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Ordinance No. 1,807^\ ORDINANCE NO.1807 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,AUTHORIZING THE MAYOR TO EXECUTE ANDTHE CITY CLERK TO ATTEST TO AN INDUSTRIAL DISTRICT CONTRACT BETWEEN GULF OIL 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 forthe creation of industrial districts within the extraterritorial jurisdiction of cities;and WHEREAS,pursuant to such Municipal Annexation Act and inthe interest of further cooperation with industry and the economic enhancement of Baytown,the City Council of the City of Baytown enacted Ordinance No.893,dated the 28th day of September,1967,designating a part of its extraterritorial jurisdiction as an industrial district known as Baytown In dustrial District No.2;and WHEREAS,a portion of Gulf Oil Corporation's Cedar Bayou Plant is located within Baytown Industrial District No. 2;and WHEREAS,the City Council of the City of Baytown and Gulf Oil Corporation desire to enter into a new industrial district contract;NOW THEREFORE, BE IT ORDAINED BY THECITY COUNCIL OF THE CITY 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 toan industrialdistrict contract between Gulf Oil Corporation and the 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. r ~ Section 2:Effective Date:This ordinance shall take effect iinmediately from and after its passage bythe 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 4th day of June,1975. • U TOM GENTRY,Mayor ATTEST: EDNA OLIVER,City Clerk APPROVED: NEEL RI2HJTRDS0N,City Attorney -2- EXHIBIT "A" /% INDUSTRIAL DISTRICT AGREEMENT BETWEEN GULF OIL 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 GULF OILCORPORATION,a Pennsylvania corporation with a permit to engage in business in theState of Texas,hereinafter referred to as "Gulf": WITNESSETH; WHEREAS,Baytown has a history of cooperating with industries located within and near its city limits;and WHEREAS,the City Council of the City of Baytown is ofthe considered opinion thatsuch cooperation results in economic growth and stability for Baytown and its adjacent areas;and _V'* WHEREAS,the Texas Legislature in 1963 adopted the "Municipal Annexation Act,"Article 970a,Revised Civil Statutes of Texas,which provides for the creation of In dustrial Districts within the extraterritorial 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 of Baytown enacted Ordinance No.893,dated the 28th day of September, 1967,designating a part of its extraterritorial jurisdiction as an Industrial District known as Baytown IndustrialDistrict No.2;and WHEREAS,the City Council desires that that portion of Gulf's Cedar Bayou Plant and facilities in Appendix A be included in the Baytown Industrial District No.2 and further desires to enter into this contractual agreement with Gulf for this purpose;and l WHEREAS,Gulf's Cedar Bayou Plant includes both real and personalproperty in its refining and chemical, manufacturing and research facilities,including any office facilities used in direct support of these operations and either situated contiguous thereto or separated by public roads;NOW THEREFORE, In consideration of the promises and of the mutual covenants and agreements herein contained,it is agreed by and between Gulf and the City of Baytown as follows: 1.The City of Baytown hereby agrees that all of the landand improvements thereon owned,used,occupied, leased;rented or possessed by Gulf within the area designated as Baytown Industrial District No.2 by Ordinance No.893 and amendments thereto which Industrial District is more particularly described in App.erid.ix 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 tobe annexed anyof such property during the term of this agreement.The City further agrees, promises and guarantees thatduring the term of this agreement the City of Baytown shall not apply or purport to apply any ordinance,rule or regulation to such property except 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 regulations (a)governing plats andthe subdivision of land; (b)prescribing any zoning,building,electrical,plumbing or inspection code or codes;and (c)attempting to exercise in any manner whatsoever control over the conduct of Gulf's business thereon.The City further agrees that during the -2- term of this Agreement,it will not levy or purport to levy ad valorem taxes against any real or personal property owned,used,occupied,leased,rented,or possessed by Gulf within the property boundaries described in said Appendix A. 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 Gulf's Cedar Bayou 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)sewer or water service,(2)police protection, (3)fire protection,(4)road or street repairs,and (5) garbage pickup service. 