giving written notice of such default to the City, terminate this
Agreement. Upon such termination, both the Property Owner and the City shall be relieved of all
further obligations hereunder, but the Property Owner shall not be relieved of the obligation to pay
any arnounts that accrued prior to such termination. In the event of termination, the City shall have
the right to repeal the ordinance designating the affected area as an industrial district. Provided,
however, if the termination occurs as a result of the City's exercising its option to terminate (as
provided in the first sentence of this Section IX), the City shall not have the right to annex the
affected area into the general corporate limits of the City so as to subject the affected area to ad
valorem taxes for any part: of the period covered by the Property Owner's last payment hereunder.
X.
Notice
Any notice to the Property Owner or the City concerning the matters to «Thich the
Agreement relates may be given in writing by registered or certified mail addressed to the Property
Owner or the City at the appropriate respective addresses set forth on the cover page of this
Agreement. Any such notice in writing may be given in any other manner. If given by registered
or certified mail, the notice shall be effective when mailed. With the exception of annual bills for
payments due herein, notice given in any other maimer shall be effective when received by the
Property Owner or the City, as the case may be.
01
lei.
No Further Expansion of Taxing Jurisdiction
Nothing herein contained shall be construed to change or enlarge the jurisdiction, power or
authority of the Cite over or with respect to the affected area as prescribed by applicable law,
except as specifically provided in this Agreement. The Property Owner shall not be obligated by
virtue of this Agreement, or the establishment of the industrial district covering the affected area
not within the corporate limits of the City, to make any payments to the City in the nature of a tax
or assessment based upon the value of the Property Owner's property in the affected area during
the term of this Agreement other than the payments specified herein. Specifically, the Property
Owner shall not be liable for any City taxes within the affected area, including, without limitation,
City ad valorem taxes on taxable property within the affected area.
X1I.
Reimbursement for Services
If the Property Owner requests and receives inutual aid firefighting assistance and is a
member of Channel Industries Mutual Aid organization ("CIMA") or similar organization, the
Property Owner shall reimburse the City for costs incurred by the City in providing fire protection
services to the Property Owner as shall be provided in the chanter, bylaws and agreements pursuant
to which CIMA or such sinhilar organization is organized and operates. If the Property Owner
requests and receives mutual aid firefighting assistance and is not a member of LIMA or a similar
organization, then the Property Owner shall be required to reimburse the City for costs actually
expended by the City in providing any firefighting assistance to the Property Owner, including
chemical and personnel costs.
X1II.
Declaratoly Judgment Action
If any disagreement arises between the parties concerning the interpretation of this
Agreement, it is agreed that either of the said parties may petition any Civil District Court of Harris
County, Texas, for a Declaratory Judgment determining said controversy and the cause shall be
tried as other civil causes. If the controversy affects an Industrial District Payment, the Property
Owner shall, pending final determination of said controversy, pay to the City on the due date the
same amount which was paid to the City for the last preceding period as to which there was no
controversy concerning the amount owed by the Property Owner to the City. The Property Owner
agrees to tender any additional amount of potential liability to the registry of the Civil District
Court, Harris County, Texas, pending final determination of the controversy beyond any further
appeal.
XIv.
Assignment
This Agreement shall not bestow any rights upon any third party, but rather, shall bind and
benefit the Property Owner and the City only. If the Property Owner conveys all or any part of
the property then covered hereby, the Property Owner shall notify the City within 30 days of the
conveyance and shall thereafter cease to be obligated with respect to the property so conveyed and
10
the Base Value shall be apportioned between the Property Owner and the grantee based upon the
property conveyed, only if the grantee thereof enters into an Industrial District Agreement with the
City, with respect to such property so conveyed. No right or obligation under this Agreement may
be sold, assigned or transferred.
XV.
Authori
"Flee Property Owner covenants that it has the authority to enter into this Agreement by
virtue of being either the legal or equitable owner- of a possessory estate (including a leasehold
estate) in the land comprising the affected area, -vN,hich will not terminate before the expiration date
of this Agreement. Additionally, the officers executing this Agreement on behalf of the parties
hereby represent that sLlcll officers have filll authority to execute this Agreement and to bind the
party he represents.
XVI.
No Municipal Services
It is agreed that during the terns of this Agreement, the City is under no obligation to
provide any governmental, proprietary or other municipal services to the affected area.
Specifically, but without limitation, it is agreed that the City shall not be required to fiirnish (1)
sewer or water service, (2) police protection, (3) fire protection (4) road or street repairs, and (5)
garbage pickup service.
XVII.
