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Ordinance No. 12,841ORDINANCE NO. 12,841 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 JSW STEEL (USA) INC.; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. ***************************************************************************** BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and directs the Mayor and City Clerk of the City of Baytown to execute and attest to an Industrial District Agreement with JSW Steel (USA) Inc. A copy of said Industrial District Agreement is attached hereto, marked Exhibit "A" and incorporated herein for all intents and purposes. Section 2: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ, and PASSED by the City of Baytown, this the 23rd day of April, 2015. ATTEST: >s .s LETICIA BRYSCH, C4y Cl r ` rj • ' f`t "Yo °•1••••°•••°°°X`.7- / APPROVED AS TO FORM: ACIO RAMIREZ, SR., C@A orney R:`,.Karen',Files City Council Ordinances\2015\April 23.IDAwithJSWSteeIUSAlnc.doc vote of the City Council of the Mayor Exhibit "A" Industrial District Agreement This Industrial District Agreement ("Agreement") is made and entered into between the City of Baytown, Texas, a municipal corporation in Harris and Chambers Counties, Texas, hereinafter also referred to as "Baytown" or "City," and JSW Steel (USA) Inc., a Texas corporation, 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: The "City" City of Baytown Attn: City Manager P.O. Box 424 Baytown, TX 77522 Copy to: City of Baytown Attn: City Attorney P.O. Box 424 Baytown, TX 77522 I. The "Property Owner" Tax Statement Address: JSW Steel (USA) Inc. JSW Steel (USA) Inc. 5200 E. McKinney Road Mr. P.K. Rahlon Baytown, TX 77520 Vice President, Supply Chain 5200 E. McKinney Road Baytown, TX 77520 Il. 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 arca," 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 arca as an industrial district, the same to be known as Baytown Industrial District No. 3 (the "Industrial District"). III. Term The term of this Agrecmcnt is seven tax years, from 2015 through 2021, unless it is sooner terminated under the provisions hereof. This Agreement shall be effective and binding on the parties hereto upon execution hereof on behalf of the parties to this Agreement and shall remain in effect for seven years. This Agreement supersedes any prior existing agreements between the Property Owner and the City relating to the subject matter hereof and governing the affected arca; to the extent any such prior existing agreement required payment on or after January 1, 2015, such payment obligations are hereby canceled and are superseded by the provisions contained herein. 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 arca 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 31" of each year during the tenn hereof a sum of money equal to: (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, 2002. on January 1, 2009, .- as specified and/or used in a previous Industrial District Agreement between the Property Owner and the City, or r as most recently certified by the chief appraiser of the appraisal district and/or approved by the Industrial Appraisal Review Board established and appointed by the City Council, as of the date of this Agrecmcnt. whichever is greater hereinafter referred to as the "Base Year." Such fair market value for the Base Year is agreed to and stipulated by the parties to be EIGHTY- . l 2 ONE MILLION SIX HUNDRED TWENTY-FIVE THOUSAND THREE HUNDRED SEVENTY AND NO, 100 DOLLARS ($81,625,370.00), less the fair market value in the Base Year as determined by the City of that portion of the Property Owner's property, real, personal or mixed, which was located within the industrial district on the effective date of this agreement and subsequently annexed by the City, the difference of which is hereinafter referred to as tlhe "Base Year Value," multiplied by (2) the property tax rate per $100.00 of assessed valuation adopted by tlhe City Council for the City, multiplied by tlhe applicable Yearly Payment Rate as detailed below. Tile applicable Yearly Payment Rate is the sum of the Industrial District Payment Rate plus the Public Community Improvement Rate and shall be determined using the following chart: VI. Valuations For the purpose of providing a procedure for determining and collecting the amounts payable by the Property Owner hereunder, there arc hereby adopted and made a part lhcreof all provisions of the Constitution and statutes of the State of Tcxas pertaining to ad valorem taxation as amended throughout 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 an equal and uniform basis with property in the general corporate limits of the City, the provisions of this Agreement will control where in conflict with the provisions of such laws and (ii) the income method of appraisal as described in Section 23.012 of the Tcxas 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 tlhe property, if possible and applicable: INDUSTRIAL PUBLIC YEARLY TAX YEAR DISTRICT COMMUNITY PAYMENT PAYMENT RATE IMPROVEMENT RATE RATE 2015 .61 .01 .62 2016 .62 .01 .63 2017 .62 .01 .63 2018 .63 .01 .64 2019 .63 .01 .64 2020 .63 .01 .64 2021 .64 .01 .65 VI. Valuations For the purpose of providing a procedure for determining and collecting the amounts payable by the Property Owner hereunder, there arc hereby adopted and made a part lhcreof all provisions of the Constitution and statutes of the State of Tcxas pertaining to ad valorem taxation as amended throughout 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 an equal and uniform basis with property in the general corporate limits of the City, the provisions of this Agreement will control where in conflict with the provisions of such laws and (ii) the income method of appraisal as described in Section 23.012 of the Tcxas 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 tlhe 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; 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. A. Valuation of Property Inside the Corporate Limits but Subsequently Disanncxed 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 disannexation. The value for such land, improvements and tangible property, real or mixed, shall be based upon the appraised value for the Base Year, as finally determined by the Chambers County Appraisal District or its legal successor (or through administrative or judicial appeal of the Chambers County Appraisal District's determination) and shall be added to the Base Year Value specified in Article V for purposes of payment hereunder on January 1 of the year the same is disannexed. B. Valuation of Property Outside the Corporate Limits The parties hereto recognize that said Chambers County Appraisal District is not required to appraise 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. Therefore, the parties agree that to determine the fair market value of all of the Property Owner's land, improvements. and tangible property located outside the corporate limits of the City in accordance with the market value computation contemplated in the Texas Property Tax Code for the purpose of calculating the Property Owner's payment in the manner described above, the City may choose to use the appraised value for the Base Year, as finally determined by the Chambers County Appraisal District (or through administrative or judicial appeal of the Chambers County Appraisal District's determination), or by appraisal conducted by the City and/or by an independent appraiser of the City's selection, and at the City's expense. 