Ordinance No. 13,091ORDINANCE NO. 13,091
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS,
AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE AND THE
CITY CLERK TO ATTEST TO A TAX ABATEMENT AGREEMENT FOR CERTAIN
TAXABLE PROPERTY LOCATED WITHIN THE SBE CHEMICAL PARTNERS I
REINVESTMENT ZONE WITH SBE CHEMICAL PARTNERS I LLC; AND PROVIDING
FOR THE EFFECTIVE DATE THEREOF.
********************************************************* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **
WHEREAS, the City Council of the City of Baytown has established through Resolution No. 2383
guidelines and criteria governing tax abatement agreements by the City of Baytown in a reinvestment zone; and
WHEREAS, the City Council of the City of Baytown through Resolution No. 2383 has elected to
participate in tax abatements; and
WHEREAS, Resolution No. 2383 provides for the availability of tax abatements for both new facilities
and structures and for the expansion or modernization of existing facilities and structures; and
WHEREAS, the City Council of the City of Baytown finds that the terms of the agreement and the
property subject to the tax abatement agreement with SBE Chemical Partners I LLC meet the applicable
guidelines and criteria adopted by the City of Baytown; and
WHEREAS, the City Council of the City of Baytown finds that entering into the proposed agreement
will not result in a substantial adverse affect on the provision of the City's services or tax base and that the
planned use of the property will not constitute a hazard to public safety, health or morals; NOW
THEREFORE
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and directs the
City Manager and City Clerk of the City of Baytown to execute and attest to a Tax Abatement Agreement for
certain taxable property within the SBE Chemical Partners I Reinvestment Zone with SBE Chemical Partners I
LLC. A copy of said agreement is attached hereto, marked Exhibit "A," and made a part hereof for all intents
and purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by the City
Council of the City of Baytown.
INTRODUCED, READ, and PASSED by the affirmative vote of the City Council of the City of
Baytown, this the 14'h day of January, 2016.
iT
ETICIA BRYSCH, City <IgA
APPROVED AS TO FORM:
iyL %��'l�/ `
NACIO RAMIREZ, SR., Attorney
TETMY SAIN, kyo r Pro Tern
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RAKarenTiles City CouncihOrdinances\2016Vanuary 14,TaxAbatementAgreementSBE.doc
Exhibit "A"
City Of Baytown
Tax Abatement Agreement for Certain Taxable Property
located in the
SBE Chemical Partners I Reinvestment Zone
THE STATE OF TEXAS
COUNTY OF HARRIS
This Tax Abatement Agreement ( "Agreement") is made and entered into by and between
City of Baytown, Texas ( "City "), and SBE Chemical Partners I LLC, a Delaware limited liability
company ( "Owner"), the owner of taxable property in Harris County, Texas, located in SBE
Chemical Partners I Reinvestment Zone ("Reinvestment Zone ").
I
Authorization
This Agreement is authorized by (i) the Texas Property Redevelopment and Tax
Abatement Act, (ii) Resolution No. 2383 of the City Council of the City of Baytown, Texas,
granting a variance to allow the abatement to commence post - construction, and (iii) Ordinance
No. of the City Council of the City of Baytown, Texas, providing for the designation of
the Reinvestment Zone.
II
Definitions
For the purpose of this Agreement, the definitions set forth in Resolution No. 2348 of the
City Council of the City of Baytown, Texas, which is attached hereto as Exhibit "A" and
incorporated herein for all intents and purposes (the "Guidelines "), shall govern unless it is
apparent from the context that the term as used herein has a different meaning or unless such
word is specifically defined in this article. All other words shall be given their common, ordinary
meanings, as the context may reasonably suggest.
a. Abatement means the full or partial exemption from ad valorem taxes of certain property
in the Reinvestment Zone designated for economic development purposes.
b. Abatement Period means the period of time commencing January 1, 2018, and ending
upon the sooner of (i) the fifth anniversary of the Effective Date of Abatement or (ii) the
termination of this Agreement pursuant to the provisions of Article VII hereof.
Tax Abatement Agreement, Page 1
C. Application: means the Owner's Application for Tax Abatement in Baytown, Texas,
which is attached hereto as Exhibit `B" and incorporated herein for all intents and
purposes.
d. Base Year Value means the appraised value of the property within the Reinvestment Zone
as certified by the Harris County Appraisal District as of January 1, 2016, plus the agreed
upon value of eligible property Improvements made after such January 1.
e. Construction Phase means a material and substantial improvement of the property which
represents a separate and distinct construction operation undertaken for the purpose of
erecting the Improvements. .
f. Effective Date ofAbatement means January 1, 2018.
g. Eligible Property means the buildings, structures, fixed machinery, equipment and
process units, site improvements, and that office space and related fixed improvements
necessary to the operation and administration of the New Facility as hereinafter defined.
h. Improvements means the buildings or portions thereof and other improvements, including
fixed machinery, equipment and process units, used for commercial or industrial
purposes that are erected by the Owner on the property after the execution of this
Agreement.
i. Ineligible Property means land, inventories, supplies, tools, furnishings and other forms
of movable personal property, vehicles, vessels, aircraft, housing, hotel accommodations,
deferred maintenance investments, improvements for the generation or transmission of
electrical energy not wholly consumed by a new facility or expansion, any
Improvements, including those to produce, store, or distribute natural gas, fluids, or gases
which are not integral to the operation of the facility, and property that has an economic
life of less than fifteen (15) years, and any property owned or used by the State of Texas
or its political subdivisions or any organization owned, operated, or directed by a political
subdivision of the State of Texas.
j. New Eligible Property means Eligible Property, the construction of which commences
subsequent to the date of execution of this Agreement. A list of the New Eligible
Property is set forth in the Application. During the Construction Phase of the New
Eligible Property, the Owner may make such change orders to the New Eligible Property
as are reasonably necessary to accomplish its intended use.
k. New Facility has the meaning given to that term in Article VI hereof.
1. Subject Property has the meaning given to that term in Article III hereof.
Tax Abatement Agreement. Page 2
III
Pro e
The Reinvestment Zone is an area within Harris County, Texas, more fully described in
Exhibit "C," which is attached hereto and made a part hereof for all intents and purposes. The
property subject to this Agreement (the "Subject Property") is comprised of a tract of land
totaling approximately eighty (80) acres of land, which is located within the Reinvestment Zone,
assigned Harris County Appraisal District Account Number 0401680000031, and more fully
described in the Application.
The values hereinafter established for tax year 2016, by the Harris County Appraisal
District, plus $0 , representing the agreed upon value of Improvements
made after January 1, 2016, shall be the Base Year Values for purposes of this Agreement.
IV
Value and Term of Agreement
Abatement on the Improvements shall be permitted only for the value of New Eligible
Property as defined in Article lI of this Agreement and as specifically listed in Exhibit `B." This
Abatement shall be granted effective January 1, 2018 (the "Effective Date of Abatement"). The
portion of New Eligible Property value to be abated shall be in accordance with the following
schedule:
year
2018
Abatenicift
Percentage
100%
2019
100%
2020
80%
2021
60%
2022
50%
The abated value shall be the value of New Eligible Property, as adjusted each year.
V
Taxab"
During the Abatement Period, taxes shall be payable as follows:
(1) The value of Ineligible Property shall be fully taxable;
(2) The Base Year Value of Eligible Property existing prior to the execution of this
Agreement, as the same may be adjusted each year, shall be fully taxable; and
Tax Abatement Agreement, Page 3
(3) The additional value of New Eligible Property shall be taxable in the manner as
described in Section 2(g) of the Guidelines and in accordance with Article IV of
this Agreement. The estimated value of the New Eligible Property to be abated
pursuant to the Agreement is between $130,000,000 and $175,000,000.
