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Ordinance No. 1,562ORDINANCE NO.1562 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,AUTHORIZING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST TO AN INDUSTRIAL DISTRICT CONTRACT BETWEEN EXXON CORPORATION AND THE CITY OF BAYTOWN,TEXAS,AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. WHEREAS,the Municipal Annexation Act,Article 970a,Revised Civil Statutes of Texas,provides for the creation of industrial districts within the extrater ritorial jurisdiction of cities;and WHEREAS,pursuant to such Municipal Annexation Act and in the interest of further cooperation with industry and the economic enhancement of Baytown,the City Council of the City of Baytown enacted Ordinance No.886,dated the 19th day of September,1967,designating a part of its extraterritorial jurisdiction as an industrial district known as Baytown Industrial District No.1;and WHEREAS,a portion of the Exxon Corporation's Baytown Plant is located within Baytown Industrial District No.1;and WHEREAS,Exxon Corporation's contract with the City of Baytown covering said Plant is expiring this year;and WHEREAS,the City Council of the City of Baytown and the Exxon Corporation desire to enter into a new industrial district contract;NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THECITY OF BAYTOWN,TEXAS: Section 1:That the City Council of the City of Baytown authorizes the Mayor to execute and the City Clerk to attest to an industrial district con tract between Exxon Corporation andthe City of Baytown,Texas.A copy of said contract is attached hereto,marked Exhibit "A",and made a part hereof for all intents and purposes. Section 2:Effective Date: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,this14th day of March ,1974. TOMGENTRY,Mayor ATTEST: EDNAOLIVER,City Clerk APPROVED: OON__C.'PFENNIG,Assistant Gtty Attorney NEEL RICHARDSON,tity Attorney -2- >K .-'V V"'\ EXHIBIT "A11 INDUSTRIALDISTRICTAGREEMENT BETWEEN EXXON CORPORATION AND THE CITY OF BAYTOWN,TEXAS This Agreement is made and entered into between the City of Baytown,Texas, a municipal corporation in Harris County,Texas,hereinafter also referred to as "Baytown".and "City,"and Exxon Corporation,a New Jersey corporation with a permit to engage in business in the State of Texas,hereinafter referred toas "Exxon": HiIN.IIS.JLIH.: WHEREAS,Baytown has a history of cooperating with industries located within and near its city limits;and WHEREAS,the City Council of the Cityof Baytown is of the considered opinion thatsuch cooperation results in economic growth and stability for Baytown and its adjacent areas;and WHEREAS,the Texas Legislature in 1963 adopted the "Municipal Annexation Act,"Article 970a,Revised Civil Statutesof Texas,which provides for the creation of Industrial districts within the extraterritorial jurisdiction of cities;and WHEREAS,pursuant to suchMunicipal Annexation Act and in the interest of further cooperation with industry and the economic enhancement of Baytown,the City of Baytown enacted Ordinance No.886,dated the 19th day of September,1967, designating apart of its extraterritorial jurisdiction as an Industrial District known as Baytown Industrial District No.1;and WHEREAS,the City Council desiresthat all of Exxon Corporation's Baytown Plant artel facilities which are notnow annexed as described in Appendix A,be included <n the Baytown Industrial District No.1 and further desires to enter into this contractual agreement with Exxon Corporation for this purpose;and /both real and personal property inWHEREAS,Exxon's Baytown Plant includes its refining and chemical manu facturing and research facilities,includinganyoffice facilities used in direct support of these operations and either situated contiguous thereto or separated by public roads;NOW THEREFORE, 0 /J In'consideration of the promises and of the mutual covenants and agreements » herein contained,it is agreed byand between Exxon and the City of Baytown as follows: 1.TheCityofBaytown hereby agrees that all of the land and improvements thereon owned,used,occupied,leased,rentedor possessed byExxon within the area designated as Baytown Industrial District No.1 by Ordinance No.886 and amendments thereto which Industrial District is more particularly described in Appendix A to this Agreement and made a part hereof shall continue its extraterritorial status as an Industrial District and shall not be annexed by the City of Baytown nor shall the City attempt to annex,or in any way cause or permit to be annexed any of such property during the term of this Agreement.The City further agrees,promises and guaranteesthat during the term of this agreement