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Ordinance No. 11,881ORDINANCE NO, 11,881 AN ORDINANCE OF THE CITY COUNCIL OFTHE CITY OFBAYTOWN, TEXAS, REPEALING ORDINANCE NO. 11,812, PASSED ON "THE 811 DAY OF DECEMBER, 2011, WHICH AUTHORIZED AN INDUSTRIAL DISTRICT AGREIIMENT WITH AID! ERIPOR'l" BUILDING 1, LLC, FOR TAX YEARS 2011 THROUG14 2017; AUTHORIZING AND DIR.1"ICTING THE MAYOR TO EXECUTE AND THE CITY CLEIZK TO ATTEST TO AN INDLJSTRIAt.., DISTRIC'I I AGREEMENT WITH AMER] PORT BUILDING 1, LLC, FOR TAX YEARS 2012 THROUGH 2018; AND PROVIDING FOR T111" EFFECTIVE DATE THEREOF. BE IT ORDAINED BY THE CITY COUNCIL Ol" "ITIE CITY OF BAYTOWN, TEXAS: Section 1: That the City COLHICil of the City of Baytown, Texas, hereby repeals Ordinance No. 11,812, passed on the 8th day of December,, 2011, wvhich authorized an Industrial District Agreement with Ameriport Building 1, LLC, for tax years 2011 through 2017. Section 2: 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 in Industrial District Agreement with Ameriport Building 1, I.I.C, for tax years 2012 through 2018. A copy of said Industrial District Agreement is attached hereto, marked Exhibit "A" and incorporated herein for al I intents and purposes. Section 3: This ordinance shall take effect immediately frorri and after its passage by the City Council of the City of' Baytown. INTRODUCED, READ, and PASSED by the affirmative votb/6f the City Council ofthL City of Baytown, this the 23" day of February, 2012. c t4 *meet.. PFIEN 1-1. DONCARLOV, Mayor A 0. LETICIA APPROVI"I'D AS TO FORM: (Gr4ACIO RAMIRI:-;Z,SR., City t -tic), ( Ameriportriudding, I H)AOrdinance.doc Exhibit "A" 'Ibis Industrial District Ag+eernei t ("Agren W) is nude and aid into between the Chy of Baytmwm4 Tee, a numcapal corporation in Harris and Clambas C, undies, Texas, hereinafter also refined to as "Baytown" or 'Uty," and Amenport BmIdig 1, LLC, a Delaware lhi*ed liability conpmy, hereirmfier rrefrerred to as "Property Owner." In ooffiidastion of the pronuses and ofthe nwh al covemz and ageementis herein odd, it is agreed by and between the City and Property Owner as fellows: This Ag+eeant is Trade under the mat mty of Texas Local Goverrunem Code Annotated §42044 (Vernon 1993), article X>; §5 of the Texas C msft ion and ate applicable law. The parties to the Ageartart and their addresses am 1. The-VW- City of Baytomm Ate: atyMmW P.Q Box 424 Baytown, -IX 77522 City ofBaytMn Attn: C ityAttorney P.Q Box 424 Baytown, TX 77522 2 The -? pmty Owlna" Taos Statement Address: Ameripart Building 1, LLC Arnaciport Building 1, LLC 3330 S. Sam Houstm PkwyE 3330 S. Sam Houston. Hc"E Houston, TX 77047 Houstor4 TX 77047 II �artific�tiarn of Ptrx�tv�nd Irdustriai District This Agreement includes paovWcm caamarmrg certain real estate and tangible personal proper ty 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, "arid it is described in Exhibit A. which is attached to dzis Agmeir mt and mmide a pert hereof. Acting pursuant to tine above meenticned a dxxity, the City Council of the City has by ordmance, designated the affected area as an indusf W district, the same to be known as Baytown kxksl W District No. 3 (the "Dial District'). III, Term The tam of this Agraerrrnt is seven tare years, from 2012 through 2018, unless it is sooner te<rrnnated under the provisions hereof This Ag+aerment shall be effective and buxhng an the parties hereto upon ewecution hereof on behalf of the panties to this Ageer nant and shall ramie in effect for seven years. This Agr eerriart supersedes any lno' between the Property Owner and the City relating to the subject math lua+eof and gavaning the affected area; to the ext= arty such prior eadsting ag,eerrat required paynm on or after Jarnmry 1, 2012, such paymi t obliSdons are hereby canceled and are superseded by the provisions ccatained herein. 1 11 k1o" IVA I LI)f IWIN LIkUll"alAll -'- MA In consideration of the obligations of the Property Owner hemn set forth, the City hereby g�ranmees for the term of this Ag+emment the in Enity of the affected area from arnbe:aden of any type by the City except for such parts of the affected property as may be necessary to annex property owed by third parties within the Indu& al District that the City may decide to annex. Additionally, this Agreaml shall not affect the conbrnetion of arty limited purpose mmwmbm stab to which the affected area is now subject. ..I l 1 11 r 1 ��.