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. C. BindingEffect ffect Determination of Industrial District fair market values in the above -stated manner outside the corporate limits shall be made by the City and approved by the Industrial Appraisal Review Board. Such final fair market value as approved by the Industrial Appraisal Review Board shall be final and binding unless either party within thirty (30) days alter receipt of the Board's determination petitions for a Declaratory Judgment to the Civil District Court of Harris County. \y1\� 4 �� Texas, as provided 1br by Section XIV hereof. In determining the fair market value of property and improvements as used herein, the Industrial District Appraisal Board shall base its determination on the fair market value as defined in Section VI herein, giving due consideration to comparable present day facilities considering and giving effect to sound engineering valuation practices relative to service life, life expectancy, process and functional obsolescence. D. Statements 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 ager the date of mailing for payment of the amount due. Delinquent amounts shall be immediately subject to the same penalties, interest, attorneys' fees and costs of collection as recoverable by the City in the case of delinquent ad valorem taxes. The City shall have 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 detenmined by the due date of the Property Owner's payment hereunder and the Property Owner desires to pursue any additional available remedies, the Property Owner shall, without prejudice to such remedies, 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 under 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 amount shall bear interest at eight percent per annum beginning 60 days after the City received both the Property Owner's written refund request and the Chambers County Appraisal District's fon-nal notification that the appraised value of the property has been reduced. VII. Compliance with Law The City and the Property Owner mutually recognize that the health and welfare of Baytown residents require adherence to high standards of quality in the air emissions, water 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 City adjacent to the Industrial District shall also be applicable to the affected arca. The Property Owner agrees that any industrial or other activity carried on within the affccted arca will be constructed in strict compliance with all applicable valid state and federal air and water pollution control standards. If the Property Owner's property within the affected arca 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 improve►nents in the affected area comply with the applicable fire safety standards of such act and the resolutions from time to time promulgated hereunder (tile "OSHA Standards"), but there shall be no obligation to obtain any permits of any kind from the City in connection with the construction, operation or maintenance of improvements and facilities in the affected arca 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 time 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. Vill. Inspections The Chief Appraiser of the Chambers County Appraisal District and the City or its independent appraiser shall have the same right to enter and inspect the Property Owner's premises and the same right to examine the Property Owner's books and records to determine the value of the Property Owner's properties as are provided in the Texas Property Tax Code as amended. IX. Public Community Improvement The Property Owner may apply to the City for reimbursement for a Public Community improvement Project designed to further the public community improvement goals of the City of Baytown. Such project, the duration of the project, and the location thereof must be approved in writing by the City Manager of the City based upon the public community improvement goals of the City in effect at the time of the application. The Public Community Improvement Project must be completed prior to the expiration of the Agreement year during which it is approved to be eligible for reimbursement, except if it is approved as a multi-year project. The Public Community Improvement Project may be for multiple years; however, in order to be eligible for reimbursement in accordance with this article, it must be completed prior to the expiration or termination of this 6 l�\ Agreement. Further, the project may be constructed on the Property Owner's property; provided that the project is visible from and enhances a public way or other public property. Any reimbursement under this article shall be subject to the City Manager's determination that the completed Public Community Improvement Project meets or exceeds those improvement efforts proposed and approved prior to the start of the project. Reimbursement may not exceed the amount the Property Owner will pay to the City based solely upon the Public Community improvement Rate established in Article V hereof during the term of this Agreement. It is expressly understood and agreed that in any year during the term of this Agreement, the Property Owner shall not submit a request for reimbursement which exceeds the amount the Property Owner has paid to the City based solely upon the Public Community Improvement Rate established in Article V hereof. If the Property Owner fails to receive the City Manager's approval of a Public Community Improvement Project prior to the expiration of an Agreement year, the Property Owner will have no claim to the monies paid to the City based upon the Public Community Improvement Rate and the City shall use such funds for a project consistent with the City's public community improvement goals. X. Default A. Default by Property Owner In the event of default by the Property Owner in the performance of any of the teens of this Agreement, including the obligation to make the payments above provided for, the City shall have the option, if such default is not fully corrected within sixty (60) days from the giving of written notice of such default to the Property Owner to either (i) declare this Agreement terminated or (ii) continue the tern 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 terns 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 cause 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 amounts that accrued prior to such termination. In the event of termination, the City shall have 1,\r 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 X), 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. X1. Notice Any notice to the Property Owner or the City concerning the matters to which 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 i'orth 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 manner shall be