Ordinance No. 14,201ORDINANCE NO. 14,201
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE
AND THE CITY CLERK TO ATTEST TO AN INDUSTRIAL DISTRICT
AGREEMENT WITH NRG TEXAS POWER LLC; AND PROVIDING FOR
THE EFFECTIVE DATE THEREOF.
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BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes
and directs the Mayor and City Clerk of the City of Baytown to execute and attest to an
Industrial District Agreement with NRG Texas Power LLC. A copy of said Industrial District
Agreement is attached hereto, marked Exhibit "A" and incorporated herein for all intents and
purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by
the City Council of the City of Baytown.
INTRODUCED, READ, and PASSED by the affirmative vote of the City Council of the
City of Baytown, this the 261h day of September, 2019.
BRANDON CAPETILLO, Ma r
ZTTT:
A BRYSCH, ' y Cler
APPROVED AS TO FORM:
NACIO RAMIREZ, SR , ity Attorney
Ell
-■e"
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R: Karen.FiI&City Council\Ordinances\20191September 2611DAwithNRGTexasPowerLLC.doc
Exhibit "A"
Industrial District Agreement
This Industrial District Agreement ("Agreement") is made and entered into between the
City of Baytown, Texas, a municipal corporation in Harris and Chambers Counties, Texas,
hereinafter also referred to as 'Baytown" or "City," and NRG Texas Power LLC, a Delaware
limited liability company, hereinafter referred to as "Property Owner." In consideration of
the promises and of the mutual covenants and agreements herein contained, it is agreed by
and between the City and Property Owner as follows:
I.
Parties
This Agreement is made under the authority of Texas Local Government Code
Annotated §42.044 (Vernon 1993), article XI, §5 of the Texas Constitution and other
applicable law. The parties to the Agreement and their addresses are:
The "City"
City of Baytown
Attn: City Manager
P.O. Box 424
Baytown, TX 77522
Copy to:
City of Baytown
Attn: City Attorney
P.O. Box 424
Baytown, TX 77522
2. The "Property Owner"
NRG Texas Power LLC
Attn: President
910 Louisiana
Houston, TX 77002
Tax Statement Address:
NRG Texas Power LLC
Attn: Property Tax Department
910 Louisiana
Houston, TX 77002
II.
Identification of Property and Industrial
District
This Agreement includes provisions concerning certain real estate and tangible personal
property owned or leased by the Property Owner. Real estate located outside the corporate
limits of the City is sometimes referred to herein as the "affected area," and it is described in
Exhibit A, which is attached to this Agreement and made a part hereof. Acting pursuant
to the above mentioned authority, the City Council of the City has by ordinance, designated the
affected area as an industrial district, the same to be known as Baytown Industrial District
No. 3 (the "Industrial District").
III.
Term
The term of this Agreement is seven tax years, from 2019 through 2025, unless it is
sooner terminated under the provisions hereof. This Agreement shall be effective and
binding on the parties hereto upon execution hereof on behalf of the parties to this Agreement
and shall remain in effect for seven years. This Agreement supersedes any prior existing
agreements between the Property Owner and the City relating to the subject matter specific to
the term hereof.
IV.
Limited Immunity from Annexation by the City
In consideration of the obligations of the Property Owner herein set forth, the City
hereby guarantees for the term of this Agreement the immunity of the affected area from
annexation of any type by the City except for such parts of the affected property as may
be necessary to annex property owned by third parties within the Industrial District that the
City may decide to annex. Additionally, this Agreement shall not affect the continuation of
any limited purpose annexation status to which the affected area is now subject.
V.
Industrial District Payment
As part of the consideration for the City's undertakings as set forth above, the Property
Owner agrees to pay to the City on or before December 31 St of each year during the term
hereof a sum of money equal to:
(1) the fair market value as agreed to and stipulated by the parties to be as follows
for each year indicated:
2
2019
i
$19,682,215.00
2020
$19,682,215.00
2021
$19,682,215.00
2022
$19,682,215.00
2023
$19,682,215.00
2024
$19,682,215.00
2025
$19,682,215.00
hereinafter referred to as the "Base Value," multiplied by
(2) the property tax rate per $100.00 of assessed valuation adopted by the City
Council for the City, multiplied by the applicable Yearly Payment Rate as
detailed below:
TAX YEAR
YEARLY
PAYMENT
RATE
2019
.66
2020
.66
2021
.66
2022
.66
2023
.66
2024
.66
2025
.66
VI.
Valuations and Collections
A.
Generally
The parties hereto recognize that said Chambers County Appraisal District is not
required to appraise for the City the land, improvements, and tangible property, real or mixed, in
the affected area, which is not within the corporate limits of the City, for the purpose of
computing the payments hereunder. For the purpose of providing a procedure for determining
and collecting the amounts payable by the Property Owner hereunder, there are hereby adopted
and made a part hereof all provisions of the Constitution and statutes of the State of Texas
pertaining to ad valorem taxation as amended throughout the term of this Agreement (including,
in particular, the Texas Property Tax Code), except, however, that (i) to the extent that any of
such provisions would require the assessment of the Property Owner's property on an equal and
uniform basis with property in the general corporate limits of the City, the provisions of this
Agreement will control where in conflict with the provisions of such laws and (ii) the
income method of appraisal as described in Section 23.012 of the Texas Property Tax Code
shall not be limited to only properties for which a rental market exists. Specifically, nothing
contained herein shall limit the income method of appraisal specified in Section 23.012 of the
Texas Property Tax Code to only properties for which a rental market exists, instead if such
method is used, the chief appraiser shall:
1. use income and expense data pertaining to the property, if possible and applicable;
2. make any projections of future income and expenses only from clear and
appropriate evidence;
3. use data from generally accepted sources in determining an appropriate
capitalization rate; and
4. determine a capitalization rate for income -producing property that includes a
reasonable return on investment, taking into account the risk associated with
the investment.