� ;� I As part of the consideration for the City's urrdutW dugs as set forth above, the Property Owner agrees to payto the Ciity on or be%oa+e Deomter 3e of each year curing the termhereof a sum of money equal to the Base Value Industrial District Payrnart plus flue Added Value Dial District Praynxmt The sum of the Base Value hxhiwm l District Paymat plus the Added Value Industrial District Paymer t shall be referred to as the dial District Aayntert. The Base Value Industrial District Pay wl shall be calculated as follows: (1) the fair mulcot value as deternrined by the City, of all of the Property Owner's land and all odd r tmW'ble property, veal, personal or mixed, within the afflicted area on January 1, 2002, D on Ja my 1, 2009, or as most recerdy certified by the Brief appraiser of the appraisal district and/or approved by the Dial Appraisal Review Board estd sbed and appokled by the City Council, as of tine date of this Agnx nant, 2 whichever is Beata her nafia referred to as the "Base Year." Such fair n riret value for the Base Year is agreed to and stipulated by the parties to be ME EN NIIIJ ION TWELVE THMEAM THREE HUNDRED M W AND MY 100 DOLLARS ($7,012,390.00), less the fair neutral value m the Base Year as detem fined by the City of that portion of the Property Owner's property, real, personal or nixed, which was located within the uxhzuW district on the a :dive date of this agre rent and subsequently armexed by the (Ity, the dffa=m of which is hmhmfta referred to as the "Base Year Value," n dtiplied by (2) the property tax rate per $ 100.00 of assessed valuation adopted by the City Council far the (3ty, undtiplied by the applicable Yearly Payment Rate as detailed below The applicable Yearly Paynta t Rate is the sum of the Dial District Payment Rate plus the Public Caamnmity Irqmveni Rate and shall be dammed using the following cbmtt liR Y �y 4'�C...jY'l�l.4y 1 i �(.: 4 'gr9J�' . a. -.MCI L �.�t'"+r'�"uk� �/y� ■� �_' $ �� �t ••( � Its +a i• ��i7 , 2012 .61 .01 .62 2013 .62 .01 .63 2014 .62 .01 .63 2015 .63 .01 .64 2016 1 .63 .01 .64 2017 .63 .01 .64 2018 1 .64 .01 .65 .. I _. . 1 : qtr t : = I The Added Value Lxdustdal District Payment shall be calculated as hollows: (1) the fair nwimt value as determined by the City, of all of the Property Owner's land and all other tangt'ble property, real, personal Cr mixed, within the affected area on January 1 of eadi year in, which an lrxhmftial District Payirm t is due hereunder nnms the Base Year Value, hereinafter iefened to as the "Added Value," multiplied by (2) the property tax rate per $ 100.00 of assessed vahwd m adopted by the City Council for the City for each year of the term of this Agreerwt, multiplied by the applicable total added valve iuu�al district payrnent rate defiled below. M The applicable Total Added Value Indhistrial District Para= t Rate shall be deten*ied using the follownng chart: If the fbm%da used m calcclwang the Added Value Industrial District Paymerl produces a neWdve number, then the Added Value Industrial District Payment shall be $0.00 A& Valuatims For the purpose of providing a procedure for detwr ining and collecting the arno nits payable by the Property Owner hereunder, there are hereby adopted and made a part be eof all prvvi ons of die Constitution and statutes of the State of Texas pertaining to ad valorem taxation as armed d uSbout the term of this A,greermt (including, in particular, the Texas Properly Tax C o ft except, however, that (i) to the extern that any of such provisions would require the at of the Property Owner's property err an equal sail uniforrn basis with property in the gerraal corporate limits of the City, the provmons of this AgRewnt will coriftol where m conflict with the provisions of such laws and (H) the irnwrm method of appraisal as desanbed in Section 23.012 of the Texas Property Tax Code shall not be limited to only properties for w Hch a rental nzr et exists. Specifically, nothing contained heroin shall lirrat the imome method of appraisal specified in Section 23.012 of the Texas Property Tax Code to only properties for which a rental nm wt exists, instead if such method is used, the duef appraiser shall: 1. use income and expanse data pertaining to the property, if possible and applicable; 2 nnmlae any projections of f am inoarm mid expenses only from clear and appropriate evidence 3. use data fiiorn gerterally accepted sources m dete rmning an appropriate capitalization hater 4. deterrrnne a Capitalization rate for moon NXodlumv property that includes a reasonable rearm on mvesb mmta taking into aom not the risk associated with the inveshmit. 4 t t`r f:J. � 6 It e I ♦ i�n,{y Y .,fir' . SF ,. .0 � ���,YiV�iffi��TIC.Rda'lE l,t��r�� �,, Jam �t :.•' ��la� V,�r�t{ � 1 ?.3'•, i I. ��J .+'A. ;t•;!I% ?�(L :F }��PC'.: �R +j Y�f vi..t+f3:I'�i 1�l1LL...S!.�T'; I ';� /�VZ�,�i'rS'f.: '•'.!'�'_'il. is +��'���+�,.,� :59. 