the City of Baytown shall not apply or purport to apply any ordinance,rule or regulation to such property ex cept as relating to noise,vibration,and pollution performance standards as hereinafter provided.Specifically,but without limitation,the City agrees, promises and guarantees that it will not extend to said property any ordinance, rules or regulation (a)governing plats and the subdivision of land;(b)pre scribing any zoning,building,electrical,plumbing orinspection code or codes; and (c)attempting to exercise in any manner whatsoever control over the conduct of Exxon's business thereon.The City further 'agrees that during the term of this Agreement,it will not levyor purport to levy ad valorem taxes against any real or personal property owned,used,occupied,leased,rented,or possessed by Exxon within the property boundaries described in said Appendix A. i-2.It is further agreed that during the term of this Agreement the City of Baytown shall not be required to furnish municipal services to Exxon'sBaytown Plant,which are ordinarily and customarily supplied by the City to property owners within its boundaries,"except as provided by mutual agreement.Specifically,but without limitation,it is agreed that the City of Baytown shall not be required to furnish:(1)seweror water service,(2)police protection,(3)fire protection, (4)road or street repairs,and (5)garbage pickup service. -2- ■>x-1'..frn^ 3l Exxon andthe City of Baytown recognize that in the past Exxon has paid « a share of the needed revenue for operating the City and providing services for its residents.It is further recognized that during the next succeeding sevenyears the City of Baytown will experience population growth as a result of industrial expansion which will necessitate increased revenue to provide expanded service and facilities. In view of this increased need for revenue,Exxon agrees to pay the City of Baytown an Industrial District payment on or before January 31 ofeach year during the term of this agreement an amount to be calculated on the basis of the following formula, except forcalendaryears 1974 and 1975 as hereinafter provided in Paragraph 4: Exxon's Industrial District value,as defined below,x 0.06 x the property tax rate per $100 of assessed valuation adopted by the City Council for the City of Baytown for financing the fiscal year in which such January 31 due date falls. In applying the above formula,the factor referred to as "Exxon's Industrial District Value"shall be defined as: (A)The fair market value of Exxon's Baytown Plant within the City's jurisdiction as of January 1 of the calendar year next preceding the calendar year in which such January 31 due date falls,less; (B)The fair market value of that portion of Exxon's Baytown Plant annexed to the City of Baytown,which 'is 202 of the fair market value within the City's jurisdictional area as of January 1 of the calendar year next preceding the calendar year in which such January 31 due date falls,except for calendar years 1974 and 1975 as hereinafter .;•provided. Annual payments under this Agreement shall be calculated bythe City of Baytown in the above stated manner.Determination of City and Industrial District fair market values,in the above stated manner,shall be made by City of Baytown and approved by the Board of Equalization.Such final fair market value as approved by the Board of Equalization shall be subject to exception by Exxon andshould Exxon take exception to the fair market value of such property as determined by the Board and should the Board and Exxon be unable,through negotiations,to reach a mutually acceptable fair market value on or before September 1 of the calendar year next preceding the calendar year in which such January 31 due date falls,then either party may request -3- /p determination of such disagreement by a mutually acceptable arbitrator.The cost of such arbitrator shall be shared equally by the City of Baytown and Exxon,and such arbitrator's determination shall be final and binding unless either party "within thirty (30)days after such arbitrator's determination is received by the parties,petitions for a Declaratory Judgment to the Civil District Court of Harris County,Texas,as provided for by Section 5 hereof. Should the parties be unable to agree upon a mutual.ly acceptable arbi- itrator,each party shall nominate one arbitrator and the arbitrators so nominated by the parties shall select a third arbitrator who will act withthem as a three- member arbitration panel to decide the disagreement between the parties by the concurrence of a majority of such panel.Such arbitrator or arbitration panel shall determine whether the fair