The parties agree that the fair market value of the Property Owner's land,
improvements, and tangible property subject to Subsections B and C of this section shall be
determined in accordance with the market value computation contemplated in the Texas
Property Tax Code for the purpose of calculating the Property Owner's payment under this
Agreement on properties annexed or disannexed subsequent to the commencement of this
Agreement. The City may choose to use the appraised value as finally determined by the
Chambers County Appraisal District (or through administrative or judicial appeal of the
Chambers County Appraisal District's determination), or by appraisal conducted by an
independent appraiser of the City's selection at the City's expense. The determination of fair
market values by the City shall be final and binding unless the Property Owner within thirty
(30) days after receipt of the City's determination petitions for a Declaratory Judgment to the
Civil District Court of Chambers County, Texas, as provided for by Section XIII hereof. Nothing
contained herein shall ever be construed as in derogation of the authority of the Chambers
County Appraisal District to establish the appraised value of land, improvements, and
tangible personal property in the annexed portion for ad valorem tax purposes.
B.
Adiustment of Base Value for Property Inside the Corporate Limits but Subsequently
Disannexed
Land, improvements and tangible property, real or mixed, of the Property Owner, which
is disannexed from the corporate limits of the City during the term of this Agreement, shall
become part of the affected area immediately upon disannexation. The value for such
disannexed land, improvements and tangible property, real or mixed shall be determined as
described in Subsection A of this Section based upon the year in which the property is
disannexed and shall be added to the Base Value specified in Article V each year after the
disannexation for purposes of payment hereunder.
C.
Adiustment of Base Value for Property Outside the Corporate Limits but Subsequently Annexed
Land, improvements and tangible property, real or mixed, of the Property Owner, which
is annexed into the corporate limits of the City during the term of this Agreement, shall be
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removed from the affected area the year after the annexation. The value for such annexed
land, improvements and tangible property, real or mixed shall be determined as described in
Subsection A of this Section based upon the year in which the property is annexed and shall be
subtracted from the Base Value specified in Article V each year after the annexation for
purposes of payment hereunder.
D.
Statements
The City shall mail one statement to the Property Owner on or about December 1 of
each year showing the total amount due on December 31 of such year pursuant to this
Agreement. Such statement shall be mailed to the "Tax Statement Address" noted in this
Agreement. Any amounts due on December 31 that are not paid when due shall become
delinquent on January 1 of the following year. Provided, however, if the tax statement is
mailed after December 10, the delinquency date is postponed to the first day of the next
month that will provide a period of at least 21 days after the date of mailing for payment of
the amount due. Delinquent amounts shall be immediately subject to the same penalties,
interest, attorneys' fees and costs of collection as recoverable by the City in the case of
delinquent ad valorem taxes. The City shall have a lien upon the Property Owner's land within
the affected area upon any delinquency in the Industrial District Payment.
E.
Valuation Contests
If any differences concerning the appraised values shall not have been finally
determined by the due date of the Property Owner's payment hereunder and the Property
Owner is pursuing through a declaratory judgment action as specified in Subsection A, the
Property Owner shall, without prejudice to such action, pay to the City by December 31 of each
year (subject to the exception in the preceding paragraph for statements mailed after December
10), such amount as is provided in the Texas Property Tax Code, as amended throughout the
term of this Agreement, for payments made under such conditions by owners of property within
the general corporate limits of the City subject to ad valorem taxation. Any refund payable
by the City to the Property Owner hereunder shall be paid within 60 days after receipt by the
City of both Chambers County Appraisal District's form notification that the appraised value of
the property has been reduced and a written refund request by the Property Owner; if not paid
timely, the refund amount shall bear interest at the rate specified in Section 2251.025 of the
Texas Government Code beginning 60 days after the City received both the Property Owner's
written refund request and the Chambers County Appraisal District's formal notification that
the appraised value of the property has been reduced.
R
V II.
Compliance with Law
The City and the Property Owner mutually recognize that the health and welfare of
Baytown residents require adherence to high standards of quality in the air emissions, water
effluents and noise, vibration and toxic levels of those industries located in the Industrial
District, and that development within the District may have an impact on the drainage of
surrounding areas. To this end, the Property Owner and the City agree that the same standards
and criteria relative to noise, vibration and toxic levels and drainage and flood control which are
adopted by the City and made applicable to portions of the City adjacent to the Industrial
District shall also be applicable to the affected area. The Property Owner agrees that any
industrial or other activity carried on within the affected area will be constructed in strict
compliance with all applicable valid state and federal air and water pollution control standards.
If the Property Owner's property within the affected area is subject to the Occupational Safety
and Health Act, 29 U.S.C. 65, et seq., as amended, then the Property Owner shall undertake to
ensure that its facilities and improvements in the affected area comply with the applicable fire
safety standards of such act and the resolutions from time to time promulgated hereunder (the
"OSHA Standards"), but there shall be no obligation to obtain any permits of any kind from the
City in connection with the construction, operation or maintenance of improvements and
facilities in the affected area not located within the corporate limits of the City. Nonetheless, the
Property Owner agrees that any structure built within the affected area shall be built in
accordance with the building code adopted by the City in effect at the time of construction.