The City shall enter into only one tax abatement agreement for the New Facility
described in this Agreement during the existence of the Reinvestment Zone as designated by
Ordinance No.
VI
Contemplated Improvements
As set forth in the Application, the Owner represents that it will construct a
manufacturing facility that it reasonably expects will cost approximately $130,000,000 to
$175,000,000, which shall be used for commercial or industrial purposes ( "New Facility").
It is contemplated that this construction project will result in the creation of
approximately 30 jobs and approximately 175 construction jobs during the Construction Phase of
the New Facility. The project is not expected solely to transfer, or primarily have the effect of
transferring, employment from one part of the City of Baytown to another.
The New Facility as well as any other Improvements within the Subject Property shall be
completed in accordance with all applicable laws, ordinances, rules or regulations, including the
City's zoning ordinance. The New Facility is expected to initiate or further the active conduct of
a trade or business within the Reinvestment Zone.
The Owner further agrees that construction of the Improvements will begin on or before
July 1, 2017, with completion on or before July 1, 2020.
VII
Event of Default
During the Abatement Period covered by this Agreement, the City may declare a default
hereunder by the Owner if the Owner (i) fails to commence construction of the New Facility
described in Part VI above and the Application on or before January 1, 2017, (ii) fails to
complete construction on or before July 1, 2020, (iii) fails to construct the New Facility
described in Part VI above, (iv) refuses or neglects to comply with any of the terms of this
Agreement, or (v) makes any representation pursuant to this Agreement which is false or
misleading in any mdterial respect.
Should the City determine the Owner to be in default of this Agreement or in any respect,
except for the failure to timely commence construction or pay taxes when due, the City shall
notify the Owner in writing prior to the end of the Abatement Period, and if such default is not
Tax Abatement Agreement. Page 4
cured within sixty (60) days from the date of such notice ("Cure Period "), then this Agreement
may be terminated; provided, however, that in the case of a default that, for causes beyond
Owner's reasonable control, cannot with due diligence be cured within the Cure Period, the Cure
Period may be extended, at the sole discretion of the City, if the Owner (i) promptly, upon the
receipt of such notice, advises the City of Owner's intention to institute all steps necessary to
cure such default and (ii) institutes and thereafter prosecutes to completion with reasonable
dispatch all steps necessary to cure such default. If this Agreement is terminated, all taxes
previously abated by virtue of this Agreement will be recaptured and paid within 30 days of the
termination.
If the default is caused by the Owner's failure to commence the project described in
Exhibit `B" within the above - referenced time frame, this Agreement will terminate automatically
with no further notice to the Owner or opportunity to cure the default being necessary. If this
Agreement is automatically terminated, all taxes previously abated by virtue of this Agreement,
if any, will be recaptured and paid within 30 days of the automatic termination.
In the event that Owner allows its ad valorem taxes owed the City to become delinquent
and fails timely and properly to follow the legal procedures for their protest and/or contest, this
Agreement will terminate automatically with no further notice to the Owner or opportunity to
cure the default being necessary. If this Agreement is terminated, all taxes previously abated by
virtue of this Agreement will be recaptured and paid within 30 days of the termination.
In the event the New Facility is completed and begins operations as a manufacturing
facility, but subsequently discontinues such operations for any reason excepting fire, explosion
or other casualty, accident or actual disaster, for a period of one -year during the Abatement
Period, then this Agreement shall be terminated. In the event of termination pursuant to the
provisions of this paragraph, the Abatement of taxes and payments for the calendar year during
which the New Facility discontinues operations shall terminate, but there shall be no recapture of
prior years' taxes and payments abated by virtue of this Agreement. The taxes and payments
otherwise abated for the calendar year during which the New Facility no longer produces shall be
paid to the City prior to the delinquency date for such year.
Any and all recaptured taxes not paid within the 30 -day periods prescribed hereinabove
shall accrue interest and penalties as set forth in the applicable provisions of the Texas Tax Code
as if the same were never subject to Abatement.
VIII
Administration
This Agreement shall be administered on behalf of the City by the City Manager or his
designee pursuant to the direction of the City Council. The Owner shall allow employees and/or
representatives of the City who have been designated by the City Manager to have access to the
New Facility during the term of this Agreement to inspect the New Facility to determine
compliance with the terms and conditions of this Agreement. All inspections required herein
will be made only after giving of twenty-four (24) hours' prior notice and will only be conducted
Tax Abatement Agreement. Page 5
in such manner as will not unreasonably interfere with the construction and/or operation of the
New Facility. All inspections required herein will be made with one or more representatives of
the Owner and in accordance with the Owner's safety standards.
Upon completion of the contemplated construction, the City Manager or his designee
shall annually evaluate the New Facility to ensure compliance with the terms and provisions of
this Agreement and shall report possible defaults to the City Council and the City Attorney.
The Chief Appraiser of the Harris County Appraisal District shall annually determine (i)
the taxable value after giving effect to the terms of this Agreement of the real and personal
property located on the Subject Property and (ii) the full taxable value without Abatement of the
real and personal property located on the Subject Property. The Chief Appraiser shall record
both the abated taxable value and the full taxable value in the appraisal records. The full taxable
value figure listed in the appraisal records shall be used to compute the amount of abated taxes
that are required to be recaptured and paid in the event this Agreement is terminated in a manner
that results in recapture. Each year the Owner shall furnish the Chief Appraiser with such
information outlined in Chapter 22 of the Texas Tax Code, as may be necessary for the
administration of the Abatement specified herein.
If the City terminates this Agreement, it shall, when required, provide Owner written
notice of such termination. If Owner believes that such termination was improper, Owner may
file suit in the Harris County District Courts appealing such termination within sixty (60) days
after receipt from the City of written notice of the termination. If an appeal suit is filed, Owner
shall remit to the City, within sixty (60) days after receipt of the notice of termination, any
additional and/or recaptured taxes as may be payable during the pendency of the litigation
pursuant to the payment provisions of Section 42.08 of the Texas. Tax Code. If the final
determination of the appeal increases Owner's tax liability above the amount of tax paid, Owner
shall remit the additional tax to the City pursuant to Section 42.42 of the Texas Tax Code. If the
final determination of the appeal decreases Owner's tax liability, the City shall refund to Owner,
as appropriate, the difference between the amount of tax paid and the amount of tax for which
Owner is liable pursuant to Section 42.43 of the Tax Code.
IX
Assignment
The Owner may assign its rights and obligations under this Agreement to a new owner of
the New Facility with the written consent of the City Council, which consent shall not be
unreasonably withheld. Any assignment shall provide that the assignee shall irrevocably and
unconditionally assume all the duties and obligations of the assignor upon the same terms and
conditions as set out in this Agreement. Any assignment of this Agreement shall be to an entity
that contemplates the same Improvements to the property, except to the extent such
Improvements have been completed. No assignment shall be approved if the assignor or the
assignee is indebted to the City for delinquent ad valorem taxes or other obligations.
Tax Abatement Aereemcnt. Page 6
X
Notice
Any notice required to be given under the provisions of this Agreement shall be in
writing and shall be duly served when (i) it is personally delivered or (ii) it is deposited, enclosed
in a wrapper with the proper postage prepaid thereon, and duly registered or certified, return
receipt requested, in a United States post office, addressed to the City or the Owner, as
appropriate, at the following addresses. If mailed, any notice or communication shall be deemed
to be received three days after the date of deposit in the United States mail. Unless otherwise
provided in this Agreement, all notices shall be delivered to the following addresses:
Owner: SBE Chemical Partners I LLC
24044 Cinco Village Center Blvd, Suite 100
Katy, TX 77494
Attention: Mike Barreca
City: City of Baytown
P. O. Box 424
Baytown, Texas 77522 -0424
Attention: City Manager
Either party may designate a different address by giving the other party ten (10) days'
written notice.