market value of such property is as contended by the Board of Equalization,by Exxon,or some intermediate value.The cost ofsuch arbitration panel shall be shared equally by the City of Baytown and Exxon,and.such panel's determination shall be final and binding unless either party withinthirty (30)days after such determination is received by the parties, petitions for a Declaratory Judgment to the Civil District Court of Harris County, Texas,as provided for by Section 5 hereof. In determining the fair market value of property and improvements as used herein,the Board of Equalization and anyarbitrator or arbitration panel shall base its determination on the replacement costof comparable present day facilities consideringand giving effect to sound engineering valuation practices relative to.service life,life expectancy,process and functional obsolescence. ^..4".Exxon and the City of Baytown recognize the necessity of uniform application of Industrial District provisions.Exxon and the City further recognize that such uniform application will require some annexations and some disannexations of industrial areas over the period 1974 to 1976.Timing differences in such an nexations and disannexations could reduce assessed valuesfor the City of Baytown for this period.In viewof the need for maintaining current levels of industrial -4- assessed values during this period,Exxon will render to the City in 1974 and 1S75 a minimum value of Fifty-Five Million,Two Hundred One Thousand,One Hundred Thirty Dollars ($55,201,130)for the portion of its Baytown Plant annexed tothe City.This value equates to the final 1973 assessed tax value base as determined by the City's Board of Equalization. Exxon and the City of Baytown agree that Exxon's totalannual payment to the City for 1974 will be based onan ad valorem tax payment-plus an Industrial District payment.The total payment will consist of an ad valorem tax payment on a minimum of Fifty-Five Million,Two Hundred One Thousand,One Thirty Dollars ($55,201,130)plus an Industrial District payment sufficient to bring the total payment to Nine Hundred Sixty-One Thousand,Seven Hundred Forty-Two Dollars ($961,742). Exxon and the City of Baytown agree that Exxon's total annual payment to the City forthe year 1975 will be based on the Industrial District payment formula as provided in Section 3,plus anad valorem tax payment.The total payment would consist of the ad valorem tax applicable toan assessed value of Fifty-Five Million, Two Hundred One Thousand,One Hundred Thirty Dollars ($55,201,130)and a variable Industrial District payment to be determined by substracting the aforementioned ad valorem tax from a total amount calculated using anad valorem tax payment based on twenty (20%)percent of the market value of Exxon'sBaytown Plant within the City's jurisdictionand an Industrial District payment based2on eighty (80%)percent of the market value of the plant within the City's jurisdiction,as defined in Section 3.^.Such total payment shall not be less than the ad valorem tax applicable to an assessed value of Fifty-Five Million,Two Hundred One Thousand,One Hundred Thirty Dollars ($55,201,130)even if the calculated payment using the Section 3 market value percentages is lower. 5.If any disagreement arises between the parties concerning the inter pretationof this Agreement or the decisions of the arbitrator or arbitration panel provided for hereunder,it is agreed that either of said parties may petition any Civil District Courtof Harris County,Texas,for a Declaratory Judgment de termining said controversy and the cause shall be tried as other civil causes in -5- which plaintiff must establishby a preponderance of the evidence the correct in terpretation ofvaluation.Pending final determination ofsaid controversy,Exxon shall pay to the City of Baytown on the due date the same amount which it paid to the City for the last preceding period as to which there was no controversy con cerning the amount owed by Exxon to the City.Exxon agrees to tender the amount of potential liability to the registry of the Civil District Court,Harris County, Texas,pending final determination of the controversybeyond.any further appeal. 6.All payment of the City of Baytown provided for herein shall bemade to the City at the City Hall in Baytown,Texas.If any payment is not made on or before the due date,the same penalties,interest,attorneys'fees and costs of collection shall be recoverable by the City as would be collectible in the case of delinquent ad valorem taxes;provided,however,that this sentence shall not apply to anypayment which may be found to have been deficient as the result of proceedings provided for in Section 5 hereof.The City shall have a lien upon any delinquency in Industrial District payment. 