effective when received by the Property Owner or the City, as the case may be. X1i. No Further Expansion of Taxing Jurisdiction Nothing herein contained shall be construed to change or enlarge the jurisdiction, power or authority ofthe City over or with respect to the affected arca 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 arca 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 arca during the tenn 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 arca. X111. Reimbursement for Services If the Property Owner requests and receives mutual 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 charter, bylaws and agreements pursuant to which CIMA or such similar organization is organized and operates. If the Property Owner requests and receives mutual aid firefighting assistance and is not a member of CIMA or a similar organization, then the Property Owner shall be required to reimburse the City for costs actually expended by the City in providing any firefighting assistance to the Property Owner. including chemical and personnel costs. XIV. Declaratory Judizment 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 detennination 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. XV. Assignment Hent 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 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 Agrccment may be sold, assigned or transferred. XVI. Authority The Property Owner covenants that it has the authority to enter into this Agreement by virtue of being either the legal or equitable owner of a possessory estate (including a leasehold estate) in the land comprising the affected area, which will not terminate before the expiration date of this Agrccment. Additionally, the officers executing this Agreement on behalf of the parties hereby represent that such officers have full authority to execute this Agreement and to bind the party he represents. XVII. No Municipal Services It is agreed that during the tern 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 Furnish (1) sewer or water ' til service, (2) police protection, (3) lire protection (4) road or street repairs, and (5) garbage pickup service. XVIII. Severability If any provision of this Agreement, or any covenant, obligation or agreement contained herein, including. without limitation, that term hereof, is detennincd by a court to be invalidated or unenforceable, such provision, covenant, obligation or agreement shall be reformed so as to comply with applicable law. If it is not possible to so reform such provision, covenant, obligation or agreement, such determination shall not affect any other provision, covenant. obligation or agreement, each of which shall be construed and enforced as if the invalid or unenforceable portion were not contained herein. Provided, further that such invalidity or 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 full extent pcnmitted by law. Notwithstanding the above, if the application of tills Section XVIII requires reformation or revision of any tcnn that removes or materially diminishes the obligation of the Property Owner to make the payments to the City described herein (except in the event of a reformation that shortens the tern of this Agreement). the City shall have the option to declare this Agreement terminated. XIX. 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. XX. Non -waiver Failure of either party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing thereunder upon default or failure of performance shall not be considered a waiver of the right to insist on and to enforce by an appropriate remedy, strict compliance with any other obligation hereunder to exercise any right or remedy occurring as a result of any future default or failure of performance. XXi. 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. 10 1 XXII. Headings The headings appearing at the first of each numbered section in this Agreement are inserted and included solely for convenience and shall never be considered or given any effect in construing this Agreement or any provision hereof, or in connection with the duties, obligations or liabilities of the respective parties hereto or in ascertaining intent, if any question of intent should arise. XXI11. Choice of Law. Vcnue This Agreement shall in all respects be interpreted and construed in accordance with and gox,cmcd by the laws of the State of Texas and the City, regardless of tlic place of its execution or perfonnance. The place of making and the place of perfonrlance for all purposes shall be Baytown, Harris County, Texas. XXIV. 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 multiple counterparts on behalf of the Property Owncr this IYI--day of' RI L , 2015. and on behalf of the City this /S4kday of JIZI L , 2015. JSW STEEL (USA) INC. DANIEL Q FISHER My Cmaftidon Navwnbw 24.2M Y: 77 Printed Name SEC ropy ANO[K-AWEK Title ATTEST: Secretary ATTEST: LETICIA BRYSCH, City Clerk APPROVED AS TO FORM: IGNACIO RAMIREZ, SR., City Attorney LOUISE RICHMAN, Finance Director CITY OF BAYTOWN STEPHEN H. DONCARLOS, Mayor R:Vcancnc\My Documents\Contacts\IDAUSWSteclUSA1ncIDARenewa@O15.doc 12 TR_IACT I ATTACH= I MAIN MILL TRACT THE STATE OF TEXAS) COUNTY Or CHA21nRS ) FIELD NOTES of a•331.1178 acre tract of land situated in the John' Ijams Survey, P.bstrac'i No. '15, Chambers County, Texas, and being out of and a part of the following tradts of land. 1. 276,963' acres USX•Tract•3-A described in a deed from John - Raymond Kilgore to United States Steel Corporation dated Februaxy 21,'I967, and recorded in Volume 282 a- Page 696 of the Deed Records of Chambers County, Texas: 2. 219.502 acres USX Tract•5-A described in a 'deed from Truvy A. James•and Ella A. James to United States Steel Corporation dated Marcli 6,.1967r and recorded'i.n Volume 283 at Page 3Z6 of the Deed Records of Chambers County'; Texas. 3. 66.242 acres USX Tract it -2 described in a'deed from -Sam C. Stassi to United States Steel corporation dated March 20, 1967, and recorded'in Volume 283 at Page 870 of the Deed Records of Chambers County, Texas. 4, 53.109 acres USX Tract 27*described in a deed from Edwin Lannpnd and James W. La mond to United States Steel Corporation dated February 23•, 1967, and recorded in Volume 283. -at Page I- of the Deed Records of Chambers County, Texas, S. 53.5 acres USX Tract 29 described in a deed from Ethel W. Gilbert and Harry L. Gilbert, Sr. to United States Steel Corporation dated February 23, 1967, and recorded in Volume 283 at Page 9 of the Deed Records of Chambers County, Texas.'' 6. 42.6945 acres USX Tract 30 described in a deed from Alice Schmidt and W. Kosse Schmidt to United States Steel ' . Corporation dated February .18, 1967,'and recorded in Volu3is 282 at Page 447 of the Deed Records.of Chambers County, Texas.' 7. 49.827 acres USX Tract 31 described in a deed from Ervin L. Laughlin and Chloe Delle Laughlin to United States Steel Corporation dated February 27, 19'67, ef3d* recb`rdedl in vaiume 283 at Page 43 • of the teed Records of Ciiemi lois CtiUnty, Texas. e. 49.948 acres USX Tract 32 described'in'a deed from Emma Farr to United States Steel Corporation dated Februa=•'y 23, 1957, and recorded iz Volume 283 at Page 5 of the Deed Records of Chambers County, Texas. - 9. 