The City and the Property Owner recognize that activities in the City's industrial
districts are subject to regulation by other governmental entities, including the state and federal
governments and their various departments and agencies. The City and the Property Owner
also recognize that the City may have an interest in activities in the City's industrial districts
that are regulated by other governmental entities. Nothing in this Agreement is intended to limit
the City's right and authority to communicate its interest in, or opposition to, those activities to
the applicable regulatory agencies or to participate, to the extent allowed by law, in any related
administrative or judicial proceeding.
VIII.
Inspections
The Chief Appraiser of the Chambers County Appraisal District and the City or its
independent appraiser shall have the same right to enter and inspect the Property Owner's
premises and the same right to examine the Property Owner's books and records to determine
the value of the Property Owner's properties as are provided in the Texas Property Tax Code as
amended.
IX.
Default
A.
Default by Property Owner
In the event of default by the Property Owner in the performance of any of the terms of
this Agreement, including the obligation to make the payments above provided for, the City
shall have the option, if such default is not fully corrected within sixty (60) days from the
giving of written notice of such default to the Property Owner to either (i) declare this
Agreement terminated or (ii) continue the term of this Agreement and collect the payments
required hereunder. Notwithstanding anything to the contrary contained herein, should the
City determine the Property Owner is in default according to the terms and conditions of
Section VII hereof, the City shall notify the Property Owner in writing by U.S. Mail,
certified return receipt requested, at the address stated in this Agreement, and if such default is
not cured within sixty (60) days from the date of such notice (the "Cure Period") then such
failure to cure shall constitute a material breach of this Agreement; provided that, in the case of
a default under Section VII for causes beyond the Property Owner's control that cannot with due
diligence be cured within such sixty (60) day period or in the event that the failure to cure
results from ongoing negotiations with federal or state officials, administrative proceedings or
litigation regarding the necessary cure steps, then the cure period shall be extended until such
negotiations, administrative proceedings or litigation are concluded.
B.
Default by City
In the event of default by the City, the Property Owner may, if such default is not fully
corrected within 60 days from giving written notice of such default to the City, terminate this
Agreement. Upon such termination, both the Property Owner and the City shall be relieved
of all further obligations hereunder, but the Property Owner shall not be relieved of the
obligation to pay any amounts that accrued prior to such termination. In the event of
termination, the City shall have the right to repeal the ordinance designating the affected area
as an industrial district. Provided, however, if the termination occurs as a result of the
City's exercising its option to terminate (as provided in the first sentence of this Section IX),
the City shall not have the right to annex the affected area into the general corporate limits of
the City so as to subject the affected area to ad valorem taxes for any part of the period covered
by the Property Owner's last payment hereunder.
X.
Notice
Any notice to the Property Owner or the City concerning the matters to which
the Agreement relates may be given in writing by registered or certified mail addressed to the
Property Owner or the City at the appropriate respective addresses set forth on the cover page of
this Agreement. Any such notice in writing may be given in any other manner. If given by
7
registered or certified mail, the notice shall be effective when mailed. With the exception of
annual bills for payments due herein, notice given in any other manner shall be effective when
received by the Property Owner or the City, as the case may be.
XI.
No Further Expansion of Taxing Jurisdiction
Nothing herein contained shall be construed to change or enlarge the jurisdiction, power
or authority of the City over or with respect to the affected area as prescribed by applicable law,
except as specifically provided in this Agreement. The Property Owner shall not be obligated
by virtue of this Agreement, or the establishment of the industrial district covering the affected
area not within the corporate limits of the City, to make any payments to the City in the
nature of a tax or assessment based upon the value of the Property Owner's property in the
affected area during the term of this Agreement other than the payments specified herein.
Specifically, the Property Owner shall not be liable for any City taxes within the affected area,
including, without limitation, City ad valorem taxes on taxable property within the affected area.
XII.
Reimbursement for Services
If the Property Owner requests and receives mutual aid firefighting assistance and
is a member of Channel Industries Mutual Aid organization ("CIMA") or similar
organization, the Property Owner shall reimburse the City for costs incurred by the City in
providing fire protection services to the Property Owner as shall be provided in the charter,
bylaws and agreements pursuant to which CIMA or such similar organization is organized and
operates. If the Property Owner requests and receives mutual aid firefighting assistance and is
not a member of CIMA or a similar organization, then the Property Owner shall be required to
reimburse the City for costs actually expended by the City in providing any firefighting
assistance to the Property Owner, including chemical and personnel costs.
XIII.
Declaratory Judgment Action
If any disagreement arises between the parties concerning the interpretation of this
Agreement, it is agreed that either of the said parties may petition any Civil District Court of
Harris County, Texas, for a Declaratory Judgment determining said controversy and the
cause shall be tried as other civil causes. If the controversy affects an Industrial District
Payment, the Property Owner shall, pending final determination of said controversy, pay to the
City on the due date the same amount which was paid to the City for the last preceding
period as to which there was no controversy concerning the amount owed by the Property
Owner to the City. The Property Owner agrees to tender any additional amount of potential
liability to the registry of the Civil District Court, Harris County, Texas, pending final
determination of the controversy beyond any further appeal.
8
XIV.