XI
Non - Waiver
Failure of the City to insist on the strict performance of any of the agreements herein or
to exercise any rights or remedies accruing thereunder upon default or failure of performance
shall not be considered a waiver of the right to insist on, and to enforce by an appropriate
remedy, strict compliance with any other obligation hereunder to exercise any right or remedy
occurring as a result of any future default or failure of performance.
XII
Venue
This Agreement shall in all respects be interpreted and construed in accordance with and
governed by the laws of the State of Texas, regardless of the place of its execution or
performance. The place of making and the place of performance for all purposes shall be
Baytown, Harris County, Texas.
Tax Abatement Agreement, Page 7
x111
Sevcm,bility
All parties agree that should any provisinn of this Agreement be determined to be invalid
or unenforecable, such determination shall not affect any otter term of this Agreement, which
Shall continue in lull fbree and ofNet-
x1V
Date of Agreernent Condititrn to Effactivcncs5
The City executes this Agreement by and through the City Manager, acting pursuant to
Ordinance No. _ of the City of Raytown, and this Agreement shall become effective on the
elate Otis Agreement is signed by the City Manager.
This Agreement has been executed by the parties in multiple originals, each having full
force and effect_
ATTFST:
LETICIA DRYSCH, City Clerk
ATTEST:
"isiature
Printed Name
er6LI MRncz3C.r
TWO
CITY OF BAYTOWN
RICHARD L. DAVIS, City Manager
513E CHEILIICAL PARTNERS 1 LLC
r
Signature
Printed Name
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Title
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Exhibit "A"
RESOLUTION NO. 2348
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, ELECTING TO BECOME ELIGIBLE TO PARTICIPATE IN TAX
ABATEMENT PURSUANT TO THE PROPERTY REDEVELOPMENT AND
TAX ABATEMENT ACT; ADOPTING GUIDELINES AND CRITERIA FOR
GRANTING TAX ABATEMENTS IN A REINVESTMENT ZONE CREATED
IN HARRIS COUNTY OR CHAMBERS COUNTY; ADOPTING SUCH
GUIDELINES AND CRITERIA; AND PROVIDING FOR THE EFFECTIVE
DATE THEREOF.
WHEREAS, the creation and retention of job opportunities that bring new wealth is the
highest civic priority; and
WHEREAS, new jobs and investment will benefit the area economy, provide needed
opportunities, strengthen the real estate market and generate tax revenue to support local
services; and
WHEREAS, the City of Baytown must compete with other localities across the nation
currently offering tax inducements to attract jobs and investments; and
WHEREAS, any tax incentives offered in the City of Baytown would reduce needed tax
revenue unless strictly limited in application to those new and existing industries that bring new
wealth to the community; and
WHEREAS, any tax incentives should not have a substantial adverse effect on the
competitive position of existing companies operating in the City of Baytown; and
WHEREAS, tax incentives should not be used to attract those industries that have
demonstrated a lack of commitment to protecting our environment, but should be used to
encourage projects designed to protect our environment; and
WHEREAS, the abatement of property taxes, when offered to attract primary jobs in
industries which bring in money from outside a community instead of merely recirculating
dollars within a community, has been shown to be an effective method of enhancing and
diversifying an area's economy; and
WHEREAS, Texas law requires any eligible taxing jurisdiction to establish Guidelines
and Criteria as to eligibility for tax abatement agreements prior to granting any tax abatement,
said Guidelines and Criteria to be unchanged for a two -year period unless amended by a three -
quarters vote; and
WHEREAS, to assure a common, coordinated effort to promote our corrununities'
economic development, any such guidelines and criteria should be adopted only through the
cooperation of affected school districts, counties, and the City of Baytown; and
WHEREAS, the attached guidelines, adopted by the City Council in December 1989, and
amended in July 1990, July 1992, September 1995, September 1997, September 1999,
February 12, 2004, February 9, 2006, January 8, 2009, March 10, 2011, March 14, 2013, have
been reviewed by the City Council and it has determined that progress towards the goals therein
stated has been made; NOW THEREFORE
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: That the findings of the City Council of the City of Baytown contained in
the recitals of this resolution are hereby approved and adopted.
Section 2: That the City Council of the City of Baytown elects to become eligible to
participate in tax abatement pursuant to the Property Redevelopment and Tax Abatement Act.
Section 3: That the City of Baytown hereby adopts the Guidelines and Criteria for
granting tax abatements in a reinvestment zone, which are attached hereto as Exhibit "A" and
incorporated herein for all intents and purposes.
Section 4: This resolution 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 12th day of March, 2015.
ATTEST:
BRYSCH, City Clerk
APPROVED AS TO FORM:
N�10RAMIRKZ:,-�§R`.—, i Attorney
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of the City Council of the
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of the City Council of the
Exhibit "A"
TAX ABATEMENT GUIDELINES SUMMARY
OBJECTIVES
Primary job creation -- target industries.
Encourage LEEDS development.
Amount abatement -- minimum to be competitive.
Fair to taxing jurisdictions -- It is a local option.
Fair to existing business -- modernization, expansion.
Regional cooperation -- similar abatements.
Flexibility -- toughly enforced variance procedure.
TERMS
Year 1 100%
Year 2 100%
Year 3 80%
Year 4 60%
Year 5 50%
Year 6 0%
FACILITIES
Manufacturing.
THAT QUALIFY
Service & distribution.
LEED® certified office building.
Regional entertainment.
Research and development.
Other basic industry.
Class "A" office.
AUTHORIZED
New facilities.
INVESTMENTS
Expansion.
Modernization.
ABATED
Buildings and structure.
Fixed machinery and equipment.
Site improvements.
Office space to administer plant.
NOT ABATED
Land.
Existing improvements.
Construction -in- progress.
Personal properly.
Hotels.
Housing.
Pipelines.
Gas and fluid storage.
Electrical generating facilities.
Deferred maintenance.
Property with useful life less than fifteen (15) years.
ECONOMIC Minimum one million dollar ($1,000,000) investment.
CRITERIA Retain or create at least five (5) jobs.
No serious adverse affect on jurisdictions.
Tax Abatement Guidelines Summary, Page Solo
GUIDELINES AND CRITERIA
FOR REINVESTMENT ZONES
SECTION 1
DEFINITIONS
(a) "Abatement" means the full or partial exemption from ad valorem taxes of certain real
property in a reinvestment zone designated for economic development purposes.
(b) "Class A office" is characterized as buildings that have excellent location and access, attract
high quality tenants, and are managed professionally. Building materials are high quality and
rents are competitive with other new buildings. Examples are the office buildings that are
found in the heart of the business or financial district with lots of brass and glass fixtures and
huge, expensive lobbies and they are usually steel -framed and tall. They are often occupied
by banks, law firms, investment banking companies, and other high - profile companies.
(c) "Eligible Jurisdiction" means any county, municipality, school district or college district that
levies ad valorem taxes upon and provides services to property located within the proposed
or existing reinvestment zone.
(d) "Agreement' means a contractual agreement between a property owner and /or lessee and an
eligible jurisdiction for the purposes of tax abatement.