3.Gulf andthe City of Baytown recognize that in the past Gulf has paid a shareJbf^the needed revenue for operating the City and providing services for its residents. It is further recognized that during the next succeeding seven years the City of Baytown will experiencepopulation growth as a result of industrial expansion which will ne- cessitate increased revenue to provide expanded service and facilities.In view of this increased need for revenue, Gulf agrees to pay the City of Baytown an Industrial District payment onor before January 31 of each year during the term of this agreement an amount to be calculated on the basis of the following formula,except for calendar years 1975 and 1976 as hereinafter provided in Paragraph 4: Gulf's Industrial District value,as defined below,x 0.06x the property tax rateper $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. -3- In applying the above formula,the factor referred to as "Gulf's Industrial District Value"shall be defined as: (A)Thefair market value of Gulf's Cedar Bayou Plant within theCity's jurisdiction as of January 1 ofthe 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 Gulf's Cedar Bayou Plant annexed to the City of Baytown,which is twenty (20%)percent of the fair market value within the City's jurisdictional area as of January 1 of the calendar yearnext preceding the calendar year in which such January 31 due date falls,exce'pt-for calendar years 1975 and 1976 as hereinafter pTrovided. Annual payments under this Agreement shallbe calculated by the 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 the 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 Gulf and should Gulf take exception to the fair market value of such property as determined by the Board and should the Board and Gulf be unable,through negotiations,to reach a mutually acceptable fair market value onor before September 1 of the calendar yearnext preceding the calendar year in which such January 31 due date falls,then either party may request dis determination of such agreement by a mutually acceptable arbitrator.The cost of such arbitrator shall be shared equally bythe City of Baytown and Gulf,andsuch arbitrator's -4- determination shall be finaland binding unless either party within thirty (30)days after such arbitrator's determination is received bythe 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 mutually acceptable arbitrator,each party shall nominate one arbitrator andthe arbitrators so nominated by the parties shall select a thirdarbitrator whowill act with them 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 bf Equalization,by Gulf,or some intermediate value.The cost of such arbi tration panelshall be shared equally by the City of Baytown and Gulf,and such panel's determination shall be final and binding unless either party within thirty (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 marketvalue of property and improvements as used herein,the Board of Equalization and any arbitrator or arbitration panel shall base its determination on the replacement cost of comparable present day facilities considering and giving effect to sound engineering valuation practices relative to service life,life expectancy, process and functional obsolescence. -5- 4.Gulf and the City of Baytown recognize the necessity of uniform application of Industrial District provisions.Gulf andthe City further recognize that such uniform application will require some annexation of Gulf's CedarBayouPlant in 1975. Itis agreed and understood between Gulfand the City of Baytown that Gulf's annual payment due January 31, 1975 and January 31,1976 shall be based upon the formula hereinabove referred to in Paragraph 3 asif twenty (20%). per cent of the value of Gulf's Cedar Bayou Plant had been previously annexed bythe City of Baytown. 5.If any disagreement arises between the parties concerning the interpretation of this Agreement orthe decisions of the arbitrator or arbitration panel provided for hereunder,it is agree'd-that either of said parties may petition any Civil District Court^of Harris County,Texas, for a Declaratory Judgment determining said controversy and the cause shallbe tried as othercivil causes in which plaintiff must establish by a preponderance of the evidence the correct interpretation of valuation.Pending final determination of saidcontroversy,Gulf shall pay to the City of Baytown on the due date the same amount which it paid to the Cityforthe last preceding period as to which there was no controversy concerning the amount owed by Gulf to the City.Gulf agrees to tender the amount of potential liability to the registry of the Civil District Court, Harris County,Texas,pending final determination of the controversy beyond any further appeal. -6- 6.All payments of the City of Baytown provided for herein shall be made to the City at the City Hall in Baytown,Texas.If any payment is not made on or before the due date,the samepenalties,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 toany payment which may be found to have been deficient as the result of proceedings provided for in Section 5 hereof. The City shall have a lienupon any delinquency in Industrial District payment. 