7.If anyother municipality attempts to annex any land or property owned,used,occupied,leased,rentedor possessed by Exxon within the area designated as Baytown Industrial District No.1,more particularly described in Appendix A to this agreement,or if the creation of anynew municipality should be attempted so as to include within its -limits any of such land or property,the Cityof Baytown shall,with the cooperation of=Exxon,seek in- junctive relief against any such annexation or incorporation,and shall take such other legal steps as may be necessary or advisable under the circumstances. The cost^pf such legal steps,including fees of attorneys (other than the City Attorney)retained by mutual agreement of the parties,shall be paid by Exxon. Should the City refuseor fail to comply with its obligation under this paragraph. Exxon shall have the ri-ght to seeksuch legal orequitable relief as it deems necessary or advisable in its own name or in the name of the City and,ifne cessary,Exxon may join the City as a party to any such legal action. -6- v .If the City and Exxon are unsuccessful in preventing any such attempted annexation or incorporation,Exxon shall have the right to terminate this Agree ment asto any property so annexed or incorporated retroactive to the effective dateof such annexation or incorporation,or Exxon may continue this Agreement in full force and effect;provided,however,that Exxon's right of terminating this Agreement must be exercised within thirty (30)days after judgment upholding such annexation or incorporation becomes final beyond further appeal.If any payment is made by Exxon to the City of Baytown after the effective dateof such annexation or incorporation and if Exxon elects to terminate this Agreement as above provided,then as to such property so annexed or incorporated such payment #»*n shall be refunded by the City to Exxon. 8.The City of Baytown and Exxon 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 in dustries located in the Baytown Industrial District No.1.To this end,Exxon and the City agree that the same standards and criteria relative to noise,vi bration and toxic levels which are adopted by the City and applicable to portions of the City adjacent Exxon's Baytown Plant shall also be applicable to the plant within the Industrial District.Exxon further agrees to abide by the rules and regulations and the permits issued to it by the Environmental Protection Agency, the Texas Water Quality Board,the Texas Air Control Board,andany other govern- mental agency having legal authority in these matters.In this connection,it is recognijed between the parties that these agencies are charged with the re sponsibility for enforcing air and water quality standards,and it is agreed that so long as the Environmental Protection Agency,the Texas Water Quality Board,the Texas Air Control Board,and other related agencies are charged with such respon sibility,nothing contained herein shall be construed to impose upon the City of Baytown any responsibility,authority,or right,by termination of this Agreement or otherwise,to enforce any standards relative to air and water quality as are establishedby Taw,rule,regulation or permit.It is alsoagreedthat no vio lation of any standards or criteria adopted by the City shall be a reasonfor "'terminationof this Agreement. -7- §7 This Agreement shall be for a term of seven (7)yearsfrom the date this instrument is executed and for such additional period or periods of time as provided by the Texas Municipal Annexation Act and mutually agreed upon by the parties hereto.This Agreement shall further terminate and replace that certain Industrial District agreement entered into between Humble Oil &Refining Company, predecessor in interest to Exxon,and the City of Baytown,dated September 19, 1967. 10.The benefits accruing to Exxon under this Agreement shall also extend to Exxon's "affiliates"and to any properties owned or acquired by said affiliates within the area described in Appendix A to this Agreement,and where reference is made herein to land,property and improvements owned by Exxon,that shall also include land,property and improvements owned by its affiliates.The word "af filiates"as used herein shall mean all companies with respect to which Exxon Corporation directly or indirectly,through one or more intermediaries at the time in question,ownsor has the power to exercise the control over fifty (50%) percent or more of the stock having the right to vote for the election of directors. 