(e) "Base Year Value" means the assessed value of eligible property January 1 preceding the
execution of the Agreement plus the agreed upon value of eligible property improvements
made after January I" but before the execution of the Agreement, or the sales price, if the
property was conveyed subsequent to January I", plus the agreed upon value of eligible
property improvements made after January I", whichever is greater.
(f) "Deferred Maintenance" means improvement necessary for continued operations which do
not improve productivity or alter the process technology.
(g) "Economic Life" means the number of years a property improvement is expected to be in
service in a facility.
(h) "Expansion" means the addition of buildings, structures, fixed machinery or equipment for
purposes of increasing production capacity.
(i) "Facility" means property improvements completed or in the process of construction which
together comprise an integral whole.
Guidelines and Criteria for Reinvestment Zones, Page 1
(j) "Manufacturing Facility" means buildings and structures, including fixed machinery and
equipment, the primary purpose of which is or will be the manufacture of tangible goods or
materials or the processing of such goods or materials by physical or chemical change.
(k) "Modemization" means the replacement and upgrading of existing facilities which increases
the productive input or output, updates the technology or substantially lowers the unit cost of
the operation. Modernization may result from the construction, alteration or installation of
buildings, structures, fixed machinery or equipment. It shall not be for the purpose of
reconditioning, refurbishing or repairing.
(1) "New Facility" means a property previously undeveloped which is placed into service by
means other than or in conjunction with expansion or modernization.
(m) "Other Basic Industry" means buildings and structures, including fixed machinery and
equipment not elsewhere described, used or to be used for the production of products or
services which primarily serve as a market outside the Houston Consolidated Metropolitan
Statistical Area and result in the creation of new permanent jobs and bring new wealth in.
(n) "Distribution Center Facility" means buildings and structures, including fixed machinery and
equipment, used or to be used primarily to receive, store, services or distribute goods or
materials owned by the facility operator.
(o) "Regional Entertainment Facility" means buildings and structures, including fixed machinery
and equipment, used or to be used to provide entertainment through the admission of the
general public.
(p) "Service Facility" means buildings and structure, including fixed machinery and equipment,
used or to be used to service goods.
(q) "Research Facility" means buildings and structures, including fixed machinery and
equipment, used or to be used primarily for research or experimentation to improve or
develop new tangible goods or materials or to improve or develop the production processes
thereto.
(r) "LEEDS" means Leadership in Energy and Environmental Design (LEEDS), which
encourages the use of certifiable systems, materials and practices designed to reduce energy
consumption and utilize recycled material.
SECTION 2
ABATEMENT AUTHORIZED
(a) Authorized Facility. A facility may be eligible for abatement if it is a Manufacturing
Facility, Research Facility, Distribution Center Facility, Class A office, Service Facility,
Guidelines and Criteria for Reinvestment Zones, Page 2
Regional Entertainment Facility, Research and Development Facility, or LEEDO certified
office building.
(b) Creation of New Value. Abatement may only be granted for
the additional value of eligible property improvements made subsequent to and listed
in an abatement agreement between the City of Baytown and the property owner and
lessee (if required), or
2. the marginal costs to secure LEEDS® certification for the building,
subject to such limitations as City Council and the property tax code may require.
(c) New and Existing Facilities. Abatement may be granted for new facilities and
improvements to existing facilities for purposes of modernization or expansion.
(d) Eligible Property. Abatement maybe extended to the value ofbuildings, structures, fixed
machinery and equipment, site improvements plus that office space and related fixed
improvements necessary to the operation and administration of the facility or LEEDS
certified building. The value of all property shall be the appraised value for each year, as
finally determined by the applicable appraisal district.
(e) Ineligible Property. The following types of property shall be fully taxable and ineligible for
abatement: land; inventories; supplies; tools; furnishings; and other forms of movable
personal property; vehicles; vessels; aircraft; housing; hotel accommodations; deferred
maintenance investments; property to be rented or leased except as provided in Section 2 (f);
improvements for the generation or transmission of electrical energy not wholly consumed by
a new facility or expansion; any improvements, including those to produce, store or distribute
natural gas, fluids or gases, which are not integral to the operation of the facility; property
which has an economic life of less than fifteen (15) years; and property owned or used by the
State of Texas or its political subdivision or by any organization owned, operated or directed
by a political subdivision of the State of Texas, or any property exempted by local, state or
federal law. When such exempted property includes manufacturing machinery and equipment
listed in the Investment Schedule (as required in Section 3(b)), then the value of such
property may not be included toward the achievement of the investment or valuation
thresholds set out in the abatement agreement.
(f) Owned/Leased Facilities. If a leased facility is granted abatement, the agreement shall be
executed with the lessor and the lessee.
(g) Value and Tenn of Abatement. Abatement shall be granted effective with the January 1
valuation date immediately following the date of execution of the agreement. One hundred
percent (100 %) of the value of new eligible properties shall be abated for the first two (2)
years, followed by eighty percent (80 %) abatement for the third year, sixty percent (60 %)
Guidelines and Criteria for ReinvestmentZones, Page 3
abatement for the fourth year and fifty percent (50 %) for the fifth year. In no case shall the
period of abatement exceed five (5) years.
If a modernization project includes facility replacement, the abated value shall be the value of
the new unit(s) less the value of the old unit(s).
(h) Economic Qualification. In order to be eligible for designation as a reinvestment zone and
receive tax abatement, the planned improvement:
(1) must be reasonably expected to increase the appraised value of the property in the
amount of one million dollars ($1,000,000) after the period of abatement has expired;
(2) must be expected to directly create or prevent the loss of permanent full -time
employment, retain or create employment for at least five (5) people reasonably
required in order to operate the facility in an efficient manner, provided that this
employment qualification shall be satisfied on January 1 of the fourth year of the
abatement agreement and continue through the term of the abatement;
(3) must not be expected to solely or primarily have the effect of transferring
employment from one part of the City of Baytown to another. Competitive siting
analysis may satisfy this requirement; and
(4) must be necessary because capacity cannot be provided efficiently utilizing existing
improved property when reasonable allowance is made for necessary improvements.
(i) Taxability. From the execution of the abatement to the end of the agreement period, taxes
shall be payable as follows:
(1) The value of ineligible property as provided in Section 2(e) shall be fully taxable.
(2) The base year value of existing eligible property as determined each year shall be
fully taxable.
(3) The additional value of new eligible property shall be taxable in the manner
described in Section 2(g).
SECTION 3
APPLICATION
(a) Any present or potential owner of taxable property in the City of Baytown may request the
creation of a reinvestment zone or tax abatement by filing a written request with the City of
Baytown.
Guidelines and Criteria for Reinvestment Zones. Page 4
(b) The application shall consist of a completed application form accompanied by a general
description of the new improvements to be undertaken; a descriptive list of the improvements
for which an abatement is requested, a list of the kind, number and location of all proposed
improvements of the property, including the economic life of each and its eligibility for a
TCEQ exemption (if known); a map and legal description of the property; and a time
schedule for undertaking and completing the proposed improvements. The applicant shall
also include information pertaining to the reasons the abatement is necessary in order to have
the project undertaken in the City of Baytown. The applicant shall also include a
certification of the current number of permanent full -time, part-time and contract employees
of the applicant, by category, employed in the City of Baytown at the time of the application.
In the event the project is to be located in a leased facility, the applicant shall provide with
the application the name and address of the lessor and a copy of the lease, if executed, or
option contract. In the case of modernization, a statement of assessed value of the facility,
separately stated for real and personal property, shall be given for the tax year immediately
proceeding the application. The application form may require such financial and other
information as the City Council deems appropriate for evaluating the financial capacity and
other factors of the applicant.