11. 4.999 acres USX Tract 140 described in.a deed from David T. Searls, Trustee to United States Steel Corporation dated May 24, 19,66, and recorded in Volume 275 at Page 224 of the'Deed Recorjds of Chambers County, Texas: 1897.099 acres called J a L Tract 1 described in a deed from sones and .Laughlin Steel Corporation to United States -Steel. Corporation dated December 28, 1966, and recorded in Volume 281• at Page 128 of the -Dead Records. of Chambers County, Texas. 12.586'acres•0alled'SP RR Tract 2 described in a deed from Southern Pacific Company to United States Steel Corporation dated May 24,;1966, and recorded in Volume 276 at Page 3.3.4 of the Deed Records of Chambers County, Texas.. 12.• Mcyinney Road Abandonment as adopted by Commissioner's Court Of Chambers'County, Texas, dated April 10, 1967, and recorded 'in Volume 285 at Page 532 of the' Deed Records of i. Chambers County, Texas. �f ) NOTE: ALL BEARINGS -ARE LAMBERT GRID BEARINGS AND ALL COORDINATES REFER TO THE STATE PLANE COORDINATE SYSTEM, SOUTH'CEN'I-'L ZONE, 1927 DATUM, AS DEFINED IN ARTICLE 5300A OF THE REVISED CIVIL, STATUES OF THE*STATE OF TEXAS. ALL DISTANCES ARE ACTUAL DISTANCES. SCALE FACTOR = 0a9998819 REFERENCE I5 MADE TO PIAT OF EVEN DATE kcc0MPANyjNG THIS METES AND BOUNDS DESCRIPTION. BEGINNING at a 3/4 inch'iron rod set for the most Westerly Northwest corner of this tract of land, said corner being in the East right: -of -way line of F.M. Highway 1405 '(300 foot right-of- way). From this corner the Northeast corner of said Item No. 9 above bears South 71 degrees 36 minutes 47'seconds hast a distance of 7358.39 feet. This corner has a State Plane Coordinate Value of Y'= 703,370.00 and X — 3,296,698,25. THENCE North 90 degrees 00 minutes 00 seconds East Kith'the most W6strlhis feetetoya 3/4hincheof irontrodf set�orfaland a ornerdoftance of this tract568 of land. THENCE South 00 degrees 0.0 minutes 09 seFonds West with the East line of this tract of land a distance bf 9.12.24 feet to a 3/4 I I indh iron rod set fora comer of this tract of land. ,t THENCE South 60 degrees 45 minutes 31 seconds East with the Northeast line of this tract of -land a distance of 744.40 feet to a•3/4 inch iron rod set for a corner of this tract of land. 'THENCE South 89 degrees 58 minutes 48 seconds East with the North line of this tract of land a distance of 2496.10 feet to a 3/4 inch iron -rod set for a corner of this tract of land. THENCE North 54 degrees 05 minutes 32 seconds' East with the Northwest line of this tract -of land a distance -Of 1745.93 feet to ' a• 3/4 inch iron rod set for a corner ,bf this tract of land. THENCE North'00 degrees o0 minutes o0'seconds East with the most t lice of'this tract of land a distance of 2954.26 Easterly Wes fest to a 3/d inch.iron rod set for the most Northerly Northwest corner of this tract of land. THENCE North 90 degrees. 00 minutes 'o0• seconds East with the North line of this tract of land a distance of 280.03 feet to a 3/4 inch iron rod set for the most Northerly Northeast corner of this, tract' of land. THENCE South 00 degrees 0o minutes 00 seconds East with'the most Northerly East line of this tract of land a.distance of 290.56 feet to a 3/4 inch 'iron rod set for a corner of this tract of land.' THENCE South' 3o degrees 19 minutes 36 seconds East with the Northeast line of this tract of land a distance of 8'72.85 feet to a 3/4 inch iron. rod set for a corner of this tract of land. THENCE South 44 degrees 32 minutes 54 seconds East with the Northeast lirie:of•this. tract of land a distan¢e.of.oa •nd.. to a 3/4 -inch iron rod .set for a corner of this' tract of f la la THENCE South 00 degrees 04 minutes 09 seconds West with the East line of this tract of land a- distance of 50.02 feet to a 3/4 inch iron rod set for a corner of this 'tract of land. THENCE south 44 degrees 32 minutes 54 seconds East with'the feet Northeast liron rod setine of this tfothe Northeastract of iand a corneroftance of 3this 2tract of a 3/ , land. THENCE South oo'degrees 00 minute 00 seconds East with the East line of this tract- of land a distance of SzsS. 17 feet to of this 3/4 inch iron rod set for the most Northerly oothe tract olC land. THENCE South 89 degrees 59 minutes 03 seconds West with'the middle South line of this tract of land a distance of 776.52 feet to a 3/4 inch it -on rod set for an interior corner of this tract Of land. r\e _ INCE South 00 degrees 08 minutes 00 seconds West with the Nast line of this tract of land a distance of 2617.'64 feet to a 3/4 inch iron rod set for an interior corner of this tract of land. -with the North THENCE North 90 degrees 00 minutes 00 'seconds East line .of this tract of land a distance of '753.55 feet to a• 3/4 inch iron rod set for the most Southerly Northeast corner of this tract of, land. THEbTCE South 00 degrees 00 minutes 00 seconds East•vith the 'East line of this tract of land a distance. of 1359.82 feet to a: 3/4 inch iron rod set .for the Southeast corner of this tract of land. TIiENCE South 89 degrees ]and a distance ofc1620.61sfe feet ae3/.4u� line of this tract oint in the South line'of this inch iron rod set for an angle P tract of land. THENCE north 52degrees 04 minutes 14 seconds West with the Southwest line •of this tract of land a distance of 1196.59 feet set•for the most Southern Southwest co to a 3/4 inch iron rod mer of this tract of land. THENCE North 00 degrees of minute 24 seconds East fwithtthe est line of -this tract of land a distance of 4261.01 inch iron rod set for a corner of this tract of land. THENCE North 32 Southwest line • a 3/4 inch iron degrees 43 minutes 53 seconds West with the of this 'tract of land a distance of .1B2.10 feet to rod set for a corner af•this tract - of•land. THENCE North 89 degrees Northerly South line of feet to a 3/4 inch iron land, said• corner being concave to the South.. THENCE in a Southwesterly direction with the South line of this tract of land, and said curve to the left having a central angle of 38 deg 10 min 28 sec, a radius of 549.12 feet, a length of 365.86 feet and a chord bearing and distance of South 70 deg 10 min 23 sec West 359.13 feet to a 3/4 inch iron rod set for the most Westerly South corner ofthis inetract said F.Ma•said Eiighway corner beim in the East right-o€-wav 1405. THENCE North 16 degrees. 