Assignment
This Agreement shall not bestow any rights upon any third party, but rather, shall bind
and benefit the Property Owner and the City only. If the Property Owner conveys all or any
part of the property then covered hereby, the Property Owner shall notify the City within 30
days of the conveyance and shall thereafter cease to be obligated with respect to the property so
conveyed and the Base Value shall be apportioned between the Property Owner and the grantee
based upon the property conveyed, only if the grantee thereof enters into an Industrial District
Agreement with the City with respect to such property so conveyed. No right or obligation
under this Agreement may be sold, assigned or transferred.
XV.
Authority
The Property Owner covenants that it has t:
by virtue of being either the legal or equitable of
leasehold estate) in the land comprising the affected
expiration date of this Agreement. Additionally, i
behalf of the parties hereby represent that such of
Agreement and to bind the party he represents.
e authority to enter into this Agreement
,ner of a possessory estate (including a
area, which will not terminate before the
ie officers executing this Agreement on
cers have full authority to execute this
XVI.
No Municipal Services
It is agreed that during the term of this Agreement, the City is under no obligation to
provide any governmental, proprietary or other municipal services to the affected area.
Specifically, but without limitation, it is agreed that the City shall not be required to furnish (1)
sewer or water service, (2) police protection, (3) fire protection (4) road or street repairs, and (5)
garbage pickup service.
XVII.
Severability
If any provision of this Agreement, or any covenant, obligation or agreement contained
herein, including, without limitation, that term hereof, is determined by a court to be invalidated
or unenforceable, such provision, covenant, obligation or agreement shall be reformed so as to
comply with applicable law. If it is not possible to so reform such provision, covenant,
obligation or agreement, such determination shall not affect any 'other provision, covenant,
obligation or agreement, each of which shall be construed and enforced as if the invalid or
unenforceable portion were not contained herein. Provided, further that such invalidity or
unenforceability shall not affect any valid and enforceable provision thereof, and each such
provision, covenant, obligation or agreement shall be deemed to be effective, operative, made,
entered into or taken in the manner and to the full extent permitted by law. Notwithstanding
the above, if the application of this Section XVII requires reformation or revision of any term
that removes or materially diminishes the obligation of the Property Owner to make the
payments to the City described herein (except in the event of a reformation that shortens the
term of this Agreement), the City shall have the option to declare this Agreement terminated.
XVIII.
Complete Agreement
This Agreement contains all the agreements of the parties relating to the subject
matter hereof and is the full and final expression of the agreement between the parties.
XIX.
Non -waiver
Failure of either party hereto to insist on the strict performance of any of the
agreements herein or to exercise any rights or remedies accruing thereunder upon default or
failure of performance shall not be considered a waiver of the right to insist on and to enforce
by an appropriate remedy, strict compliance with any other obligation hereunder to exercise any
right or remedy occurring as a result of any future default or failure of performance.
XX.
Ambiguities
In the event of any ambiguity in any of the terms of this Agreement, it shall not be
construed for or against any party hereto on the basis that such party did or did not author the
same.
XXI.
Headings
The headings appearing at the first of each numbered section in this Agreement are
inserted and included solely for convenience and shall never be considered or given any effect
in construing this Agreement or any provision hereof, or in connection with the duties,
obligations or liabilities of the respective parties hereto or in ascertaining intent, if any question
of intent should arise.
XXII.
Choice of Law, Venue
This Agreement shall in all respects be interpreted and construed in accordance with and
governed by the laws of the State of Texas and the City, regardless of the place of its execution
10
or performance. The place of making and the place of performance for all purposes shall be
Baytown, Harris County, Texas.
XXIII.
Agreement Read
The parties acknowledge that they have read, understand and intend to be bound by
the terms and conditions of this Agreement.
IN WITNESS WHEREOF, this Agreement is executed in multiple counterparts on behalf
of the Property Owner this _jeday of to I ttx-&K , 2019, and on behalf
of the City this day of �— , 2019.
NRG TEXAS POWE C
By.
Ga fah rro it ¢-
Printed Name
Title
STATE OF N J br y
COUNTY OF / 4eMt✓ I
''r-e.t-rq re r-
Before me, _ '�> hord m , the undersigned notary public,
on this day personally appeared A W & , the Sur,, r-
of NRG Texas Power LLC, the owner of the affected property, known to me to be the person
whose name is subscribed to the foregoing instrument and acknowledged to me that he executed
the same for the purposes, in the capacity, and for the consideration therein expressed.
SUBSCRIBED AND SWORN before me this V day of SePlemher , 2019.
. — /-O,-av &4 Z� -
Notary Public in and for the a of KJ7-
EDEBORAH R. FRY .
Notary Public, stateo!ov.Jersey
.p.-Ys.
My Commission ExRares
October 23. 20'-*"
CITY OF BAYTOWN
BRANDON CAPETILLO, Mayor
ATTEST:
LETICIA BRYSCH, City Clerk
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR., City Attorney
WADE NICKERSON, Finance Director
cobfs0I legal Karen Files Contracts Industrial District Agreements NRG Texas Power LLC NRG Texas Power LLC -Existing Company IDA --Now Logistics.docx
12
EXHIBIT "A'
PAGE 1 OF 14
A 324.435-acre tract out of the Christian Smith League, Abstract 22, Chambers
County, Texas, being out of a called 413.081 acre tract of land described in a deed to
Texas Genco and recorded under Chambers County Clerks File Number 69528.