Severability
If any provision of this Agreement, or any covenant, obligation or agreement contained
herein, including, without limitation, that term hereof, is determined by a court to be invalidated
or unenforceable, such provision, covenant, obligation or agreement shall be reformed so as to
comply with applicable law. If it is not possible to so reform such provision, covenant, obligation
or agreement, such determination shall not affect any other provision, covenant, obligation or
agreement, each of which shall be construed and enforced as if the invalid or unenforceable portion
were not contained herein. Provided, f irther that such invalidity or unenforceability shall not
affect any valid and enforceable provision thereof, and each such provision, covenant, obligation
or agreement shall be deemed to be effective, operative, made, entered into or taken in the manner
and to the frill extent permitted by law. Notwithstanding the above, if the application of this
Section XVII requires reformation or revision of any term that removes or materially diminishes
the obligation of the Property Owner to snake the payments to the City described herein (except in
the event of a r•eforrnation that shortens the term of this Agreement), the City shall have the option
to declare this Agreement terminated.
XVI11.
Complete Agreement
This Agreement contains all the agreements of the parties relating to the subject matter
hereof and is the full and final expression of the agreement between the parties.
XIX.
Nn11-Xvai VP
Failure of either panty hereto to insist on the strict performance of any of the agreements
herein or to exercise any rights or remedies accruing thereunder upon default or failure of
performance shall not be considered a Nvaiver 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 fixture default or failure of performance.
XX.
Ambiguities
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.
X.XI.
Heading
The headings appearing at the first of each numbered section in this Agreement are inserted
and included solely for convenience and shall never be considered or given any effect in construing
this Agreement or any provision hereof, or in connection «rith the duties, obligations or liabilities
of the respective parties Hereto or in ascertaining intent, if any question of intent should arise,
XXii.
Choice of Law: venue
This Agreement shall in all respects be interpreted and construed in accordance with and
governed by the laws of the State of Texas and the City, regardless of the place of its execution or
performance. The place of slaking and the place of performance for all purposes shall be Baytown,
Harris County, Texas.
XXiII.
Agreement Read
The parties acknowledge that they have read, understand and intend to be bound by the
terms and conditions of this Agreement.
IN WITNESS WHEREOF, this Agreement is executed in nitiltiple counterparts on behalf
of the Propert�r 0-vvner this 10"' day of July, 2025, and on behalf of the City this day of
, 2025.
SUMIKA SEMICONDUCTOR
MATERIALS TEXAS INC.
y:
'--TLAne
12
Printed Narne
Title
STATE OF TEXAS
COUNTY OF §
Before me, AS -the a rsi reed i0tary public, o
this day personally appeared < , the of
SUMIKA SEMICONDUCTORS, the owner of t be affected property, known to nee to be the person
whose name is subscribed to the foregoing instrument and acknowledged to me that lie exectited
the same for the purposes, in the capacity, and for the consideration therein expressed.
SUBSCRIBED AND SWORN before me this 0,
day of 2025.
Not ublic in and for• ie- e of Texas
��• �, ASHLEY JAMES
Notary I8 #135020395
My Cammissfon Expires
August t , 2028
13
ATTE S T :
Angela Jackson, City Clerk
APPROVED AS TO FORM:
Scott Lemond, City Attorney
Teresa McKenzie, Finance Director
CITY Y OF B A►YrT V
Charles Johnson, Mayor
14
EXHIBIT "A"
Metes and Bounds Description
Of 45.178 Acres of Land
Out of The
Thomas Shepherd Survey, Abstract No. 229
Chambers County, Texas
BEING a 45.178 acre tract of land located In the Thomas Shepherd Survey, Abstract No. 229,
Chambers County, Texas, being a portion of that 270.4704 acre (by deed) tract of land, save and
except "Tract I", described as "Tract 2" for a net 260.4704 acres conveyed unto TGS Cedar Port
Partners L.P. by deed recorded under Clerk's File No. 2017-127120, of the Official Public Records
of Ch a rn be rs Co u n ty, Texa s, s a id 45.178 acre t ra ct being more pa rticu [a rly descri bed by metes a nd
bounds as follows:
COMMENCING at a 3 inch iron pipe found marking the southwest corner of said 260.4704 acre
tract in the north line of that 105.202 acre (by deed) tract of land conveyed unto Texas
Gencorp Holdings, Inc. by deed recorded in Volume 575, Page 835, of the Official
Public Records of Chambers County, Texas being further described In the deed
conveyed unto Houston Lighting & Power Company recorded in Volume 276, Page
469, of the Deed Records of Chambers County, Texas, said 3 inch iron pipe being
located in the east right-of-way line of Farm to Market Road 1405 (a 300 foot wide