11.It is agreed by the parties to this Agreement that only full,com plete and faithful performance of the terms hereof shall satisfy the rights and obligations assumed by the parties and that,therefore,in addition to any action at lawfor damages which either party may have,1 Exxon may enjoin the enactment or enforcement of any ordinance orcharteramendment in violation of,or in conflict with,the terms of this Agreement and may obtain such other equitable relief,in cluding specific performance of the Agreement,asis necessary to enforce its rights....Tt is furtheragreed that should this Agreement be breached by Exxon, the Cityshall be entitled,in addition to any actionat law for damages,to obtain specific performance of this Agreement and such other equitable relief necessary to enforce its rights.However,nothing contained herein shall be construed to give the Cityany right to terminate this Agreement on the basis of Exxon's violation of any standard or criteria relative to air emissions, water effluents,noise,vibration,or toxic levels established by any law, ordinance,rule,regulation or permit. -8- 11.In the event the terms and conditions of this contract are rendered /ineffective by the Constitution and/or Legislative changes,both parties mutually agree that said contract shall be re-negotiated to accomplish the intentof this agreement. EXECUTED IN DUPLICATE ORIGINALS this day of ,A.D., 1974. *. EXXON CORPORATION By. Vice President ATTEST: Assistant Secretary CITY OF BAYTOWN TOM GENTRY,Mayor ATTEST: EDNA OLIVER,CityClerk -9- ■"■F1 J^'vi1-}%■';■•$ APPENDIX A TRACT NO.1 -EXXON CORPORATION BAYTOWN.PLANT AND FACILITIES SITE NOTNOW IN CITY LIMITS OF CITY OF BAYTOWN: BEGINNING at the point of intersection of the westright-of-way line of Harbor Street with the north line of the Houston Lighting &Power Company tract in the City of Baytown,Wm.Scott Upper League,Harris County,Texas,said POINT OF BEGINNING being further described as situated south 32°19'west a distance of 49.5 feet from the point of intersection ofthe aforesaid street west right-of- way line and the north right-of-way line of Dayton Street,and said point of intersection of streets described as lying north 20°28'west a distance of 74.6 feet from the northwest corner of Block 1 in Airhart Addition,Wm.Scott Upper League,Harris County,Texas,and said point of intersection of the afore said point of intersection of the aforesaid stxeet property lines being known as point No.35 in the City Limits of Bay town,formerly Pelly,as adopted by the City Council of Ordinance datedApril 17,1947,said point of intersection being further identified by Exxon Refinery Coordinate System as being north 5954.95 and west 1026.11 and lying on the southern boundary line of the Exxon Company, U.S.A.Baytown Refinery Plant Site; THENCE,north 32°18'east into the private property of the aforesaid Exxon Baytown Plant site with a line parallel to and 1.04feet easterly from the centerline of a private road identified as East Avenue and its southern projection for a dis tance of 1795.04 feet to the centerline of a privateroad identified as Humble Street; THENCE,north 57°42'west with the aforesaid centerline of Humble Street, 1043.49 feet to the centerline of a private road identified as Baytown Avenue. THENCE,north 32°18'east with the aforesaid centerline of Baytown Avenue, 1636.17 feet to the centerline of a private road identified as Fannin Street within the Baytown Refinery property; THENCE,north 57°42'west with the aforesaid centerline of Fannin Street, 1075.40 feet to the centerline of a private roadwayidentfied as San Jacinto Avenue; THENCE,north 32°18'e;st approximately 1756.8 feet to the intersection of the centerline of the aforesaid San Jacinto Avenue and the south right-of-way line of the Wooster-Cedar Bayou Road; THENCE,south 86O13'west a distance of 61.87 feet along the south right-of- way line of the Wooster-Cedar Bayou Road to a point,said point being the inter section of the east propery line ofthe Consolidated Chemical Property and the south right-of-way line of the Wooster-Cedar Bayou Road; THENCE,south 32°18'west along the east property line of the Consolidated Chemical property a distance of 101.89 feet toa point for corner; THENCE,north 32°18 minutes east a distance of 629.26 feet to a point on the south right-of-way line of :he Wooster-Cedar Bayou Road,and continuingon the same course a distance of 1.1.37 feet to a point for"corner,said point being ten feet perpendicularly fro:i the south right-of-way line of the Wooster-Cedar Bayou Road; THENCE,north 86°13'east,^i-.n feet from and parallel to the south right-of-way line of the Wooster-Cedar Bayou Road a distance of 187.95 feet to a point for corner on the