All coordinates and bearings stated herein are referred to the Texas Coordinate
System of 1927, South Central Zone, as defined in the Texas Natural Resources Code,
section 21.071 et seq. With the coordinates based on a found concrete monument with
brass disk (S=580.00 E=130.00) having Grid values of: Northing (1I=718,271.55 and
Easting (X)=3,292,359.92 and the position of a found concrete monument with brass disk
(N=669.00 E=130.00) bearing . N 120 10'50" W.1,249.13 (found 0.13 feet long) and having
Grid values of: Northing (1)=719,492.42 and Easting (X7=3,292,096.39 per Reliant
Energy. All distances shown hereon are surface. To convert to grid distance, multiply by the
applied scale factor of 0.9998892. Said 324.435-acre tract is described by metes and
bounds as follows:
PARCEL PS12-CO2
413.081 ACRES
BEGINNING at a'/: -inch iron rod having Grid coordinates X=3,296,930.35; Y=722,047.91,
being the northeast corner of said Exhibit "A" (PS12-CO2). from which a found concrete
monument with brass disk for plant baseline monument (S=580.00 E=130.00) bears South
50026'04" West, a distance of 5,929.38 feet and from which a second concrete monument
with brass disk found for plant baseline monument (N=669.00 E=130.00) bears South
62°08'12" West, a distance of 5,468.49 feet and being in the westerly right-of-way line of
West Bay Road (an 80-foot wide right-of-way) as recorded in Volume 133, Page 487 of the
Deed Records of Chambers County;
J/60003950 CEDAR BAYOU UPDATE%Docs%CEOAR BAYOU MB.doc
Lest printed 1/30/2005 5.57 00 AM
EXHIBIT "A"
PAGE 2 OF 14
THENCE, South 07°35'47" East, with said westerly right-of-way line, a distance of 91.79
feet to a'/ -inch iron rod with plastic cap found for corner;
THENCE, South 06"27'04" East, continuing with said right-of-way line, a distance of
1,539.96 feet to a %-inch iron rod with plastic cap found for comer;
THENCE, South 06°26'36" East, continuing with said right-of-way line, a distance of 972.14
feet to a 3/.-inch iron rod with plastic cap found for corner;
THENCE, South 83°33'06" West, a distance of 10.00 feet to a %cinch iron rod found in the
westerly right-of-way line of West Bay Road (100-foot wide at this point) right-of-way as
recorded under Film Code No. 97-332-500 of the Chambers County Official Public Records
of Real Property;
THENCE, South 06°26'54" East, with said 100-foot wide right-of-way line, a distance of
788.91 feet to a %-inch iron rod found with plastic cap found for the northwest cutback
corner of the westerly right-of-way line of said West Bay Road with the northerly right-of-
way line of West Bay Road (80-foot wide right-of-way at this point) recorded in Volume 133,
Page 447 of the Deed Records of Chambers County;
THENCE, South 35°42'09" West, with said cutback, a distance of 66.72 feet to a '/cinch
iron rod found in the northerly right-of-way line of said West Bay Road;
THENCE, South 77051'12" West, with said northerly right-of-way line, a distance of 474.20
feet to a 3/.-inch iron rod with plastic cap found for corner;
THENCE, South 77055'20" West, continuing with said right-of-way line, a distance of
303.77 feet to a 5/8-inch iron rod found for corner;
THENCE, South 77049'10" West, continuing with said right-of-way line, a distance of
2,239.06 feet to a concrete monument found for corner;
THENCE, South 77049'00" West, continuing with said right-of-way line, a distance of
786.46 feet to a %-inch iron rod with plastic cap found for comer;
THENCE, North 12°24'50" West, continuing with said right-of-way line, a distance of 4.41
feet to a %-inch iron rod with plastic cap found for a corner of the herein described tract and
being a northeast corner of a called 5.368 acre tract recorded in Volume 297. Page 398 of
the Chambers County Deed Records;
THENCE, South 78° 12'00" West, with a northerly line of said 5.368 acre tract, a distance of
1,461.68 feet to a %-inch iron rod with plastic cap found for corner;
J 160003950 CEDAR BAYOU UPDATECOWCEDAR BAYOU MB doc
Last pnnted 1/3012006 6 57:00 AM
EXHIBIT "A"
PAGE 3 OF 14
THENCE, North 19031'50" West, with an easterly line of said 5.368 acre tract, a distance of
450.00 feet to a Winch iron rod with plastic cap found for a comer of the herein described
tract also being the most northerly northeast comer of said 5.368 acre tract;
THENCE, South 78012'00" West, with a northerly line of said 5.368 acre tract, a distance of
377.86 feet to a point for corner;
THENCE, South 28008'10" East, with the westerly line of said 5.368 acre tract, a distance