7.If any other municipality attempts to annex anyland or property owned,used,occupied,leased,rented or possessed by Gulf within the area designated as Baytown Industrial District No.2,morejparticularly described in Appendix A to this agreement,or if the creation of any new municipality should be attempted so as to include within its limits any of such land or property,the City of Baytown shall,with the cooperation of Gulfseek injunctiverelief against any such annexation or incorporation,andshall take such other legal steps as may be necessary or advisable under the circumstances.Thecost of suchlegal steps, including fees of attorneys (other than the City Attorney) retained by mutualagreement of the parties,shall be paid by Gulf.Should the City refuse orfailto comply with its obligation under this paragraph,Gulf shall have the right to seek such legal or equitable relief as it deems necessary or advisable in its own name or in the name of the City and, if necessary,Gulf may join the City as a party to any such legal action. —7— If the City and Gulf are unsuccessful in preventing any such attempted annexation or incorporation,Gulf shall have the right to terminate this Agreement as to any property so annexed or incorporated retroactive to the effective date of such annexation or incorporation,or Gulf may continue this Agreement in full force and effect;provided,however, that Gulf'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 Gulf to the City of Baytown after the effective date of such annexation or incorporation and if Gulf elects to terminate this Agreement as above provided,then as to such property so annexed or incorporated such payment shall be refundedby the City to Gulf. 8.The City of Baytown and Gulf mutually recognize that the health and welfare of Baytown residents require adherence to high standards of quality in theair emissions, water effluentsand noise,vibration and toxic levels of those industries located in the Baytown Industrial District No.2.To this end,Gulf and the City agree that the same standards and criteria relative to noise,vibration and toxic levels which are adopted by the City and applicable to portions of the City adjacent to Gulf's CedarBayou Plant shall also be applicable to the plant within the Industrial District;provided however,thatsaid standards andcriteria,if adopted,shall not operate to prohibit or restrain any activities presently carried onby Gulf within the Industrial District and the City at present levels of operation and -8- 0 under presently existing operating conditions.Gulf further agrees to abide by the rules and regulations andthe permits issued to it by the Environmental Protection Agency,the TexasWater Quality Board,the Texas Air Control Board,and any other governmental agencyhaving legal authority in these matters.In this connection,it is recognized between the parties that these agencies are charged with the responsibility 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 responsibility, 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 .io^air and water quality as are established by law,rule,regulation or permit.It is also agreedthat no violation of any standards or criteria adopted by the City shall be a reason for termination of this Agreement. 9.This Agreement shall be for a term of seven (7)years from 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 Gulf Oil Corporation andthe City of Baytown,dated January 31,1968. -9- V 10.The benefits accruing to Gulf under this Agreement shall also extend to Gulf's "affiliates"and to any properties owned or acquired by said affiliates within the area described in Appendix A to this Agreement,and wherereference is made herein to land,property and improvements owned by Gulf,that shall also include land,property and improvements owned by its affiliates.The word "affiliates" as used herein shall mean all companies with respect to which Gulf directly or indirectly,through one or more intermediaries at the time in question,owns or has the power to exercise the control overfifty (50%)percent or more of the stock having the right to vote forthe election of directors. 11.It is agreed byjttie parties to this Agreement that only full,complete 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 law for damages which either party may have, Gulf may enjoin the enactment or enforcement of any ordinance or charter amendment in violation of,or in conflict with, the terms of this Agreement and may obtain such other equitable relief,including specific performance of the Agreement,as is necessary to enforce its rights.It is further agreed that,should this Agreement be breached by Gulf,the City shall be entitled,in addition to any action atlaw for damages,to obtaixspecific performance of this Agreement and such other equitable relief necessary to enforce its rights.However,nothing contained herein shall be construed to give the City any right to terminate this Agreement on the basis of Gulf'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. -10- Jfl^^s 12.