centerline of 5in Jacinto Avenue as projected across the Wooster- Cedar Bayou Road; THENCE,continuing northerly vith the centerline of the aforesaid San Jacinto Avenue and its deviations approximately 1392.9 feet to an angle point,said point being identified by the Humble Refinery Coordinance System as north 12,558.00 and west 3,100.00; THENCE,north 57°42'west,605.83 feet to an angle point; THENCE,north 32°18'east,300.00 feet to an angle point; THENCE,north 57°42'west 849.25 feet to an angle point; THENCE,north 32°18f east 1234.27 feet to a point in the southwesterly right- of-way line of Decker Drive,said point being identified by the Exxon Refinery Coordinate System as north 14,102.27 and west 4,555.08; THENCE,northwesterly with the southwesterly right-of-way line of Decker Drive to the point of intersection of the southwesterly right-of-way line of Decker Drive with a line which is parallel to and100 feet southerly and perpendicular to the north line of the Wm.Scott Upper League; THENCE,westerly parallel to the north line of the Wm.Scott UpperLeague but southerly and perpendicular 100 feet distance therefrom to point,said point being situated south 00°40'east 100 feet and north 89°20'east 100 feet from the point of intersection of the northline of the Wm.Scott UpperLeague and the east line of the Steinman Tract; THENCE,south 00°40f east parallel to the eastline of the Steinman Tract but perpendicular 100 feet distance therefrom to a point opposite an angle point in the Steinman Tract east line and continuing south 21°10f west parallel to but easterly 100 feet perpendicular to the east line of the Steinman Tract to the northwest corner of Defense Plant Corporation 47.81 acre tract now owned by the Union Carbon Company; THENCE,south 87°44'east a distance of 674.0 feet; THENCE,south O2°16'west a distance of 461.0 feet; THENCE,north 87°44f west a distance of 701.50 feet; THENCE,south 02°16'west a distance of 739.0 feet; THENCE,north 87°44'west a distance of 579.54feet to the southwest corner of aforesaid 47.81 acre tract,said corner being situated 100 feet easterly from the east line of Sweeney Subdivision; THENCE,southwesterly over and across a 100foot stripowned by the Exxon Corporation to the northwest corner of Defense Plant Corporation 81.34 acre tract; THENCE,south 20°56«westwith the west line of said Defense Plant Corporation 81.34 acre tract 1741.61 feet to the southwest corner of said 81.34 acre tract being situated in the north right-of-way line of Cedar Bayou-Wooster Road and perpendicular 40 feet from the East line of the Sweeney Subdivision; THENCE,southerly over and across Cedar Bayou-Wooster Road to the northwest corner of Defense Plant Corporation 58.299 acre tract; THENCE,south 20°52'west with the west line of said Defense Plant Corporation 58.299 acre tract at 491.91 feet the most western corner of the Defense Plant Corporation tract and continuing on said line to the point of intersection of on«<oV Une °f Defense Plant Corporation 58.299 acre tract projectedsouth^0 52 west andthe northeasterly right-of-way line.ofMarket Street Road; THENCE,southerly with the northeasterly right-of-way line of Market Street Road o°tht IT °5 intersectl3a of the northeasterly right-of-way line of MarketStreetRoadandthesouthU*e of the Defense Corporation 58.299 acre tract projected north 87 44f west; SrnnrVr.«8no4'eMC pa<""thB southwes^y corner of the Defense PlantCorporation58.299 acre tra:tc.continuing south 87°44'east 1733.75 feet to the west right-of-way line of the Houston North Shore Railroad; Thence south 11-43'westwith the west right-of-way line of said Houston ?;',L\Shore ?a*lroad to a P°lnt'^id Point further described as lying northJZ19east/15 feet from the north line of the Houston North Shore Railroad 8.b acre easement projected north 57°41'west; -2- THENCE,over and across Houston North Shore right-of-way line of which center- line is situated south 32°19'east 854.64 feet,north 57°41'west 6885.5 feet, north 32°19'east 619.62 feet,north 11°43'east 133.9 feet from the northeast corner of the Houston Lighting &PowerCompany tract,to the west line of Exxon Refinery property continuing on a line situated north 32°19?east 715feet from the north line of the Houston North Shore Railroad 8.8 acre easement to the point of intersection with the north line of said Houston Lighting &Power Company tract; THENCE,easterly with the north line of said Houston Lighting &PowerCompany tract to the POINT OF BEGINNING. TRACT NO.2 -EXXON CORPORATION BAYTOWN PLANTS AND FACILITIES SITE NOT NOW IN CITY LIMITSOF CITY OF BAYTOWN: BEGINNING at the most westerly southwest corner of the Harvey Whiting Survey, being also