of 49.05 feet to the beginning of a curve to the right;
THENCE, southeasterly, with said curve to the right, having a radius of 1,454.50 feet,
through a delta angle of 17012'58", the chord bears South 19031'50" East, a distance of
435.40 feet for a total arc length of 437.04 feet to a point for comer;
THENCE, South 1005620 East, a distance of 7.37 feet to a point for corner;
THENCE, South 78012'00" West, a distance of 114.53 feet to a point in the westerly deed
line of a called 33.041 acre tract recorded in Volume 275, Page 81 of the Chambers County
Deed Records;
THENCE, with the called westerly deed lines of said 33.041 acre tract, a called 5.846 acre
tract, a called 68.766 acre tract recorded in Volume 283, Page 863, a called 4.0 acre tract
recorded in Volume284, Page 228 and a called 50.000 acre tract recorded in Volume 284,
Page 821, the following courses:
North 13*11'20" West, a distance of 138.83 feet;
North 20°27'00" West, a distance of 142.04 feet;
North 24006'20" West, a distance of 120.02 feet;
North 29006'30" West, a distance of 79.80 feet;
North 23055*29" West, a distance of 254.64 feet;
North 18015'00" West, a distance of 62.94 feet;
North 12052'00" West, a distance of 189.02 feet;
North 05013'40" West, a distance of 83.75 feet;
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EXHIBIT "A"
PAGE 4 OF 14
North 01 °09'40"
East, a distance of 51.59 feet;
North 02°20'20"
East, a distance of 67.54 feet;
North 03052'20"
East, a distance of 133.28 feet;
North 04"56'30"
East, a distance of 75.15 feet;
North 06'07'00"
East, a distance of 89.12 feet;
North 05°46'00"
East, a distance of 101.32 feet;
North 03°37'00"
West, a distance of 64.09 feet;
North 00*05'10"
West, a distance of 71.87 feet;
North 02054'30"
East, a distance of 59.16 feet;
North 05033'30"
East, a distance of 143.08 feet;
North 18022'00"
East, a distance of 147.62 feet,
North 25046'58"
East, a distance of 35.90 feet;
North 25"37'00"
East, a distance of 143.43 feet;
North 31 "25'00"
East, a distance of 128.22 feet;
North 40032'00"
East, a distance of 79.04 feet;
North 45052'00"
East, a distance of 77.81 feet;
North 55016'00"
East, a distance of 133.31 feet;
North 61 °54'00"
East, a distance of 145.61 feet;
North 71021'00"
East, a distance of 177.21 feet;
North 77056'00"
East, a distance of 101.39 feet;
North 66054'00"
East, a distance of 144.42 feet;
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EXHIBIT "A"
PAGE 5 OF 14
North 60°50'00"
East, a distance of 81.33 feet;
North 63°37'00"
East, a distance of 75.56 feet;
North 55057'00"
East, a distance of 165.66 feet;
North 4003245"
East, a distance of 305.26 feet;
North 31 °51'12"
East, a distance of 531.84 feet;
North 37°47'00"
East, a distance of 228.20 feet;
North 53"34'00"
East, a distance of 325.60 feet;
North 66031'00"
East, a distance of 107.50 feet;
North 89036'00"
East, a distance of 112.00 feet;
North 03005'00"
East, a distance of 45.70 feet;
North 87°05'00"
East, a distance of 142.40 feet;
South 82005'00"
East, a distance of 124.50 feet;
South 70002'00"
East, a distance of 167.60 feet;
South 74°18'00"
East, a distance of 204.10 feet;
South 88056'00"
East, a distance of 187.80 feet;
North 80024'00"
East, a distance of 159.60 feet;
North 65°12'00"
East, a distance of 88.40 feet;
North 49009'00"
East, a distance of 85.90 feet;
North 67°00'00"
East, a distance of 45.30 feet;
North 18°28'00"
East, a distance of 22.20 feet;
North 39°55'10"
East, a distance of 104.07 feet;
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EXHIBIT "A"
PAGE 6 OF 14
THENCE, North 2300930" East, a distance of 144.73 feet to a point in the southerly line of
a called 20.19 acre tract of land recorded in Volume 313, Page 250 of the Deed Records of
Chambers County;
THENCE, North 77*35'16" East, with the southerly line of said 20.19 acre tract, a distance
of 169.03 feet to a chain link fence comer found for comer;
THENCE, North 77035'16" East, continuing with said southerly line, a distance of 1,858.79
feet to the POINT OF BEGINNING and containing a computed area of 413.081 acres
(17,993,808 square feet) of land of which approximately 14 acres are within the Spoil
Disposal Area recorded in Permit No.7486 of the Galveston District Corps of Engineers.
SAVE AND EXCEPT THE FOLLOWING 3 PARCELS:
PARCEL PS12-010
19.102 ACRES
A 19.102-acre tract out of the Christian Smith League, Abstract 22, Chambers County,
Texas, and being out of the said 413.081 described in Exhibit "A" (PS12-0O2).