public right-of-way) as recorded in Volume 343, Page 466, of the Deed Records of
Chambers County, Texas, said 3 inch iron pipe being a paint on a non -tangent curve
to the left having a central angle of 13 degrees 19 minutes 51 seconds,, a radius of
5,970.37 feet, a chord bearing of North 21 degrees 24 minutes 20 seconds East and a
chord length of 1,3 85.98 feet; THENCE, with said east right-of-way line of Farm to
Market Road 1405 and with said curve to the left, for an arc distance of 1,389.11 feet,
to a point for corner, from which a 1/2 inch iron with cap stamped "GHA INC" was
found bearing South 14 degrees 44 minutes 36 seconds West at a distance of 0.66
feet; THENCE, North 77 degrees 36 minutes 12 second East, at 1060.38 feet passing
a 5/8 inch iron rod found at the northwest corner of a 10.0000 acre (by deed) "rract
1" conveyed unto BAJ Partners LP. by deed recorded in county clerk file 2020-162594,
of the Official Public Records of Chambers County, Texas; at 1822.19 feet passing a
5/8 inch iron rod with cap stamped "GORRONDONA" set for the northeast corner of
said 10.000 acre tract and continuing for a total distance of 2,022.19 feet to a 5/8 inch
Iron rod with cap stamped "GORRONDONA" set for the northwest corner and the
POINT OF BEGINNING of the herein described 45.178 acre tract;
THENCE, North 77 degrees 36 minutes 12 seconds East, for a distance of 1,599.68 feet, to a 5/8
Inch iron rod with cap stamped "GORRONDONA" set for the northeast corner of
herein described 45.178 acre tract;
THENCE.. South 02 degrees 04 minutes 01 seconds West, for a distance of 1,542.94 feet, to a
5/8 inch iron rod with cap stamped "GORRONDONA" set for an angle corner in the of
the herein described 45.178 acre tract;
THENCE, South 47 degrees 00 minutes 16 seconds west, for a distance of 59.33 feet, to a 5/8
inch iron rod with cap stamped "GORRONDONA" set for an angle corner in of the
herein described 45.178 acre tract;
34694897v.4
THENCE, North 88 degrees 19 minutes 49 seconds West, for a distance of 1,166.62 feet, to a
5/8 inch iron rod with cap stamped "GORRONDONA" set for an angle corner of the
herein described 45.178 acre tract;
THENCE, North 50 degrees 13 minutes 39 seconds West, for a distance of 51.52 feet, to a 5/8
inch iron rod with cap stamped "GORRONDONA" set for an angle corner of the herein
described 45.178 acre tract;
THENCE.. Borth 12 degrees 23 minutes 48 seconds West, for a distance of 1,200.00 feet, to the
PO(NT OF BEGINNING and containing 45.178 acres (1,967,966 square feet) of land,
more or less,
NOTE: All bearings and coordinates are based on the Texas State Plane Coordinate System, North
American Datum of 1983, South central Zone (4204) referenced to the City of Baytown
Monument No. 304. The posted combined scale factor is 0.99988584. Distances shown have
surface values (U.S. Survey Feet) and acreage shown was calculated using surface values.
34694897v.4
EXHIBIT "B"
PERMITTED EXCEPTIONS
1. Coal, lignite, oil, gas and other minerals, and all rights incident thereto, contained in
instrument recorded in Volume 483 Pa of the Official Public Records of Chambers
County, Texas, Reference to which instrument is here made for particulars. No further search
of title has been made as to the interest(s) evidenced by this instrument, and the Company
makes no representation as to the ownership or holder of such interest(s).
2. Interest in and to all coal, lignite, oil, gas and other minerals, and all rights incident thereto,
contained in instrument dated February 16, 2005, recorded December 8, 2005 at Volume 05 826,
P,ao.�, 549 (2005010381) of the Official Records of Chambers County, Texas. Reference to which
instrument is here made for particulars. No further search of title has been made as to the
interest(s) evidenced by this instrument, and the Company males no representation as to the
ownership or holder of such interest(s).
3 Lease for coal, lignite, oil, gas or other minerals, together with rights incident thereto,
recorded in VoluM2 "M" P e 272; Volume 47, Page 390; Volume 63. Page- 52; Volume 101,
Page 207: Volume 115, Page 89; Volume 142. Pane 473; Volun3e 205 Page 136; Volume
254. Pale 112 and Volume 246, Page 491 all of the Deed Records of Chambers County, Texas,
and Volume 75, Page 437 of the Official Public Records of Chambers County, Texas. Reference
to which instrument is here made for the particulars. No Further search of title has been made
as to the interest(s) evidenced by this instrument, and the Company makes no representation as
to the ownership or holder of such interest(s).
4. S u blect to the terms conditions and stipulations as they affect property included within
the boundaries of Schilling Gas Unit No. 1, as such unit is defined by instrument dated August
18, 1966, reoorded in Volume 277, Pace 710 of the Deed Records of Chambers County, Texas.
5. Leases for coal, lignite, oil, gas or other minerals, together with rights incident thereto,
recorded as follows.