the northwest corner of the Win.Scott Upper League; THENCE,northerly along the west line of the Harvey Whiting Survey to the south right-of-way line of Baker Road; THENCE,easterly along the south right-of-way line of Baker Road to a point of intersection with the easterly right-of-way line ofthe MissourPacific Railroad; THENCE,southwesterly along the easterly right-of-way line ofthe Missouri Pacific Railroad,being also the westerly property line of the Texas Eastern Transmission Corporation property,to a point of intersection with the northeast line ofthe East Canal of the San Jacinto River Project; THENCE,in a southeasterly,south and southwesterly direction along the westerly property line of the Texas Eastern Transmission Corporation property and the east line of the East Canal ofthe San Jacinto River Project to the south line of the Harvey Whiting Survey,same being the north line of the Wm.Scott Upper League; THENCE,in a westerly direction along the south line of the Harvey Whiting Survey to the POINT OF BEGINNING. TRACT NO.3 -EXXON CORPORATION BAYTOWN PLANTS AND FACILITIES NOT NOW IN CITY LIMITS OF CITY OF BAYTOWN: BEGINNING at a 3/4-inch iron rod in the south right-of-way line of Park Street, formerly known as First Street,at the northwest corner of Busch Terrace Sub division according to the plat thereof recorded in Volume 9,Page 10,Map Records,Harris County,Texas: THENCE,south 31°55*west (called south 34°west)with the west line of said Busch Terrace Subdivision 125feet to the southwestcorner of Lot 1,Block 1 of said Busch Terrace Subdivision; THENCE,south 58°05'east (called south 56°east),parallel with and 125 feet south of the south line of Park Street,1,118 feet to th~.northeast corner of Lot A,Block 5 of Busch Terrace Subdivision; THENCE,parallel to and 100 feet west ofthe west line ^f AirhartDrive (formerly known as Baytown Avenue)south 31°55'west (called south 34°west)1,855 feet to a point in the south line of Dorris Street (formerly known as GooseCreek Avenue)forthe northeast corner of Lot 4,Block 38of saLc Busch Terrace Subdivision; THENCE,south 32°08'west (called south 33°47*west),along a line bisecting Blocks 38,43,and a portion of 48of aforesaid subdivision,1,339.1 feet to a point on the boundary between and 19 feet south of the mobc northerly common corner of Lots 1 and 20,Block 48 of said subdivision,said point also being onthe project centerline of a private road identified as FanninStreet of Exxon Company,U.S.A.,Baytown Refinery; THENCE,north 58°05'west (called north 56°west),at 1,112.83 feet pass the west line of the BuschTerrace Subdivision,in all 2,182.43 to the point of intersection of the centerlines of Fannia Street and Baytown Avenue in Exxon Company,U.S.A.,Baytown Refinery; -3- THENCE,north 58°05'west (called north 57°42'west)along the centerline of Fannin Street a distance of 1,075.40 feet to the point of intersection of the centerlines of Fannin Street and San Jacinto Avenue in Exxon Company,U.S.A., Baytown Refinery; THENCE,with the centerline of San Jacinto Avenue north 31°55'(called N.32° 18'E.)east 1,756.8 feet to a point in the south line of Park Street; THENCE,with the south line of Park Street north 85°51'east 165.89 feet; THENCE,south 4°40'east 211.34 feet; THENCE,south 58°00l east 26.87 feet; THENCE,north 85*40'east 303.22 feet; THENCE,north 31°55'east 37.97 feet; THENCE,north 85°51'east 73.51 feet; THENCE,south 58°05'east40 feet; THENCE,north 31°55'east 272.0 feet to a point in the south line of Park Street; THENCE,with the south lineof Park Street north 85°51'east 1,872.59 feet to the POINT OF BEGINNING. TRACT NO.4-EXXON CORPORATION BAYTOWN PLANTS AND FACILITIES SITES NOT NOW IN CITY LIMITS OF CITY OFBAYTOWN: COMMENCING at a 4-inch iron pipe at the northerly corner of Block 1 of the Airhart Addition to the City of Baytown; THENCE,south 31O55'291.5 feet toa point in the north boundary of the Missouri Pacific Railroad right-of-way; THENCE,north 58°15'west110.0 feet to the point of curve of a curve to the left having a radiusof 856.14 feet; THENCE along said curve a curvilinear distance of 572.6 feet to the POINT OF BEGINNING of Tract 2 described herein; THENCE,continuing along said 4°curve to the left1.83feet to the point of tangency of said curve; THENCE,south 83°25'west 132 feet to the point of curve of a curve to the right having a radius of 599.12 feet; THENCE,along said curve to the right a curvilinear distance of 218.36 feet to the point of tangency of said curve; THENCE,north 75°35'west 124.0 feet to the point of curve of a curve to the right having a radius of 599.12 feet; THENCE,along said curve to the right,182.99 feet to the point of tangency of