All coordinates and bearings stated herein are referred to the Texas Coordinate
System of 1927, South Central Zone, as defined in the Texas Natural Resources Code,
section 21.071 et seq. With the coordinates based on a found concrete monument with
brass disk (S=580.00 E=130.00) having Grid values of: Northing (10=716,271.55 and
Easting (X)=3,292,359.92 and the position of a found concrete monument with brass disk
(N=669.00 E=130.00) bearing . N 120 1 0'50"W.1,249.13 (found 0.13 feet long) and having
Grid values of: Northing (1)=719,492.42 and Easting (X)=3,292,096.39 per Reliant
Energy. All distances shown hereon are surface. To convert to grid distance, multiply by the
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EXHIBIT "A"
PAGE 7 OF 14
applied scale factor of 0.9998892. Said 19.102-acre tract is described by metes and
bounds as follows:
COMMENCING at a 1/2-inch iron rod having Grid coordinates X=3,296,930.35;
Y=722,047.91, being the northeast comer of said Exhibit "A" (PS12-CO2), from which a
found concrete monument with brass disk for plant baseline monument (S=580.00
E=130.00) bears South 50°26'04" West, a distance of 5,929.38 feet and from which a
second concrete monument with brass disk found for plant baseline monument (N=669.00
E=130.00) bears South 62008'12" West, a distance of 5,468.49 feet and being in the
westerly right-of-way line of West Bay Road (an 80-foot wide right-of-way) as recorded in
Volume 133, Page 487 of the Deed Records of Chambers County;
THENCE, South 0703547" East, with the easterly line of said Exhibit "A" (PS12-0O2), a
distance of 91.79 feet to a'/ -inch iron rod with plastic cap found for corner
THENCE, South 06°27'04" East, continuing with said easterly line, a distance of 1,539.96
feet to a %-inch iron rod with plastic cap found for corner;
THENCE, South 06°26'36" East, continuing with said easterly line, a distance of 972.14 feet
to a %-inch iron rod with plastic cap found for corner;
THENCE, South 83°33'06" West, a distance of 10.00 feet to a '/2-inch iron rod found for
corner;
THENCE, South 06°26'54" East, with said easterly line, a distance of 12.08 feet to a point
for corner;
THENCE, South 83°33'06" West, departing said easterly line, a distance of 3,403.49 feet to
a %-inch iron rod with plastic cap having coordinates of X=3,293,834.42; Y=719,065.69
found for the POINT OF BEGINNING of the herein described tract;
THENCE, South 11 047'01" East, a distance of 490.65 feet to a %-inch iron rod with plastic
cap found for corner;
THENCE, South 77047'30" West, a distance of 1,686.90 feet to a 3/,-inch iron rod with
plastic cap found for corner;
THENCE, North 12° 11'42" West, a distance of 393.23 feet to a %-inch iron rod with plastic
cap found for comer;
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EXHIBIT "A"
PAGE 8OF14
THENCE, North 32021'07" East, a distance of 164.89 feet to a %-inch iron rod with plastic
cap found for comer;
THENCE, North 77049'26" East, a distance of 675.77 feet to a %-inch iron rod with plastic
cap found for corner;
THENCE, South 12002'55" East, a distance of 30.02 feet to a chain link fence corner post
found for comer;
THENCE, North 77048'10" East, a distance of 541.77 feet to a %-inch iron rod with plastic
cap found for corner;
THENCE, North 1002946" West, a distance of 11.61 feet to a'/ -inch iron rod with plastic
cap found for corner;
THENCE, North 77°58'59" East, a distance of 356.94 feet to the POINT OF BEGINNING
and containing a computed area of 19.102 acres of land;
PARCEL CBY TANK-001
40.722 ACRES
A 40.722-acre tract out of the Christian Smith League, Abstract 22, Chambers County,
Texas, being out of a called 413.081 acre tract of land described in a deed to Texas Genco
and recorded under Volume 575. Page 835 of the Chambers County Public Records.
All coordinates and bearings stated herein are referred to the Texas Coordinate
System of 1927, South Central Zone, as defined in the Texas Natural Resources Code,
section 21.071 et seq. With the coordinates based on a found concrete monument with
brass disk (S=580.00 E=130.00) having Grid values of: Northing (Y)=718,271.55 and
Easting (X)=3,292,359.92 and the position of a found concrete monument with brass disk
(N=669.00 E=130.00) bearing. N 120 1 0'50"W. 1,249.13 (found 0.13 feet long) and having
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EXHIBIT "A"
PAGE 9OF14
Grid values of: Northing (17=719,492.42 and Easting (X)=3,292,096.39 per Reliant
Energy. All distances shown hereon are surface. To convert to grid distance, multiply by the
applied scale factor of 0.9998892. Said 40.722-acre tract is described by metes and
bounds as follows:
COMMENCING at a 1/2-inch iron rod having Grid coordinates X=3,296,930.35;
Y=722,047.91, being the northeast comer of 413.081-acre tract, from which a found
concrete monument with brass disk for plant baseline monument (S=580.00 E=130.00)
bears South 50026'04" West, a distance of 5,929.38 feet and from which a second concrete
monument with brass disk found for plant baseline monument (N=669.00 E=130.00) bears
South 62008'12" West, a distance of 5,468.49 feet and being in the westerly right-of-way
line of West Bay Road (an 80-foot wide right-of-way) as recorded in Volume 133, Page 487
of the Deed Records of Chambers County;
THENCE, South 00049'15" West, a distance of 676.34 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for the POINT OF BEGINNING of the herein described tract
and having Grid coordinates of X=3,296,940.04; Y=721,371.71
THENCE, South 09°03'15" East, a distance of 520.37 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, South 03°30'27" East, a distance of 431.43 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for the beginning of a non -tangent curve to the right
THENCE, southwesterly, along said non -tangent curve to the right, having a radius of
268.47 feet, through a delta angle of 75047'14", the chord bears South 38035'12" West a
distance of 329.79 feet, for a total arc length of 355.12 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, South 31018'38" West, a distance of 64.64 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, South 81 °07'52" West, a distance of 1568.76 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, North 68006'48" West, a distance of 193.95 feet to a 5/8-inch iron rod with
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EXHIBIT "A"
PAGE 10 OF 14
Survcon Inc. plastic cap set for corner;
THENCE, North 49011'34" West, a distance of 52.87 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, North 41 °05'54" East, a distance of 283.43 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, North 48°54'06" West, a distance of 3.98 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for comer;
THENCE, North 41 °05'54" East, a distance of 5.00 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for corner;
THENCE, South 48054'06" East, a distance of 3.98 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for corner;
THENCE, North 41"05'54" East, a distance of 806.02 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, North 48054'06" West, a distance of 4.07 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for corner;
THENCE, North 41 °05'54" East, a distance of 5.00 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for corner;
THENCE, South 48°54'06" East, a distance of 4.07 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for comer;
THENCE. North 41 005'54" East, a distance of 303.28 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, North 52055'40" East, a distance of 249.77 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, North 74°41'22" East, a distance of 254.66 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, North 12025'33" West, a distance of 3.97 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for corner;
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EXHIBIT "A"
PAGE 11 OF 14
THENCE, North 77°34'27" East, a distance of 5.00 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for corner;
THENCE, South 12025'33" East, a distance of 3.97 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for comer;
THENCE, North 77°34'27" East, a distance of 541.81 feet to the POINT OF BEGINNING
and containing a computed area of 40.722 acres of land.