(c) Upon receipt of a completed application, the City Manager of the City of Baytown or his
designee shall notify in writing the presiding officer of the governing body of each eligible
jurisdiction.
(d) After receipt of an application for creation of a reinvestment zone and application for tax
abatement, the City Council through its designated officer or employee shall determine
whether the application qualifies for an abatement under the terms of these guidelines and
criteria. Such determination may be delegated to an employee or City department. If it is
determined that an application qualifies for abatement, it shall be recommended to the City
Council that the applicant be notified in writing that subject to a public hearing, if applicable,
and approval of a contract by the City Council, the project qualifies for abatement.
(e) The City Council shall not establish a reinvestment zone or enter into an abatement
agreement if it finds that the request of the abatement was filed after the commencement of
earthwork, site preparation, construction, alteration, or installation of improvements related
to a proposed modernization, expansion or new facility.
(f) Variance. Requests for variance from the provisions of Subsections (a), (e) and (g) of
Section 2 may be made in written form to the City Manager, provided, however, the total
duration of an abatement shall in no instance exceed five (5) years. Such request shall
include a complete description of the circumstances explaining why the applicant should be
granted a variance. Approval of a request for variance requires a three - fourths ('/) vote of
the City Council.
Guidelines and Critetia for Reinvestment Zones, Page 5
SECTION 4
PUBLIC HEARING AND APPROVAL
(a) The City Council may not adopt an ordinance designating a reinvestment zone until it has
held a public hearing at which interested persons are entitled to speak and present evidence
for or against the designation. Not later than the seventh (7th) day before the date of the
hearing notice of the hearing must be published in a newspaper having general circulation in
the municipality; and delivered in writing to the presiding officer of the governing body of
each taxing unit that includes in its boundaries real property that is to be included in the
proposed reinvestment zone.
(b) Prior to entering into a tax abatement agreement, the City Council may, at its own option,
hold a public hearing at which interested persons shall be entitled to speak and present
written materials for or against the approval of the tax abatement agreement.
(c) In order to enter into a tax abatement agreement, the City Council must find that the terms of
the proposed agreement meet these Guidelines and Criteria and that:
(1) there will be no substantial adverse affect on the provision of the jurisdiction's
service or tax base; and
(2) the planned use of the property will not constitute a hazard to public safety, health or
morals.
(d) Any applicant requesting a variance under Section 3(f) shall be approved by a vote of at least
three- fourths (34) of the City Council. No application which deviates from the requirements
of these Guidelines and Criteria shall be approved unless accompanied by a request for
variance as provided under Section 3(f).
SEC'T'ION S
AGREEMENT
After approval the City Council shall formally pass an ordinance and execute an agreement
with the owner of the facility and lessee as required which shall include:
(1) the estimated value to be abated and the base year value;
(2) the percent of value to be abated each year as provided in Section 2(g).
(3) the commencement date and the termination date of abatement;
Guidelines and Criteria for Reinvestment Zones, Page 6
(4) the proposed use of the facility, nature of construction, time schedule, map property
description and improvement list as provided in Application Section 3(b).
(5) the contractual obligations in the event of default, violation of terms or conditions,
delinquent taxes, recapture, administration and assignment as provided in Section
2(a), 2(t), 2(g), 6, 7 and 8, or other provisions that may be required for uniformity or
compliance with state law, and;
(6) the amount of investment, increase in assessed value and the average number of jobs
involved as provided in Section 2(h)(2); and
(7) a requirement that the applicant annually submit to the appraisal district and the City,
a January employee count for the abated facility which corresponds to employment
counts reported in the facility's Employer's Quarterly Report to the Texas Workforce
Commission, and a separate notarized letter certifying the number of jobs created or
retained as a direct result of the abated improvements and the number of employees
in other facilities located within the City of Baytown. Submission shall be used to
determine abatement eligibility for that year and shall be subject to audit if requested
by the governing body. Failure to submit may result in the ineligibility to receive an
abatement for that year and the termination of the tax abatement agreement and
subject any abated taxes to recapture pursuant to Section 6 hereof.
Such agreement normally shall be executed within sixty (60) days after the application and all
necessary information and documentation has been forwarded to the City Council, .
SECTION 6
RECAPTURE
(a) In the event that the facility is completed and begins producing product or service, but
subsequently discontinues producing product or service for any reason excepting fire,
explosion or other casualty or accident or natural disaster of a period of one year during the
abatement period, the agreement shall terminate and so shall the abatement of the taxes for
the calendar year during which the facility no longer produces. The taxes otherwise abated
for that calendar year shall be paid to the City of Baytown within sixty (60) days from the
date of termination. The company or individual shall notify the City in writing at the address
stated in the agreement within ten (10) days from any discontinuation, stating the reason for
the discontinuation and the projected length of the discontinuation. If the City determines
that this subsection has not been complied with, the agreement may be terminated
immediately and all taxes previously abated by virtue of the agreement may be recaptured
and paid within sixty (60) days of the termination.
(b) If the company or individual is in default according to the terms and conditions of its
agreement, the company or individual shall notify the City in writing at the address stated in
Guidelines and Criteria for Reinvestment Zones, Page 7
the agreement within ten (10) days from the default and cure such default within sixty (60)
days from the date of such default ( "Cure Period "). If the City determines that this
subsection has not been complied with, the agreement may be terminated immediately and all
taxes previously abated by virtue of the agreement may be recaptured, together with interest
at 6% per annum calculated from the effective date of the agreement and paid within sixty
(60) days of the termination. If the City does not receive full payment within said sixty (60)
days, a penalty may be added, equal to 15% of the total amount abated.
(c) I If the company or individual (1) allows its ad valorem taxes owed the City of Baytown to
become delinquent and fails to timely and properly follow the legal procedures for their
protest and/or contest; or (2) violates any of the terms and conditions of the abatement
agreement and fails to cure during the Cure Period, the agreement then may be terminated,
and all taxes previously abated by virtue of the agreement will be recaptured and paid within
sixty (60) days of the termination, and penalties and interest may be assessed as set out in
Section 6(b).
SECTION 7
ADMINISTRATION
(a) The Chief Appraiser of the applicable appraisal district shall annually determine an
assessment of the real and personal property comprising the reinvestment zone, Each year,
the company or individual receiving the abatement shall furnish the assessor with such
information as may be necessary for the abatement. Once value has been established, the
Chief Appraiser shall notify the affected jurisdictions which levy taxes on the amount of the
assessment.
(b) The agreement shall stipulate that employees and/or designated representatives ofthe City of
Baytown will have access to the reinvestment zone during the term of the abatement to
inspect the facility to determine if the terns and conditions of the agreement are being met.
All inspections will be made only after the giving of twenty-four (24) hours' prior notice and
will only be conducted in such manner as to not unreasonably interfere with the construction
and/or operation of the facility. All inspections will be made with one or more
representatives of the company or individual and in accordance with the facility's safety
standard.
(c) The City annually shall evaluate each facility receiving abatement to ensure compliance with
the agreement and report possible violations of the contract and agreement to the City
Council.
Guidelines and Criteria for Reinvestment Zones, Page 8
SECTION S
ASSIGNMIENT
Tax abatement agreements may be assigned to a new owner or lessee of facility with the
written consent of the City Council which consent shall not be unreasonably withheld. Any
assignment shall provide that the assignee shall irrevocably and unconditionally assume all the duties
and obligations of the assignor upon the same terms and conditions as set out in the agreement. Any
assignment of a tax abatement agreement shall be to an entity that contemplated the same
improvements or repairs to the property, except to the extent such improvements or repairs have been
completed. No assignment shall be approved if the assignor or the assignee is indebted to the City of
Baytown for ad valorem taxes or other obligations.