09 minutes 18 seconds West with the West line of this tract of land and the East right -of -way. line of. said F.M. Highway 1405 a distance of 1889.96 feet to the PLACE OF 3EGINIMG, containing within said boundaries 391.07.05 Gross Acres less the two acreage listed below, leaving 331.1178 Set Acres 56 minutes 33 seconds, West with the most, this tract of land a distance of 3359.37 rod set for a co e of tte ttract.he left' beginning a EXCEPT a 5,9.5108 acre tract of land conveyed to Sawpipes Usa, Inc. by USX Corp. by deed dated May 6, 1993, and recorded in Volume 205 at Page 456 of the Official publi:c Records of Chambers. County, Texas.. - ALSO EXCEPT a. 0.4419 acre tract of -landconveyed record d in as Usa, Inc. by USX•Corp.'by deed dated May Volume 205 at Page 456 .of the Official•Pub?ic Records of Chambers •County, -Te a.s. SURVEYED: 1996, 1997' SURVEYORs CERTIFICATE I, Robert L." HaLL, 3'r- Reg. Professional Land Surveyor NO- 1661 do hereby certify that the. foregoing field notes were prep ared from a survey made on the ground on the date shown and that all lines, boundaries and landmarks are accur ately described therein• WIMss my hand ind• seal at Baytown, Tax" , this the 26th., day of Septembers A.D.,1997 - - cod'. i O O 0.O D••ODDD O.00 DO pODe ROBERT gL@ Hyl]-. A •4j �� eOi e�� •y.' ee Reg. Professional Land surveyor p No. 1610- USX-DEED-Mainmi-11A. fdnR;iT. EXHIBIT "A" (` TRACT II ' ATTACBT�uN'1 Y • / 6IIB-ST3LTION TRACT, CSTATE O COUNTY Op CHAMBERS) ' FIELD NOTES of a 1.429 acre tract of land 'situated in the John Ijams Survey, Abstract No. 15, Chambers County► Texas; and being and led J&L out of.and a part of 1B97.098.acre tract of 1 Steel?Corporation Tract 1 described in a'deed from Jones and Laughlin to. United States Steel ao Paet128 oftheRecords- of6 � and recorded ih Qolume 281 g to -wit: Chambers•County, Tes�aS. This 1.429 acre tract of land is more particularly described by metes and bounds as follows, LP14Br'RtT GRID BEARINGS AND ALL COORDINATES NOTE: ALL BEARING�r_ COORDINATE SYSTEM, SOUTH CENTRAL ZONE, { ) REFER TO Th'E STATE PLAIZE 5300A OF THE REVISED CIVIL. 1927 DATUM, AS DEFINED IN ARTICLE DISTANCES ARE AC,UAL STATUES OF • THE STATE OF AIX FACT. A= 0.9998819 DI5T.a•NCES. SCALe. FACTOR E TO PLAT OF EVEN. DATE ACCOMPANYING T$IS METES *REFERENCE IS MAD AND BOUNDS DESCRIPTION. BEGINNING at 3/4 inch iron rod set for the Northeast corner of this tract of land having a State Plane is coo�eethe Northeast 697,536.84 and X 3.297,996»62. laziFrom moi-' S8 d 1.6 tract corner of said 1SS7.0998 a*crce of 6684.02 feet bears North min 49 sec East a THENCE South 00 deg 03 min 33 sec East with the Eastliroof od is /4 inr tract of land a distance of aof'thisetract Of land. sat for the Southeast corner . uth . line THENCE South 89 deg 56 min of7 -51ca2o500Hfeettto ao3/4 in h iron this tract of land a distance rod set for the Southwest corner of.this tct ° rac West with ths west line of this THENCE Nora a d�e,StGelof3Z83e01 feet to a 3/4 inch iron rod A. of 1 set for the Northwest corner- of this tract of land: 6 min 27 sec East with the Nofth liM'e of PP PLXCE f land a dwithinesid boundaries 1�42�eac oorland. THENCE North ®9 deg 5 this tract o BEGINNING, containing SURVEYOR'S CERTIFICATE' ' Professional Land Surveyor No. 1610, I, Robert L. Hall, Jre, Reg prepared do hereby certi�y that the.foragoing f�.pld notes were prep -from. a- survey made on the ground on the date shown and that ra lines, boundaries and landmarks are accurately'described therein. wn T�s� -this the 26th°1 day. WITNEss my -hand and seal at 3ayto,,!. of September, A.D°,;•199 %- • eea°e4n�n� D SURVEYOR G• PROC SSI�NAZ� ee°1e00weO4e.ai �1 , ' No. 1610 - �+� ��'�� USX-DEED-Substation.fdn ti�\ EXHIBIT "A" TRACT III ATTACBREm I BARGE DOCX TRACT THE STATE OF TEXAS) COUNTY OF CHAMBERS) FIELD NOTES of a 145.7145 acre tract of land situated in the John Ijams Survey, Abstract No. 1S, Chambers County,•Texas,,and'being out of and a part of 117.434 acre tract of land called J & L Tract 2 described in a deed from Jones & Laughlin Steel Corporation to United States Steel Corporation' dated December 28, 1966, and recorded in Volume 281 at Page 128 of the Deed Records of Chambers County, Texas; and also being out of and a part of a 91.349 acre tract of land USX Tract 26 described in a deed from Ethel W. Gilbert to•United States Steel Corporation dated February 18, 1967, pnd recorded in Volume 283 at Plage 71 of the Deed Records of Chambers County, Texas. This 145.7145 acre tract of land is more particularly described by metes and bounds as follows, to -wit: - NOTE: ALL BEARINGS ARE LAMBERT GRID BEARINGS AND ALL COORDINATES REFER TO THE STATE PLANE COORDINATE SYSTEM, SOUTH CENTRAL ZONE, 1927 DATUM, AS DEFINED IN ARTICLE 5300A OF THE REVISED CIVIL STATUES OF THE STATE OF TEXAS. ALL DISTANCES ARE ACTUAL DISTANCES: SCALE FACTOR = 0.9998819 REFERENCE IS MADE TO PLAT OF EVEN DATE ACCOMPANYING THIS METES AND BOUNDS DESCRIPTION. BEGINNING at -a 3/4 inch iron rod set for the Southeast corner of this tract of land, the Southeast corner of said J i L Tract 2 and the Northeast corner of a 95.7206 acre tract of land described in a deed from USX Corporation formerly United States Steel Corporation to Hazelwood Enterprises, dated April 14, 1987, and recorded in Volume 10 at Page 641 of the official Public Records of Chambers County, Texas. This corner is in the West R.O.W. line of F.M. Highway No. 1405 (120 Ft. R.O.W.). This BEGINNING corner has a State Plane Coordinate Valve of Y s 696,146.00 and X = 3,297,231.20. From this corner the Northeast corner of a 1897.098 acre tract of land called J & L Tract described in a deed from Tones and Laughlin Steel Corporation to United States Steel Corporation, dated December 28, 1966, and recorded in Volume 281 at Page 128 of the Deed Records of Chambers County, Texas bears North 52 deg 45 min 14 sec East a distance of 8,102.20 feet. THENCE South 88 degrees 28 minutes 03 seconds West with the South line of this tract, the South line of said 117.434 acre tract of land and the North line of said 95.7206 acre tract of land a distance of 1,858.13 feet to a 3/4 inch iron rod set for the Southwest corner of this tract of and the Southwest corner of said 117.434 acre tract of land. ��5 - THENCE With the -West line of th_.s ,tract of land and th® i5ant lino of said 117.434 acre tract of lased the follc�ving courses and , distances: N O1' 21' 5011 E, ' 283.37 feet; ' N. 3Q°'08' 20" Er. N 116'061 20" Er 3.897324feet;. S 86° 511 4011 E, 5 130 5101 40t0 E, 1.94.97 feet; S 00° OB! 20n W, 277.73 feet; • S 340 361 4011 Er 155.58 feet; S 72° 211'.40" Er 116.68 f et; 94.47 feet; •N 360 08' •2111 E, 494;.73 fest; N 76° 531 ,2O" Er N 370 38; 201194.47 feet; . E, IT 17' 280.28 feet;; N 260 •421 4011 E, 428.70' feet; N 13° 341 20n E, 79.06 feet; N 220 141 2411 E, 91.63 feet; N 190 21' 40" W, 17.5.16 feet; N 250 211 40" W,• 213.92 feet; N 10° 211 3911 W, 130.58 feet; N 50° 271 50t1 W, 535.14 feet; S 680 141. 5711 Wr 15.49 feet; feet; $ 71°,161 04" W, . N 740 34.1 5811 W,• 373.97 feet; N 710 541 .23" 'W, : 126..18' feet;. N 73° 53' 4911 W, 132.85 feet; N 75° 471 4011 Wr 147.60 feet; S 620 451 00" W, 190.02 feet; 'S 020 501 00" W, 240.03' feet,' S140 36' 00"'.E, 300.04 feet; S 330 10' OOn E, 315.04 feet; S 030 00' 00" E, 240.03 feet; N 34° 271 00" W, 1010.12 feet; N 010 101'00" W, 440.05 f*8et; N 4.50 15'- 00" E, 450.05 feet; N 620 471 46" E, 156,67 -feet; g •5"7° 06' 18" E, 104.50 feet; .N 680 46' 06n Er 99.60 feet; N 620 471 46 ^, 15.77feet.-,Ma N 63' 33 49•11 . Er 77-�79S t N 30° At.' 48'11 Er •6'0'1.2.8 feet; THENCE North 09 deg 19 min S6 sec East with the West line of this tract of land and'the West line of said 117.434 acre tract of land a distance of 704.99 feet to the Northwest corner of said '117.434 distance acre'trof of land and the Southwest corner of said . 