PARCEL CBY-TANK-0O2
28.822 ACRES
A 28.822-acre tract out of the Christian Smith League, Abstract 22, Chambers
County, Texas, being out of a called 413.081 acre tract of land described in a deed to
Texas Genco and recorded under Volume 575, Page 835 of the Chambers County Public
Records.
All coordinates and bearings stated herein are referred to the Texas Coordinate
System of 1927, South Central Zone, as defined in the Texas Natural Resources Code,
section 21.071 et seq. With the coordinates based on a found concrete monument with
brass disk (S=580.00 E=130.00) having Grid values of: Northing (1g=718,271.55 and
Easting (X)=3,292,359.92 and the position of a found concrete monument with brass disk
(N=669.00 E=130.00) bearing. N 120 10'50" W.1,249.13 (found 0.13 feet long) and having
Grid values of: Northing (V7=719,492.42 and Easting (V=3,292,096.39 per Reliant
Energy. All distances shown hereon are surface. To convert to grid distance, multiply by the
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EXHIBIT "A"
PAGE 12 OF 14
applied scale factor of 0.9998892. Said 28.822-acre tract is described by metes and
bounds as follows:
COMMENCING at a 1/2-inch iron rod having Grid coordinates X=3,296,930.35;
Y=722,047.91, being the northeast comer of 413.081-acre tract, from which a found
concrete monument with brass disk for plant baseline monument (S=580.00 E=130.00)
bears South 50026'04" West, a distance of 5,929.38 feet and from which a second concrete
monument with brass disk found for plant baseline monument (N=669.00 E=130.00) bears
South 62008'12" West, a distance of 5,468.49 feet and being in the westerly right-of-way
line of West Bay Road (an 80-foot wide right-of-way) as recorded in Volume 133, Page 487
of the Deed Records of Chambers County;
THENCE, South 67037'18" West, a distance of 2357.41 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for the POINT OF BEGINNING of the herein described tract
and having Grid coordinates of X=3,294,750.72; Y=721,150.49
THENCE, South 61037'54" East, a distance of 210.92 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, South 69030'53" East, a distance of 771.04 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, South 4100654" West, a distance of 1240.54 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, South 43053'25" West, a distance of 37.11 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, South 47028'03" West, a distance of 24.13 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for the beginning of a non -tangent curve to the right;
THENCE, southwesterly, along said non -tangent curve to the right, having a radius of
548.31 feet, through a delta angle of 31051'20", the chord bears South 62018'53" West a
distance of 300.94 feet, for a total arc length of 304.85 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, South 77'45'17" West, a distance of 100.18 feet to a found fence corner;
THENCE, North 11022'05" West, a distance of 196.86 feet to a found fence comer;
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EXHIBIT "A"
PAGE 13 OF 14
THENCE, North 77°3926" East, a distance of 49.53 feet to a found fence corner;
THENCE, North 12014'37" West, a distance of 225.69 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, South 78"29'31" West, a distance of 82.88 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE. North 12°25'38" West, a distance of 121.89 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for comer;
THENCE, North 07036'17" West, a distance of 30.04 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, North 12°26'13" West, a distance of 428.31 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, North 78051'29"
East, a distance of 117.76 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set for corner;
THENCE, North 12"10*15"
West, a distance of 332.77 feet to a 5/8-inch iron rod with
Survcon Inc. plastic cap set
for corner;
THENCE, North 27°27'34"
East, a distance of 63.45 feet to a 5/8-inch iron rod with Survcon
Inc. plastic cap set for comer;
THENCE, North 76°59'49"
East, a distance of 86.01 feet to a point for corner;
THENCE, North 68°1651"
East, a distance of 83.23 feet to a point for corner;
THENCE, North 69°43'39"
East, a distance of 49.92 feet to a point for corner;
THENCE, North 76'37'32"
East, a distance of 50.16 feet to a point for corner;
THENCE, North 79006'22"
East, a distance of 49.93 feet to a point for corner;
THENCE, North 81 *17'06"
East, a distance of 50.04 feet to a point for corner;
THENCE, North 88000'45"
East, a distance of 50.25 feet to a point for corner;
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EXHIBIT "A"
PAGE 14 OF 14
THENCE, South 89015'32" East, a distance of 49.76 feet to a point for corner;
THENCE, North 40°03'32" East, a distance of 42.86 feet to the POINT OF BEGINNING of
the herein described tract and containing a computed area of 28.822-acres of land.
FOR A TOTAL NET ACERAGE OF 324.436 ACRES OF LAND.
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J-%0003050 CEDAR BAYOU UPDATMocs%CEDAR BAYOU M840C
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