SECTION 9
SUNSET PROVISION
These Guidelines and Criteria are effective March 14, 2015, and will remain in force until
March 13, 2017, at which time all reinvestment zones and tax abatement contracts created pursuant
to these provisions will be reviewed by the City to determine whether the goals have been achieved.
Based on that review, the Guidelines and Criteria will be modified, renewed or eliminated.
KAK&ren\FileslCommunity Developmenffax Abaiement Guidelines\ Guidelines4TaxAbo temrntNReinvestmentZene201 S.doc
Gui glines and criteria for Reinvestment 'Zones, Page 9
RAV €N
1"Wr:
July 17, 2015
The Honorable Stephen DonCarlos
Mayor of Baytown
2401 Market Street
Baytown, TX 77522
Exhibit "B"
Stone Bridge Energy Partners
24044 Cinco Village Center Blvd., Suite 100
Katy, TX 77494
RE: Application for Tax Abatement on behalf of Evonik Corporation and Stone Bridge Energy Partners
LLC as joint venture owners of SBE Chemical Partners I LLC, the Project Company ( "Raven ")
Dear Mayor DonCarlos:
SBE Chemical Partners I LLC is pleased to submit this formal request to the City of Baytown for
consideration of available tax abatements for our project at 9300 Needlepoint Road in Baytown.
Consistent with this request we have prepared and completed the attached Application for Tax
Abatement in Baytown, Texas as per the City of Baytown Tax Abatement Guidelines Summary.
Stone Bridge Energy Partners, as the lead developer for the project, has been performing development
work on Raven since the Fall of 2014. Prior to that, pre- development work was being planned and
evaluated by Evonik, who is also the owner of the site, through its Nilok Chemical subsidiary. Raven will
be a 100,000 tonnes per year Olefins production facility to be designed and built by experienced
engineering and contracting firms, familiar with best practices in the petrochemical industry with
excellent reputations along the Texas Gulf Coast. Raven will contract with viable entities, utilizing
commercialized and proven technology; involving creditworthy stakeholders (feedstock suppliers,
pipeline operators and off takers), and is projected to complete development, achieve Financial Close
and start construction in early 2016.
The Project and Benefits
Raven has put together a project to build a new process manufacturing facility in Baytown to convert
petrochemical feedstock into a final product requested by neighboring facilities and processors. We
have worked diligently to locate this opportunity in the City of Baytown and the tax abatements
requested are essential to securing its presence in Baytown.
For the City of Baytown, the construction of this project would produce an average of 100 construction
jobs with a peak of 175 full time jobs and more than 258 man years of construction work. We believe all
of these direct jobs will be new jobs within the City. Once operations begin on the completed plant, we
anticipate a payroll approaching $2MM year for its 30 full time employees. We see these as direct jobs
and the resulting payroll producing a healthy multiplier effect throughout the City. Further, this addition
of a process manufacturer and its supporting contractors and vendors will produce a positive direct and
City of Baytown Tax Abatement Application
July 17, 2015
indirect benefit to Baytown. We anticipate positive taxable expenditures on the sales and consumption
of local food and beverage, entertainment, housing, as well as supporting travel and hospitality services
including lodging. Further, the capital investment of up to $150 million will provide for future tax basis
for the City of Baytown and the addition of the project should provide momentum for other capital
businesses to invest in Baytown.
Technology
Although Project Raven will incorporate proven technology with significant patent protection, this
project is similar to over 30 other projects that have been built worldwide. The combination of proven
technology and best in class construction and operations will insure this project will be a safe addition to
Baytown's industrial infrastructure. The technology that Raven deploys has a small environmental
footprint with limited air and other emissions and includes state of the art pollution control
technologies. Further, the process operates at low pressure and low temperatures and is therefore
considered a relatively simple petrochemical project.
Project Raven will receive 110,000 tonnes per year of feedstock and process it into approximately
100,000 tonnes of olefin and a residual slip stream of approximately 8,000 tonnes of hydrocarbon
liquids. The plant will receive its feedstock via pipeline and through a relatively low heat conversion
process utilizing proprietary catalyst, convert the feedstock to a specified olefin. Raven will supply the
resultant olefin to its customers via pipeline, rail and truck transport.
The Site Selection: Competing Locations
Project Raven has gone through an extensive siting process to insure it is competitively located for
favorable physical characteristics as well as permitting approval processes and competitive tax
structures. 9300 Needlepoint Road in Baytown has been dormant for more than a decade, and this is
the first project being proposed for this site in a similar timeframe. The site is zoned as Heavy Industrial
which is appropriate for Raven's manufacturing process. Raven has worked hard to maximize the site
logistics and properly positioned is various plant components within the site footprint. In addition,
Raven would have all heavy construction traffic enter the site utilizing an existing road connection to the
1 -10 service road north of the plant site in order to minimize the project's traffic inconveniences on the
City of Baytown and its residents.
Other locations with competitive tax regimes include St. Landry Parish in Louisiana and Mobile County,
Alabama. Evonik is also the potential landlord with the competing location in Mobile County, AL.
Hazelwood Energy Hub has been identified as the potential site at St. Landry in LA. Projected taxes are
shown as more favorable to Raven in both AL and LA, as shown in the attached Tax Comparison
contrasting the Alabama and Louisiana taxing regimes with Texas, in reference to the specific site in
Baytown.
Raven is currently working with subsidiaries of Quanta Service, Inc., a Fortune 500 company with
experienced engineering and construction subsidiaries, familiar with similar projects and with an
established local presence. In fact Quanta's subsidiary, North Star, was a contractor to disassemble and
remove a portion of the legacy project at this site, a carbon black manufacturing facility.
Project Timeline
Subject to favorable tax treatment and timely permitting, Raven anticipates construction start as early
as January, 2016. Construction timeline would take approximately 1 %: years, with average construction
2
City of Baytown Tax Abatement Application
July 17, 2015
employment of 100 workers. The construction will include a 10,000 sf building to house the commercial
and operating control room of the project. After construction, commercial operations are scheduled to
begin in the summer of 2017 with 1 -2 exempt employees and the remaining 28 -29 non - exempt
employees resulting in an expected total of 30 employees over the 30 -50 year life of the project.
Estimated Costs
Raven anticipates investing $120 million to $150 million in capital expenditures into the project. Raven
will purchase and have installed machines, equipment and supporting infrastructure to have a world
class processing plant. Project investments will include connecting to existing pipeline, utility and
communications arteries to complete the build out of the plant. Additional spare parts and inventory, as
personal property will add additional millions of dollars of investment at the site. This direct capital
investment, along with the additional soft costs of interest during construction may top off the invested
capital as high as $160 million.
Abatement Request
Further, please find attached a calculation of our anticipated Ad Valorem Tax Savings for the first five
years after complete construction, requesting the 5 -year abatement of municipal ad valorem taxes
based on the City of Baytown's Tax Abatement Guidelines Summary:
Year 1 100%
Year 2 100%
Year 3 80%
Year 4 60%
Year 5 50%
We look forward to presenting the project for review at the next convening of city council. Should you,
your council or staff have any questions, please don't hesitate to contact me at via email at
tsuffield @stonebridseenergy.com or vial telephone at (713) 805 -1296. Your consideration is valued and
appreciated.