said curve; THENCE,along the north right-of-way line of Missouri Pacific Railroad right- c-f-way north 58°05'west (called north 57°42'west)4,197.23 feet to a point in the centerline of West Avenue of Exxon Company,U.S.A.,Baytown Refinery. THENCE,north 31°55'east with the centerline of said West Avenue 715 feet to a point; THENCE,south 58°05'east (called south 57°42'east)parallel to and 715 feet north of the north boundary of Missouri Pacific Railroad right-of-way a dis tance of 5,095.12 feet to a point; THENCE,south 85°56'west 129.2 feet; THENCE,south 83°33'west 129.3 feet; -4- THENCE,south 73°2O'west 129.3 feet; THENCE,south 65°31'west 129.3 feet; THENCE,south S'lO1 west 43.03 feet to the POINT OF BEGINNING. TRACT NO.5 -EXXON CORPORATION BAYTOWN PLANTS AND FACILITIES SITE NOT NOW IN CITY LIMITSOF CITY OF BAYTOWN: BEGINNING at the point of intersection of the north right-of-way line of Missouri Pacific Railroad right-of-way easement and the centerline of the Exxon Company,U.S.A.,Baytown Refinery street known as West Avenue: THENCE,north 31°55'east with the centerline of said West Avenue 715 feet to a point; THENCE,north 58°05«west (called north 57°41'west)1,600.35 feet to a point on the east right-of-way line of the Missouri Pacific Railroadright-of-wav easement;J THENCE,with said railroad right-of-way easement south U°2V west (called south 11 43 west)348.11 feet to apoint; THENCE,south 5°40'east100 feet; THENCE,south ll°49t east 100 feet; THENCE,south 17"SB1 east 100 feet; THENCE,south 24°07'east 100 feet; THENCE,south SO0^1 east 100 feet; THENCE,south 35°58'east 85.69 feet; THENCE north 10°23«east a distance of 20.00 feet to a point north 37.5 feet perpendicular from the main line track of Missouri Pacific Railroad; THENCE,tothe left along a curve to the left having a radius of 917.43 feet a curvilinear distance of 323.30 feet to the point of tangency of said curve; THENCE,south 58°05'east 709.77 feet to the POINT OF BEGINNING. TRACT NO.6 -EXXON CORPORATION BAYTOWN PLANTS AND FACILITIES SITE NOT NOW IN CITY LIMITS OF CITY OF BAYTOWN: ™G."the southeast corner of that certain 58.30 acre tract conveyed toAil1?A ^g °Tny by thS Un±ted StateS Of Araerica'^deed datedeyed StateS Of Araerica'^deed dated*2" ^f;?™ii the T^lilU °f S3id traCt north 87°44'west 1.749.92 feet topointinthenorthright-of-way line of Bayway Drive; THENCE,with said right-of-vrny line of Bayway Drive south 30°23'east 492 3 feetTtfP°int CUrV3tUre of a curve t0 the ri8ht having a radius of 1,196.28 therisht>a distance °f THENCE south 11«58'east 666.2 feet to the point of curvature of a curve tothelefthavingaradiusof5,680.0 feet; 1th S?±d r^ht-°f~way line o£Bayway Drive south 13°52'east 873.65 f?CUrVatUre °f a Curve to the left hi di?M6?28 fee?;CUrVatUre °f a Curve to the left havinS •radius of -5- THENCE,with said curve to the left a distance of614.57 feet to the point of tangency of said curve; THENCE,south 44°33'east 646.63 feet to point the curvature of a curve to the left having a radius of 1,096.28 feet; THENCE,along said curve to theleft a distance of740.73 feet to the point of tangency of said curve; THENCE,south 83°16f east 949.85 feet to the point of curvature of a curve to the right having a radius of 1,196.28 feet; THENCE,along said curve a distance of 566.17 feet to the point of tangency of said curve; THENCE,south 56°9'east 475.5 feet toa point in the north right-of-way line of foresaidBayway Drive; THENCE,north 31°55'east 1,268.1 feet to a point in the south right-of-way line of the Missouri Pacific Railroad right-of-way easement; THENCE,with said south right-of-way line north 58°05'west 3,024.2 feet to the point of curvature of curve to the right having a radius of977.43 feet; THENCE,along said curve 293.78 feet to a point; THENCE,south 10°23f west 19.14 feet to a point on the south right-of-way line of the Missouri Pacific Railroad right-of-way; THENCE,north 39°6"west 100 feet; THENCE,north 34°2'west 100 feet; THENCE,north 27°51'west 100 feet; THENCE,north 22°15'west 100 feet; THENCE,north 16°23'west 100 feet; THENCE,north 10°30'west 100 feet; THENCE,north 4°42'west 100 feet; THENCE,north 0°58'east 100 feet; THENCE,north 6°35'east 255 feet; THENCE,north 10°32'east 48 feet toa point inthe west right-of-way line of the Missouri Pacific Railroad,said point being furtherdescribed as being 715 feet north of the projection of the Missouri Pacific Rr.ilroad north right- of-way line that bears,north 58°05'west (called north 57°!11'west); THENCE,north 11°21'east (called north 11»42'east)486.1 feet to a point in the westright-of-way line of Missouri Pacific Railroad; THENCE,south 87°44'east 100 feet to the POINT OF BEGINNING. -6-