91.349 acre tract of land. THENCE with the West line of this tract'of land and the Watt lin® oil said 91.349 acre tract of land the following.courses and distances: •/N 210 12' 13" W, 173.63 feet; -t' 360 581 35" W, 124.42 feet; • N 540 08' 01" W, 131.36 feet; N 760 58' 00 " W,* 311.3.5 feet; N 33° 43" 00" W, 91.67 feet; N 190 47'•00" E, 208.36 feet; S 870 22' 00"'W, 152.80 feet; S 320 471•,,03" W, 130.58 feet; S 120 02' '06" W, 161.32 'feet; S •58° 43' :25" E, 52.79 'feet; S 120 42' 44" E, 41.68 feet; S 18° 01:' 50!' W, 111.12 feet; S 510 01•' 56" W, 69.45 feet; S 710 23' 10" W, 220.87 feet; THENCE North 66 deg 15 min 27 sec West with the West line of•this tract of land and' the West line of said 91.343 acre tract of land a distance of 123.61 feet to a 3/4 inch iron rod set for the. _ l Northwest corner of this tract of_land. THENCE North 36 deg ,47•min 49 sec East with the Noith line of this tract of -land a distance of 1968.20 to a 3/4 inch iron rod set for the Northeast corner -of this tract of land. This corner is in the West R.O.W. line of said F.M. Highway No.- f405 (300 Ft. R.O.W.) . 'min 3b sec East with ,the East line of this; THEN south 16 deg OL tract•of land,and•the Vest'R.O.W. line of said F.M. Highway No. 1405;' it 1784.67 feet.the Southeast corner of said 9..349 acre and the Northeast corner of said 117.434 acre, in'all a total distance of 1995.04 feet to a 3/4 inch iron rod set for the beginning of a curve, concave to the West. TiENer'in a southerly direction with the East line of this tract of land, the East line of said 117.434 acre tract of.land and the West R.O.W. line of said Highway No. 1405,, and said curve to the right having a central angle. of 21 deg o9 min 26 sec, a radius of 2804.49 feet, a length of 1035.71 feet and a chord.bearing and distance of South 05 deg 26 min 47 -sac West 1029.83 feet to a 3/4 inch iio;► rod set f -or a corner of this tract of land, and a corner of said' 1'3.7.434 acre tract o€ la.nd.. THENCE South o5 deg 00 min•29 sec West with the'East line of this tract of land and the East line of said 117.434 acre tract of land, and the West R.0 -W-- line.of"said Highway No. 1405 a distance of 1434.63 feet to a 3/4 inch iron rod set for the beginning of a curve to the left, concave Bast. - 1�, THENCE in a Southerly direction with the East line- of this tract of land and the East line of said 117.434 acre tract of•land, and urve td the West 3.o•W• ainealaigHighwaof 08NO- 1405min 34and ssec,aid ca radius the left having 09.34 fp_et.and a chord bearing and of 57.89.58 feat, a length of 8 distance of South of deg 00 min 13 sec West 808.68 feet to a 3�4 inch.iron'rod set for a corner of this tract of land and a corner of said 117.434 acre tract of land. the East line of T.iENCE South 03 deg 00^sin limeeofEsaid 1ast 17:434 acre tract of this tract of land and the .. land and the West •ig.o.W.'3.in& of said HighWcontaining5within said of 1089.93 feet to the PLACE OF BEGINNING, boundaries 145.7145 --acres of land. SURVEYED: 1996, 1997 SURVEYORS CERTIFICATE I, Robert,L. Hall, Jr., Reg. Professional Land 'Surveyor•,No. 1610, the foregoing field notes were prepared da hereby,ceYtify that d on the date - from survey made on the grounshown and that 'all lines,'boundaries and landmarks are•accurately described therein. WITNESS my hand and.seal at Bayt oWn, TeXaS. this the 26th., day ;,f, Septembers , 19 7 p • SVV "Y0� •b�bbbeebb GOO bb0000 REG.. PROFESSIONP.L S R PM yyT �ve. e•e No. 1610. a.. i.b USX -DEED -Bayou. fdn IALL I 1 313 f c' PIPE MILL 59.5108 ACRE TRzn= THE STATE OF TEXAS) COUNTY OF CHAMBERS) FIELD NOTES of a 59.5102 acre tract of land situated in the John IjaTf1e League, Abstract No. 15, Chambers County, Texas, and being-- out eing=out of and a part of the following tracts of land. 1. Uones and Laughlin Tract No. One being 'that same tract of land described as TRACT ONE in that deed from Jones and Laughlin Steel CoXporation to United .States• Steel Corporation dated December 2B,' 1966*,*iac6rded in Volume 281 at Page 126 of the Deed Records of Chambers County, Texas. • 2. Being a part of a farmer County Road known as 1Kc-Kinney and Cedar Bavou Road described in that Order discontinuing a portion of a road adopted by the Commissioner's Court of Chambers County, Texas, on April 10, 1967, Certified Copy of said Order being recorded in Volume 285 at Page 532 of the Deed Records of Chambers County, Texas. 3. Being a 219.502 acre tract and being a portion of USS Tract No. 5-A in the John Ijams Survey, Abstract No. 15, out of -TRACT ONE described in that deed from Truvy A_ James and wife Ella A. James to United States Steel Corporation, dated March 6, 1967, and recorded in Volume . 284 at Page 869 of the Deed Records of Chambers County, Texas. Said 219.502 acre tract being that porton of TRACT ONE. lying between the West boundary of the Andrew Beard Survey and the East right of way of F. M. Eighway No. 1405. 4. USS Tract 31- being 49.627 acres of land described in that dead from Ervin L. Laughlin, et ux, Chloe Delle Laughlin to UniteD States Steel corporation, dated February 27, 1967, recorded in Volume 263 at Pace 43 of the Deed Records of Chambers County, Texas. S. USS Tract 32 - being 49.948 acres of land described in that Deed from Emma Farr to United States Steel Corporation, dated February 23, 1967, recorded in Volume 283 at Page 5 of the Dead Records of Chambers County, .Texas. This 59.5108 acre tract of land is more particularly described by metes and bounds as follows, to -wit: NOTE: ALL BEARINGS A -RE LAMBERT GRID BEARINGS AND ALL COORDINATES.- REFER TO THE STATE PLANE COORDINATE SYSTEM, SOUTH CENTR-AL ZONE, A.5 DEFINED BY ARTICLE 5300A OF TEE R-7'VISEie-PCIVIL STATUTES OF THE STATE OF TEXAS, 1927 DATULi. ALL DIST_ANCE7q7 ARE ACTUAL DISTA,.NCES_ — r L%l i• EXHIBIT A `1 PAGE NO. 2 - PIPE MILL 59.5108 ACRE TRACT BEGINNING at a 1/2 inch iron rod set for the Southwest corner of this tract of land. This BEGINNING corner has a State Plane Coordinate Value of Y = 700,391.77 and X = 3,301,492.51. From this point the Northeast corner of the Jones and Laughlin Tract One — bears North 73 deg 16 min 25 sec East 2284.56 feet and the -Southwest corner of USS Tract 31 bears North 43 deg 06 min 21 sec West 774.67 feet. THENCE North. 00 deg 01 min 08 sec West with the West line of this tract, at 534.85 fast cross the South right of way of McKinney and Cedar Bayou Road as closed, at 594.94 feet cross the North right of way of McKinney and Cedar Bayou Road as closed, in all a total distance of 1744.44 feet to a 1/2 inch iron rod set for the most Western Northwest corner of this tract of land. THENCE North 66 deg 09 min 48 sec East with the West line of this tract a distance of 5.30 feet to a 1/2 inch iron rod sat for a corner of this tract of land. THE -NCE North 00 deg 13 min 15 sec East with the West line of this tract a distance of 71.93 feet to a 1/2'inch iron rod'set for the most Western Northwest corner of this tract and the point of curvature of a curve to the right. THENCE in a Northeasterly direction with the Northwest line of this tract of land and said curve having a central angle of 50 deg 57 min 23 sec, a radius of 90.-24 feet, an arc length of 80.26 feet and a chord of North. 