Sincerely,
Thomas M. Suffield
Executive Vice President & Partner
Stone Bridge Energy Partners LLC
Page 1
APPLICATION FOR TAX ABATEMENT IN BAYTOWN, TEXAS
The filing of this document acknowledges familiarity and conformance with Guidelines
and Criteria for Reinvestment Zones. This application will become part of the agreement
and any knowingly false representations will be grounds to void the agreement. An
original copy of this request should be submitted to City Manager, P.O. Box 424,
Baytown, Texas 77522 -0424, if property is located inside the corporate limits of Baytown.
APPLICANT INFORMATION Date: July 17, 2015
Company Name: SBE Chemical Partners I LLC
Address: 24044 Cinco Village Center Blvd., Suite 100
City: Katy State: TX Zip Code: 77494
Corporation: X❑ Partnership: ❑ Proprietorship: ❑
PROJECT INFORMATION
Type of Facility
See Guidelines X
El
El
Manufacturing
Class "A" Office Space
LEED® Certified Office Building
Research & Development
Service & Distribution
Regional Entertainment & Recreation
Other Basic Industry
Proposed Project Location Address and Legal Description:9300 Needlepoint Road,
Baytown, TX 77521
Attach map showing proposed site.
Jurisdictions:
School District
College District
City or Town
Goose Creek
Lee College
Ba own
Describe Product or Service: This Petroleum Chemical Plant will produce
approximately 100,000 tonnes of olefins per year for sale and delivery via pipeline, rail
Page 2
and truck offtake. Residual products will include 8,000 tonnes of liquid hydrocarbons for
sale on a spot basis to various customers.
Project Description:
Stone Bridge Energy Partners LLC and Evonik Corporation have established a joint
venture company - SBE Chemical Partners I LLC (Raven). Stone Bridge has been
performing development work on Raven, which would be a 100,000 tonnes per year
olefins production facility to be designed and built by Quanta Corp operating affiliates in
Baytown utilizing commercialized and proven technology; involving creditworthy
stakeholders (feedstock suppliers, pipeline operators and off takers), and projected to
complete development, achieve Financial Close and start construction in early 2016.
Attach statement fully explaining project, describe existing site and improvements and
provide list of improvements and fixed machinery and equipment for which abatement is
requested (Refer to Guidelines, Section 3).
X❑ NEW PLANT
ECONOMIC INFORMATION
Construction Estimates:
Start Month/Year: 1/1/2016
Completion Date: 7/1/2017
If Modernization:
❑ EXPANSION
Estimated Economic Life of Existing Plant:
Added Economic Life from Modernization:
Permanent Emplovment Estimates (PEE'S)
❑MODERNIZATION
Construction Man Years: 258
Peak Construction Jobs: 175
Years
Years
Current Plant Employment: 0
Number of Plant Jobs: ❑ Retained or 30 Created
At start/opening: 30 in year: 2017
5 years into operation: 30 in year: 2022
Estimated Appraised Value on Site
Personal Improvements Land
Value January 1 Preceding 0 0 .3MM
Abatement Agreement:
Page 3
Est. Value of Improvements: 5MM 130MM .6MM
Est. Value of Abated Properties 5MM 95MM .7MM
After Abatement Expires:
Value upon Completion of
Project Personal Property and
Project Improvements Not Subject
To Abatement: 5MM TBD .7MM
VARIANCE
Is the applicant seeking a variance under Section 3 (f) of the guidelines? ❑ YES X❑
NO
If "YES ", attach required supplementary information.
OTHER ABATEMENTS. Has company made application for abatement of this project
by another taxing jurisdiction or nearby counties? ❑YES X ❑NO. If "YES" please provide
dates of application, hearing dates if held or scheduled, name of jurisdictions and
contacts, and letter of intent.
COMPANY REPRESENTATIVE TO BE CONTACTED:
NAME: Thomas M. Suffield
TITLE: EVP & Partner
Signature of Company Official
Robert Toker, Partner
Name & Title of Company Official
ADDRESS: 24044 Cinco Village Center Blvd. Suite 100
CITY: Katy STATE: TX ZIP -CODE: 77494
TELEPHONE: 713 805 1296
Preliminary Google Earth Layout For Raven -- Overview
Preliminary Google Earth Layout For Raven — Close Up
Preliminary Google Earth Layout For Raven — Close Up with Approximate Leased Area
Raven — Existing Representative Plant Example
Raven — Existing Representative Plant Example
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Exhibit T"
TRACT
Legal Description: 82.0009 Acres Gross Tract or Parcel of Land, Save and Except a 2.0009
Acre Tract, Therefore Being an 80.0000 Acres Net Tract or Parcel of Land
William Bloodgood League, Abstract No. 4
Harris County, Texas
BEING a 82.0009 acres gross tract or parcel of land, save and except a 2.0009 acre tract of land,
therefore being a 80.0000 acres net tract or parcel of land situated in the William Bloodgood
League, Abstract No. 4, Harris County, Texas and being out of and part of that certain called
106.4081 acre tract, save and except a 2.0000 acre tract, indentified as TRACT 1, as described in
a "Special Warranty Deed" from J.M. Huber Corporation to Engineered Carbons, Inc. as
recorded in Clerk's File No. R470540, Official Public Records of Real Property, Harris County,
Texas and also being out of and part of that certain called 106.4081 acre tract, save and except a
2.0000 acre tract, indentified as TRACT 1, as described in a "Special Warranty Deed" from
Engineered Carbons, Inc. to Degussa Engineered Carbons, L.P. as recorded in Clerk's File No.
V726885, Official Public Records of Real Property, Harris County, Texas and Volume 553, Page
612, Official Public Records, Chambers County, Texas, and furthermore being out of and part of
that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as TRACT
I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to Nilok
Chemicals, Inc. as recorded in Clerk's File No. 20130523117, Official Public Records of Real
Property, Harris County, Texas and also being out of and part of that certain called 105.7559
acre tract, save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special
Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in
Volume 1452, Page 648, Official Public Records, Chambers County, Texas, said 82.0009 acre
tract being more particularly described as follows:
NOTE: All bearings are referenced to the Texas State Plane Coordinate System
South Central Zone NAD83 (CORS96). All acreages and distances are surface.
Scale Factor equal to 0.99990086 All set 518" iron rods set with caps stamped
"M. W. Whiteley & Associates ".
COMMENCING at an iron rod with an aluminum cap stamped "1820" found for the
intersection of the North right -of -way line of Needle Point Road (based on a width of 60 feet)
and the Southeasterly right -of -way line of the Southern Pacific Railroad (formerly the Dayton -
Goose Creek Railway Company as recorded in Volume 525, Page 236, Deed Records, Harris
County, Texas)(based on a width of 100 feet) and said corner also being the Southwest corner of
that certain called 2.7972 acre tract of land, identified as TRACT I, as described in a "Special
Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as
recorded in Clerk's File No. Z232497, Official Public Records of Real Property, Harris County,
Texas;
THENCE NORTH 77 025'45" EAST, along and with the North right -of -way line of Needle Point
Road and the South line of the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 117.63 feet to an iron rod with an aluminum cap stamped "1820" found for the
Southwest corner and the POINT OF BEGINNING of the tract herein described, said corner
also being the Southeast corner of the said 2.7972 acre Reclamation Solutions Services, LLC
tract;
THENCE NORTH 12 000'42" WEST, along and with the boundary between the tract herein
described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a distance of
72.12 feet to a railroad spike found for corner;
THENCE NORTH 24 051'04" EAST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 297.24 feet to a "PK" nail found for corner;
THENCE NORTH 41015'41 " EAST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 128.96 feet to a "PK" nail found for corner;
THENCE SOUTH 65 007'48" EAST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 98.81 feet to a railroad spike found for corner;
THENCE NORTH 24 051'23" EAST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 146.69 feet to a 5/8" iron rod set for corner;
THENCE NORTH 65 004'06" WEST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 42.19 feet to a railroad spike set for corner, said corner also being the beginning of a
curve turning to the right having a radius of 450.99 feet and being subtended by a chord bearing
SOUTH 61059'22" WEST having a chord length of 49.32 feet;
THENCE SOUTHWESTERLY, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along
and with said curve, for an arc length of 49.34 feet to a railroad spike set for corner;
THENCE NORTH 29 027'32" WEST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 18.00 feet to a railroad spike set for corner, said corner also being the beginning of a
curve turning to the left having a radius of 433.06 feet and being subtended by a chord bearing
NORTH 49 °35'01" EAST having a chord length of 240.15 feet;
THENCE NORTHEASTERLY, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along
and with said curve, for an arc length of 243.34 feet to a "PK" nail set for corner;
THENCE NORTH 65 °08'51" WEST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 89.59 feet to a "PK" nail set for corner;
MARK W. WHITELEYAND ASSOCIATES, INC.