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 intent of this Agreement. EXECUTED IN DUPLICATE ORIGINALS this day Of ,A.D.,19 . ATTEST: GULF OIL CHEMICALS COMPANY A Division of Gulf Oil Corporation ATTEST: CITY OF BAYTOWN TOM GENTRY, EDNA OLIVER,City Clerk -11- 0 Tract No.1: —\jjt/P™"V--iff"''**, Field Notes APPENDIX for Industrial A District No.2 BEGINNING at the Point of Intersection of the South right of way line of U.S. Highway 10 with the East right of way line of Sjolander Road; THENCE,Southerlyalong the East right of way line of Sjolander Road and being also the West line of Gulf Oil Corporation 66.583 acre tract of land to the North line of Needlepoint Road; THENCE,Easterly along the North right of way line of Needlepoint Road being also the centerline of Cedar Bayou Stream; THENCE,Northerly with the meanders of the centerline of Cedar Bayou Stream to the South right of way line of U.S.Highway 10; THENCE,Westerly along the South right of way line of U.S.Highway 10 to the POINT OF BEGINNING. f Tract No.2; BEGINNING at the Point of Intersection of the North right of way line of U.S. ■Highway 10 with the East right of way line of Sjolander Road; THENCE,Easterly along the North right of way line of U.S.Highway 10 to the centerline of Cedar Bayou Stream; THENCE,Northerly with the meanders of the centerline of Cedar.Bayou Stream tothe Northeast corner of that certain 16.059 acre tract conveyed to Gulf Oil Corporation by J.M.Huber Corporation,as described in deed recorded in Vol ume 4964,at Page 354 of the Harris County Deed Records,Harris County, Texas;* THENCE,Westerly along the North lineof the aforementioned 16.059 acre tract to the Northwest right of way line of the Dayton-Goose Creek Railroad; THENCE,Northeasterly along the Northwest right of way line of the Dayton-Goose Creek Railroad to the centerline of the new dredged channel of Cedar Bayou Stream; THENCE,Northwesterly with the meanders of the centerline of the newly dredged channel of Cedar Bayou Stream to the most Northerly corner ofthat certain tract of land conveyed to Gulf Oil Corporation by S.R.Williams,as described in deed recorded in Volume 239,at Page 176 of the Chambers County Deed Records, Chambers County,Texas,said point also being in the centerline of the old Cedar Bayou Stream; THENCE,Southerly with the meanders of theold CedarBayou Stream to the North line of that certain 650.78 acre tract owned by Gulf Oil Corporation; THENCE,Westerly along the North line of the said 650.78 acre tract to the East right of way line of Sjolander Road; THENCE.South09 degrees 28 minutes 15 seconds West over and across Sjolander Road,and continuing with the West line of the aforementioned 650.78 acre tract; THENCE,North 80 degrees 30 minutes 50 seconds East along the South line of the aforementioned 650.78 acre tract a distance of 254.75 feet to the East right of way line of Sjolander Road. THENCE,Southerlyalong the East right of way line of Sjolander Road to the POINT OF BEGINNING. SAVE ANDEXCEPTTHE FOLLOWING: BEGINNING at a concrete monument on the South right of way lineof Interstate Highway 10,said concrete mon ument being Northwest corner of 106.254 acre tract transferred to J.M.Huber Corporation by Gulf Oil Corporation by deed under date of November 30,1962of record in Volume 4964,Page 351 of the Deed Records of Harris County,Texas; THENCE South 64°05'West a distance of 519.30 feet to a point alongSouth right of way line of Interstate Highway 10; THENCE North 09°29'50"West 460.25feet across Inter state Highway 10 to a point beyond the North right of way line of said highway; THENCE South 80o30'10"West a distance of 1900.00feet to a point; THENCE North 09o29'50"West a distance of 3613.10 feet to a point; THENCE North 80o30'10"East a distance of 2400.00 feet to a point; THENCE South 09°29 •5jO".East a distance of 3938.35feet across Interstate Highway iO righ.t of way to the Place Of BEGINNING.J ^ Being a tract containing 203.57 acres,of which 3.57 acres is Interstate Highway 10 right of way.(Gulf Tract) BEGINNING at a point on the South right of way line of Interstate Highway 10,said pointbeing 1,169.79 feet South 64 degrees 05 minutes West of the intersection of the West line ofthe Huber Corporation property andthe South right of way line of Interstate Highway 10; THENCE,South 64 degrees 05 minutes West along the South right of way line of Interstate Highway 10 a distance of 1,422.70 feet to a concrete monument for the Northwest corner of this tract; THENCE South 09 degrees 29 minutes 50 secondsEast parallel with the West lineof said Huber Corporation tract,at 1,464.58 feetpass concrete monument,and in all'1,494.58 feet to a point in Needle Point Road on the South line of Share "B"for the Southwestcorner of the herein described tract; THENCE,North 80 degrees 30 minutes 50 seconds East along Needle Point Road and the South line of Share "B" a distance of 1,364.68 feet to the Southeast corner of this tract; THENCE,North 09 degrees 29 minutes 30 seconds West parallel to the West line of said Huber Corporation tract a distance of 1,896.99 feet to the South right of way line of Interstate Highway 10,being the POINT OF BEGINNING,and containing 53.127 acres of land out of Share "B,"Wm.Bloodgood Survey,Harris County,Texas. (J.M.Huber Tract)