Volume 912. Page-fffl, Volume 978. Page 259, 1fo„ , e 978, Page 262, Volume 9� 78
Pane 264, Volume 11 P gq, 9, Volume 1144, Page 575, Volume 1357, Pane 209,
Volume 1432. Pane 688, Volume 1443, Page 726. Volume _ 1445, Page 464, Volume
912, Pg,ge 695, Volume 976, Passe 466, Volume 1100, Pa , Volume 1357, Pale
213, Volume 912, Page 702, Volume 983, oagg495, lume 1144, Page , e
1357 Paae 217, Volume 912,E Pace 709, Volume 979, Page, Volume 1144, Page
581, Volume 1358, Page 209. Volume 912, Page 716, Volume 979. Page 562, Volume
1144, Paae 590, lurne 1358, Page 219, Va�lu,_r,};))2 912, Page 72321 Vo.�..r,,,,,lr 2,979, Pete
S53, Volume 1144, PgIS 553, Volume 1358. Page.2. 4, Volume 912, Page 730, Volume
Volume 912 P , Volume 979, Pane, Volume 1144, Page
586, Volume 1360, PMge 676. Volume 912, Pag�e__7.44, Volume 983, Page 421, Yollume
1144_. l?age-5499, Volume 1357, Page.,221, Volume 913, Page 1, Volume 909, Pane 89,
Volume 1144, Page 565, Volume_ 1370, Page 152, Volume 975, Page 163, Volume
975, Page 167. Volume 975, Pane 171_, Volume 976, Page 663, 1Colume 976, Passe 667,
Volume 977. Page 208, Volume 1022 Page 1, Volume 1024, Page 568, Volume 1024,
Page 576, VQ 1jm2 1 024, Page 580, Volume 1024. Rage 684, Volume 1024, Paae_,
Volume 1024, Page 592, Volume 1037. Pane 17, Vo UMe 1263, Page 45, Volume
1489 Pa a 262, Volume 1043 Page 222. Volume 1259, Page 329, Volume 1485, Page
91, Volume 1047, Pane 70, Volume 1253, Pane 118, Votum ; 1485. Page 24,
1144. Paae6,9, Vol-urne j 215, Paae 632, Vo�ls, me 1215. Paae 637, Volume 1432 e
702. Volume 1217, Page 580, Volume 1221, Page 209, Volume 1436,, Page 698,
Volume 1221, Pace 214, Volume 14r36, Page 694, Volurrte 1221, Pace 219, Volume
1432, Paae 708, Volume 1221, Page_224; Volume 1221, Pag-0 23-Q, Volume 1436, Pane
702, Volume 1221. Page 235, Vol-ume 1432, Pane 696, ,J,y[ne 122 I.Pace 24Q,
Volume 1432... Page 693, Volume 1221, page 245, Volume- 1412, Page, Vol rng
34694897v,4
1221, Pace 250, Volume 1221 Pace 255; Volume_-1-443. Pages 717 and 720, Volume
-Jg23, Page 43, Volume 1443. Pa,Y23, Volume 1223. Pane 47, Volume 1432. Pane
9, Volume 1223, Page 52. Volume 1223, Pane 58, Volume 1223, Pace 63, Volume
1223, Page 68, Volume 1432 Page 711., V-olume 1285, Pate 355, and Volume 1441,
Page 497 all of the Official Public Records of Chambers County, Texas. Reference to
which instrument is here made for the particulars. No Further search of title has been
made as to the interest(s) evidenced by this instrument, and the Company makes no
representation as to the ownership or holder of such interest(s).
6. Leases for coal, lignite, oil, gas or other minerals, together with rights incident
thereto, as referenced in Memorandums of Oil, Gas and Mineral Lease(s) recorded in
Volume 1492, Paae 276, Volume 1427, Page 311 and Volume '1506, Page 361 all Official
Records of Chambers County, Texas.
7. Notice filed by the Railroad Commission of Texas, ail and Gas Diviision, regarding
the possible abandonment of well (s) and possible violations which may affect public health,
as filed in V m2,1 Q96, Pane 739 of the Official Records of Chambers County, Texas.
8. Terms, conditions, stipulations, and easements contained in that certain Deed from W.
Everett W. Dupuy, et all to the Coastal Industrial' Water Authority. dated July 23, 1969, recorded
in Vol urne 309. Page 163 and [deed dated July 28, 1969, recorded A Y_gIumg„ .3,08�ge 311,
both of the Deed Records of Chambers County, Texas,
9. Terms, conditions and stipulations contained in that certain Deed dated January 5,
2001, recorded in Volume 483, Page 308 of the Official Records of Chambers County, Texas,
from Sunda nce Resource, Inc. to Kerly Properties, Inc.
34694897v.4