THENCE NORTH 24 050'16" EAST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 328.68 feet to a found 5/8" iron rod found for corner;
THENCE NORTH 65 008'29" WEST, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract, for a
distance of 89.46 feet to a railroad spike set for corner;
THENCE SOUTH 24 053'09" WEST for a distance of 75.99 feet to a 5/8" iron rod set for
corner, said corner being the beginning of a curve turning to the right having a radius of 433.06
feet and being subtended by a chord bearing SOUTH 33 030'15" WEST having a chord length of
129.70 feet;
THENCE SOUTHWESTERLY, continuing along and with the boundary between the tract
herein described and the said 2.7972 acre Reclamation Solutions Services, LLC tract and along
and with said curve, for an arc length of 130.19 feet to an iron rod with a cap found for corner,
said corner being the most Westerly Northwest corner of the said 2.7972 acre Reclamation
Solutions Services, LLC tract and being in the Southeasterly right -of -way line of the said
Southern Pacific Railroad;
THENCE NORTH 24 053'16" EAST, along and with the Southeasterly right -of -way line of the
Southern Pacific Railroad, for a distance of 1976.96 feet to an iron rod with a cap found for
comer, said corner being the intersection of the Southeasterly right -of -way line of the Southern
Pacific Railroad and the South right -of -way line of Interstate Highway No. 10 (width varies);
THENCE NORTH 89 053'46" EAST, along and with the South right -of -way line of Interstate
Highway No. 10, for a distance of 1228.32 feet to a point for corner;
THENCE SOUTH 14 045'07" WEST, over and across the said Nilok Chemicals, Inc. TRACT I,
for a distance of 2370.89 feet to a point for corner, said corner being in the South line of the said
Nilok Chemicals, Inc. TRACT I and the North line of that certain called 3.6014 acre tract of
land, identified as TRACT IV, as described in a "Special Warranty Deed" from Orion
Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Clerk's File No.
20130523117, Official Public Records of Real Property, Harris County, Texas and also being
that certain called 3.6014 acre tract of land, identified as TRACT IV, as described in a "Special
Warranty Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in
Volume 1452, Page 648, Official Public Records, Chambers County, Texas and being in the
North right -of -way line of Needle Point Road (as recognized),
THENCE SOUTH 77 025'45" WEST, along and with the boundary between the said Nilok
Chemicals, Inc. TRACT I and TRACT IV and along and with the North right -of -way line of
Needle Point Road (as recognized), for a distance of 1810.47 feet to the POINT OF
BEGINNING and containing 82.0009 Acres, more or less.
MARX W. WHITELEYAND ASSOCIATES, INC.
SAVE AND EXCECPT the following 2.0009 Acre Tract, said 2.0009 acre tract being all of that
certain called 2.0000 acre tract of land, identified as TRACT II, as described in a "Special
Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as
recorded in Clerk's File No. Z232497, Official Public Records of Real Property, Harris County,
Texas, said 2.0009 acre tract being more particularly described as follows:
COMMENCING at an iron rod with an aluminum cap stamped "1820" found for the
intersection of the North right -of -way line of Needle Point Road (based on a width of 60 feet)
and the Southeasterly right -of -way line of the Southern Pacific Railroad (formerly the Dayton -
Goose Creek Railway Company as recorded in Volume 525, Page 236, Deed Records, Harris
County, Texas)(based on a width of 100 feet) and said corner also being the Southwesst corner
of that certain called 2.7972 acre tract of land, identified as TRACT I, as described in a "Special
Warranty Deed" from Sun Chemical Corporation to Reclamation Solutions Services, LLC as
recorded in Clerk's File No. Z232497, Official Public Records of Real Property, Harris County,
Texas;
THENCE NORTH 24 053'09" EAST, along and with the Southeasterly right -of -way line of the
Southern Pacific Railroad and the West line of the said 2.7972 acre Reclamation Solutions
Services, LLC tract, for a distance of 1010.63 feet to an iron rod with a cap found for corner, said
corner being the most Westerly Northwest corner of the said 2.7972 acre Reclamation Solutions
Services, LLC tract and being an exterior ell corner of that certain called 105.7559 acre tract,
save and except a 2.0009 acre tract, identified as TRACT I, as described in a "Special Warranty
Deed" from Orion Engineered Carbons, LLC to Nilok Chemicals, Inc. as recorded in Clerk's File
No. 20130523117, Official Public Records of Real Property, Harris County, Texas, the same
being that certain called 105.7559 acre tract, save and except a 2.0009 acre tract, identified as
TRACT I, as described in a "Special Warranty Deed" from Orion Engineered Carbons, LLC to
Nilok Chemicals, Inc. as recorded in Volume 1452, Page 648, Official Public Records,
Chambers County, Texas;
THENCE NORTH 24 053'16" EAST, along and with the Southeasterly right -of -way line of the
Southern Pacific Railroad and the West line of the said Nilok Chemicals, Inc. TRACT I, for a
distance of 1092.35 feet;
THENCE SOUTH 65 006'44" EAST, over and across the said Nilok Chemicals, Inc. TRACT I,
for a distance of 64.18 feet to an iron rod with a cap stamped "RPLS 1855" found for the
Southwest corner and the POINT OF BEGINNING of the tract herein described;
THENCE NORTH 24 047'39" EAST, along and with the boundary between the tract herein
described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 479.06 feet to an iron
rod with a cap stamped "RPLS 1855" found for corner;
THENCE NORTH 38 032'54" EAST, continuing along and with the boundary between the tract
herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 50.40 feet to an
iron rod with a cap stamped "RPLS 1855" found for corner;
MARK W. WHITELEYAND ASSOCIATES, INC.
THENCE SOUTH 55 022'23" EAST, continuing along and with the boundary between the tract
herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 260.63 feet to an
iron rod with a cap found for corner;
THENCE SOUTH 24 047'43" WEST, continuing along and with the boundary between the tract
herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 110.59 feet to an
iron rod with a cap found for corner;
THENCE SOUTH 79 038'10" WEST, continuing along and with the boundary between the tract
herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 50.08 feet to an
iron rod with a cap found for corner;
THENCE SOUTH 54 038'58" WEST, continuing along and with the boundary between the tract
herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 389.30 feet to an
iron rod with a cap stamped "RPLS 1855" found for corner;
THENCE NORTH 75 054'39" WEST, continuing along and with the boundary between the tract
herein described and the said Nilok Chemicals, Inc. TRACT I, for a distance of 34.64 feet to the
POINT OF BEGINNING and containing 2.0009 Acres, more or less.
W:10I S 15-1319 Tax Tract M &B.dom
AND