25 deg 41 min 56 sec East 77.64 feet to a 1/2 inch -iron rod set for a corner of this tract and the point of tangency of this curve. TH-ENCE in a Northeast_rly direction with the Northwest lire of this tract the following courses: North 51 deg 10 min.38 sec East 48.18 feet; North 09 deg 10 min 55 sac West 5.79 feet; North 51 deg 37 min 21 sac East, at 684.80 feet cross the East line of USS Tract No. 31 and the West line of USS Tract No. 32, in all a total distance of 695.40 fest; South 60 deg 07 min 25 .sec East 5.07 feet;' North 52 deg 00 min 30 sec East at 10.30 feet cross tae North line of USS Tract No. 32 and the South line of USS Tract Pio. 5-A, in all a total distance of 71.16 feet to a 1/2 inch iron rod set for a corner of this tract and the po�nt of curvature -of •a curve .to the right in the Northwest line of tai's •tract. Cllr t' 1 PA[E NO. 3 - PIPE HILL 59.5108 ACRE TRACT Th-_-.-,4CE iz a Northeasterly direction with the Northwest Iine of thi s tract of land and said curve having a central angle of 37 deg 27 min 03 sec, a radius of 112.10 feet, an arc length of 73.27 feet and a chord of North 70 deg 44 min 02 sec East 71.95 feet to -a 1/2 inch iron rod set for the most Northern Northwest corner o= this— tract of land and the point of tangency of this curve. THENCE with the North line of this tract of land the following courses: - North 89 deg 27 min 33 sec East 45.54 feet; North. 28 deg 42 min 03 sec East 5.20 feet; North 89 deg 49 min 09 sac East 240.39 -feet; South 83 deg 15 min 51 sec East 54.63 feet to a 1/2 inch iron rod set for the most Northern Northeast corner of this tract and the point of�curvature of a curve to the right. THENCE in a Southeasterly direction with the Northeast line of this tract and said curve having a central angle of 47 deg 26 lain 33 sec, a radius of 45.52 feet, an arc length .of 37.69 feet and a chord of South 59 deg 32 min 34 sec East 36.62.feet to a 1/2 inch iron rod set for the a corner •of this tract and the point of tangency of this curve. . . . ("",THENCE South 35 deg 49 min 18 sec East with the Northeast line of this tract, at 17.72 feet cross the South line of USS Tract No. 5-A and the North line of USS Tract No. 32, in all a total distance of 75.86 feet to a 1/2 inch iron rod for a corner of this tract of land. THENCE South 59 deg 56 min 48 sec West with the Northeast line of this tract a distance of 2.00 feet to a 1/2 inch iron rod sat for a corner of this tract of land. THENCE South 30 deg 01 min 12 sec East with the Northeast line of this tract a distance of 292:00 feet to a 1/2 inch iron rod sat for a corner of this treat of land. THENCE South 25 deg 14 min 20 sec East with the Northeast line of this tract a distanca of 64.49 feet to a 1/2 inch iron rod sat for the most Eastern Northeast corner of .this tract of land. THENCE South 05 deg 24 min 40 sec East with the East line of this tract a distance of 95.07 feet to a 1/2 inch iron rod sat for a corner of this tract of land. - TEMME South 00 deg'ol min 00 sac East with the East'lina o -f this tract a distance of 806.71 feet to a 1/2 inch iron rod set for the most Northern Southeast corner of t�iis tract of land_ PAGE NO. 4 - PIP: MILL 59.5108 ACRE TRACT THENCE South 89 deg 23 min 56 sec West with the most Northern south line of this tract of land a distance of 400.61 feet •to a 1/2 inch iron rod set for an interior corner of this tract of land. THENCE South 00 deg 01 min 20 sec East with the East line of this — tract, at 456.90 feet cross the North right of way of McKinney and Cedar Bayou Road.as closed, at 516.99 feet cross the South right of way of McKinney and Cedar Bayou road as closed, in all a total distance of 926.55 feet to a •1/2 -inch iron rod set for a corner of this tract and the point of curvature of a curve to the right. Ti.ENCE in a Southerly direction with -the East line of•this tract and said curve having a central angle of 18 deg 53 min 22 sec, a radius of 559.33 feet, an arc length of 184.40 feet and a chord of South 14 deg 50 min 18 sec West 183.57 feet to a 1/2 inch iron rod sat for the most Southern southeast corner of this tract of land. THENCE South 89 deg 57 min 40 sac West with the South line of this tract a distance of 909.40 feet to, the. PLACE. OF BEGT-NNING, containing within said boundaries 59.5108 acres of land. SURVEYED: January -March, 1993. SURVEYOR I S CERTIFICATE 1, Robert L. Hall, Jr., Reg. Professional Land Surveyor No. 1610, do hereby cer`if—y that the foregoing field notes were prepared from. a survey made on the ground on the date shown and that all lines, boundaries and landmarks are accurately described therein. WITNESS my hand and seal at Baytown, Texas, d0eESSIOt4P.2, L-UiD SLT3VSYOR NO. 1610 P05 =1 •L. H;;LL.•JR.., 1=10 .............. 810. . i �'L c;ES5l0 O this the 24th., day of a - ..H-vNGE HOUSE 0.4419 ACRE � TRACT Tri- STP_TE OF TEK'4S) COUNT'S OF CE— MBERS ) FIELD NOTES of a 0.4419 of an acre tract of land situated in the John*Ijams League, Abstract No. 15, Chambers County, Texas, and.— being out of a part of the Jones and Laughlin Tract No. one being that same tract of land described as.TR.P_CT ONE in that deed from Jones and Laughlin Steel Corporation to United States Steal Corporation dated December 28, 1966, recorded in Volume 281 at Page 128 of the Deed Records of Chambers County, Texas. This 0.4419 of an acre tract of land is more particularly described by metes and bounds as follows; to -wit:- -NOTE: ALL BEARINGS ARE L•UME.RT GRID BEARINGS AND ALL COORDINATES REFER TO THEE STATE PLANE COORDINATE SYSTEM, SOUTH CENTRXL ZONE, AS DEFINED BY ARTICLE 5300A OF THE REVISED CIVIL STATUTES OF TF.E STATE OF TEXAS, 1927 DATUM. PLL DISTANCES ARE ACTUAL DISTANCES. BEGINNING at a 1/2 inch iron .rod set. for_ the. Southeast corner of this tract of land and from this corner the Northeast corner of the Jones and Laughlin Tract one bears North 58 deg 33 min 05 sec East 2389.33 feet and the Southwest corner of USS Tract No. 31 bears North 30 deg 27 min 21 sac West 1339.66 feet. This B_GINDT1iG ;_corner has a State Plane Coordinate Value of i [ = 699,802.74 and X ='3,301,642.03. THENCE South 89 deg Be min 32 sec West with the South line of this tract a distance of 158.53 feet to a 1/2 inch iron rod. set for the Southwest corner of this tract of land. THENCE North 00 deg 01 min 26 sec West with the West line of tiiis tract a distance of 121.35 feat to a 1/2 inch iron rod set for the Northwest corner of this tract of lznd.. THENCE North 89 deg Be min 32 sec East with the North Lina of this tract a distance of 158.63 feet to a 1/2 inch iron rod set for th_ Northeast corner of this tract of land. THENCE South 00 deg 01 min 28 sec East with the East line of this tract a distance of 121.35 feet to the PLACE OF BEGnTNIPiG, containing within said boundaries 0.�A*19 of an acre of land SURVEYED: January -march, r I ` PAGE NO. 2 CHANGE ROUSZ 0.4414 ACRE TRACT smk EY03's CERTIFICATE I, Robert L. Hall, Jr., Reg. Professional Land Surveyor No. 161o, do hereby certify that the foregoing field notes were prepared from a survey made on the ground on the date shown and that all lines,-- boundaries and landmarks are accurately described therein. WITNESS my hand and seal at Baytown,-Texas, this the 24th., day of March, A. D 1 ... . REG. PROFESSIONPS LPSTD SURVEYOR NO. 1610 OF��-A C3; EXHIBIT A RESERVOIR TRACT THE STATE OF TEXAS ) COUNTY OF CHAMBERS ) FIELD NOTES of a 76.434 acre tract of land situated in the John Steel Survey, Abstract No. 227, Chambers County, Texas; and being out of and a part of the following tracts of land. 1: 477.55 acres USX Tract 1 described in a deed from G. A. Laughlin and Marjorie Viz. Laughlin to United States Steel Corporation dated March 16, 1967 and recorded in Volume 283 at Page 726 of the Deed Records of Chambers County, Texas. 2. 92.289 acres USX Tract 16 described in a deed from David T. Searls, Trustee to United States Steel Corporation dated December 28, 1965 and recorded in Volume 270 at Page 574 of the Deed Records of Chambers County, Texas. 92.513 acres USX Tract 17 described in a deed from 0. Z. Smith and Eva Smith to United States Steel Corporation dated December 15, 1966, and recorded in Volume 281 at Page 18 of the Deed Records of Chambers County, Texas. This 76.434 acre tract of land is more particularly described by metes and bounds as follows, to -wit: NOTE: ALL BEARINGS ARE LAMBERT GRID BEARINGS AND ALL COORDINATES REFER TO THE STATE PLANE COORDINATE SYSTEM, SOUTH CENTRAL ZONE, 1927 DATUM, AS DEFINED IN ARTICLE 5300A OF THE REVISED CIVIL STATUTES OF THE STATE OF TEXAS. ALL DISTANCES ARE ACTUAL DISTANCES. SCALE FACTOR = 0.9998819. REFERENCE IS MADE TO PLAT OF EVEN DATE ACCOMPANYING THIS METES AND BOUNDS DESCRIPTION. BEGINNING at a 3/4 inch iron rod set for the Northeast comer of this tract of, land and the Southeast corner of a 5.11 acre tract of land conveyed to Coastal Industrial Water Authority by Everett W. Dupuy in a deed dated September 5, 1969, and recorded in Volume 309 at Page 163 of the Deed Records of Chambers County, Texas. This comer is in the North line of said John Steel Survey, and the South line of the T. W. Shepherd Survey, Abstract No. 229, Chambers County, Texas and in the North line of Item No. 1 above. This beginning comer has a Texas State Plane Coordinate Value of Y = 718180.75 and X = 3305789.18. THENCE South 00 deg 07 min 07 sec West with the East line of this tract of land a distance of 2866.24 feet to a 3/4 inch iron rod set for the most Northerly Southeast corner of this tract of land. THENCE South 90 deg 00 min 00 sec West with the most Northerly South line of this tract of land a distance of 177.35 feet to a 3/4 inch iron rod set for an interior corner of this tract of land. THENCE South 00 deg 00 min 00 sec East with the East line of this tract of land a distance of 779.95 feet to a 3/4 inch iron rod set for the Southeast comer of this tract of land. THENCE South 90 deg 00 min 00 see West with the South line of this tract of land a distance of 1794.03 feet to a 3/4 inch iron rod set for the Southwest comer of this tract of land. THENCE North 00 deg 08 min 31 sec West with the West line of this tract of land a distance of 1541.19 feet to a 3/4 inch iron rod set for the most Southerly Northwest comer of this tract of land. THENCE North 90 deg 00 min 00 sec East with the most Southerly North line of this tract of land a distance of 1775.39 feet to a 3/4 inch iron rod set for an interior comer of this tract of land. THENCE North 01 deg 41 min 26 sec West with the West line of this tract of land a distance of 100.06 feet to a 3/4 inch iron rod set for an angle point for a comer in the West line of this tract of land. THENCE North 00 deg 07 min 07 sec East with the West line of this tract of land a distance of 1961.49 feet to a 3/4 inch iron rod set for the Northwest comer of this tract of land, and the Southwest corner of said 5.11 acre tract of land. THENCE North 78 deg 00 min 00 sec East with the North line of this tract of land and the South line of said 5.11 acre tract of land a distance of 209.22 feet to the PLACE Or BEGINNING, containing within said boundaries 76.434 acres of land. SURVEYED: 1996, 1997 SURVEYOR'S CERTIFICATE I, Robert L. Hall, Jr., Reg. Professional Land Surveyor No. 1610, do hereby certify that the foregoing field notes were prepared from a survey made on the ground on the date shown and that all lines, boundaries and landmarks are accurately described therein. WITNESS my hand and seal at Baytown, Texas, this the 26" day of September, A.D., 1997. REG. PROFESSIONAL LAND SURVEYOR No. 1610 USX -EX MIT-Reservoir.fdn 'IV EXI-DBIT A UTILITY TRACT THE STATE OF TEXAS) COUNTY OF CHAMBERS) FIELD NOTES of a 46.253 acre tract of land situated in the John Ijams Survey, Abstract No. 15, Chambers County, Texas, and being out of and a part of a 1897.098 acre tract of land called J&L Tract 1 described in a deed from Jones & Laughlin Steel Corporation to United States Steel Corporation dated December 28, 1966, and recorded in Volume 281 at Page 128 of the Deed Records of Chambers County, Texas. This 46.253 acre tract of land is more particularly described by metes and bounds as follows, to wit: NOTE: ALL BEARINGS ARE LAMBERT GRID BEARINGS AND ALL COORDINATES REFER TO THE STATE PLANE COORDINATE SYSTEM, SOUTH CENTRAL ZONE, 1927 DATUM, AS DEFINED IN ARTICLE 5300A OF THE REVISED CIVIL STATUTES OF THE STATE OF TEXAS. ALL DISTANCES ARE ACTUAL DISTANCES. SCALE FACTOR = 0.9998819 REFERENCE IS MADE TO PLAT OF EVEN DATE ACCOMPANYING THIS METES AND BOUNDS DESCRIPTION. BEGINNING at a 3/4 inch iron rod set for the Northeast corner of this tract of land, from this corner the Northeast comer of said 1897.098 acre tract of land bears North 07 deg 20 min 58 sec East a distance of 543.03 feet. This corner has a State Plane Coordinate Value of Y = 700,510.68 and X = 3,303,610.70. THENCE South 00 deg 00 min 00 sec East with the East line of this tract of land a distance of 1725.68 feet to a 3/4 inch iron rod set for the most Northerly Southeast comer of this tract of land. THENCE North 88 deg 51 min 03 see West with the most Northern South line of this tract of land a distance of 29.07 feet to a 3/4 inch iron rod set for an interior comer of this tract of land. THENCE South 00 deg 00 min 00 sec East with the East line of this tract of land a distance of 892.75 feet to a 3/4 inch iron rod set for the Southeast corner of this tract of land. THENCE South 90 deg 00 min 00sec West with the South line of this tract of land a distance of 753.55 feet to a 3/4 inch iron rod set for the Southwest comer of this tract of land. THENCE North 00 deg 08 min 00 sec East with the West line of this tract of land a distance of 2617.64 feet to a 3/4 inch iron rod set for the Northwest comer of this tract of land. Page No. 2 - 46.253 Ac (Utility Tract) THENCE North 89 deg 59 min 03 sec East with the North line of this tract of land a distance of 776.52 feet tot the PLACE OF BEGINNING, containing within said boundaries 46.253 acres of land. SURVEYED: 1996 and 1997 SURVEYOR'S CERTIFICATE I, Robert L. Hall, Jr.; Reg. Professional Land Surveyor No. 1610, do hereby certify that the foregoing field notes were prepared from a survey made on the ground on the date shown and that all lines, boundaries and landmarks are accurately described therein. WITNESS my hand and seal at Baytown, Texas, this the 26'h day of September, A.D., 1997. REG.'PROFESSIONAL LAND SURVEYOR No. 1610 USX-EXHIBIT-Utilityfdn