2012 0 .01 .01 7013 0 .01 .01 2014 0 .01 .01 2015 0 .01 .01 2016 .21 .01 .22 2017 .42 .01 .43 2018 1 .64 .01 .65 If the fbm%da used m calcclwang the Added Value Industrial District Paymerl produces a neWdve number, then the Added Value Industrial District Payment shall be $0.00 A& Valuatims For the purpose of providing a procedure for detwr ining and collecting the arno nits payable by the Property Owner hereunder, there are hereby adopted and made a part be eof all prvvi ons of die Constitution and statutes of the State of Texas pertaining to ad valorem taxation as armed d uSbout the term of this A,greermt (including, in particular, the Texas Properly Tax C o ft except, however, that (i) to the extern that any of such provisions would require the at of the Property Owner's property err an equal sail uniforrn basis with property in the gerraal corporate limits of the City, the provmons of this AgRewnt will coriftol where m conflict with the provisions of such laws and (H) the irnwrm method of appraisal as desanbed in Section 23.012 of the Texas Property Tax Code shall not be limited to only properties for w Hch a rental nzr et exists. Specifically, nothing contained heroin shall lirrat the imome method of appraisal specified in Section 23.012 of the Texas Property Tax Code to only properties for which a rental nm wt exists, instead if such method is used, the duef appraiser shall: 1. use income and expanse data pertaining to the property, if possible and applicable; 2 nnmlae any projections of f am inoarm mid expenses only from clear and appropriate evidence 3. use data fiiorn gerterally accepted sources m dete rmning an appropriate capitalization hater 4. deterrrnne a Capitalization rate for moon NXodlumv property that includes a reasonable rearm on mvesb mmta taking into aom not the risk associated with the inveshmit. 4 • :n .• . rim � ..- r .- r.n r.r: n• r. .; � � .:_ -. ■i � =N � �arir.:+, _:■ IM, improvements and tmWble property, real or mixed, of the Property Owner, which are disaramed from the ompoaate limits of the City during the term of this Agreernart, shall become part of the affected area itm ed'iately upon dsarnne xation. The value for such land, and tangible property, real or mixed, shall be based upon the appraised value for the Base Year, as firally dete=rrnrued by the Chambers Canty Appraisal District or its legal sruooessor (cr through adniinistrative or judicial appeal of the Clambers County Appxaisd District's cictanrirmtioan) and shall be added to the Base Year Value specified m Article V for purposes of paymerrt hereunder on January 1 of the year the same is dis inn,exed. ��•;•.�.Q • The parties hereto recognize that said Cluarri=s Canty Appraisal District is not required to appraise the land, ' is, and tangble property, real or mixed, in the affected area, vAmh are not within the corporate limits of the City, for the purpose of corrputing the pa5mmM hereunder : the parties agree flit to deter mm the heir nnarleet value of all of the Property Owner's land, ' and tangible property located outside the corporate limits of the City in acoordaruoe with the marlaet value computation dated in the Texas Property Tax Code for the purpose of calculating the Property Owner's paynwit m the n mmw described above, the City may choose to use the appraised value for each year in which an hi>tustrial District Pa3mam t is due hereunder, as finally determined by the CYiambers County Appraisal District (or through adnimistrative or judicial appeal of the Clambers Coumiy Appraisal District's won), or by appraisal conducted by the City and/or by an mdqpmdent appraise of the Cis selection, and at the Chtys a Nothing contained herein shall ever be construed as in derogation of the authority of the Charmers County Appraisal District to establish the appraised value of land, �ts, mil tangible personal property in the am xed portion for ad valowni tax purposes. of the Base Year Value and the Added Value in the above-stated manner autffide the corporate limits shall be made by the Qty and approved by the Industrial Appraisal Review Board. Such final fair rnmI i value as approved by the Lxlustrial Appraisal Review Board shall be final and binding unless either party within thirty (30) days after receipt of the Board's detetrtnration petitions for a Declaratory Judgment to the Civil District Cast of idarris Camty, Texas, as provided for by Section MV hereof In detemfu g the fair unstiae'value of property and ' as used herein, the Industrial District Appraisal Board shall base its motion on the fm r nwimt value as defined m Section VI herein, giving due aoraideration to comparable present day facilities considering and giving effect to sound engineering valuation practices relative to service life, life expectarucy, process and fimcdonal obsolesoenoe 5 The City shall rail orre staternert to the Property Owner on or about Deoertber 1 of each year dwwing the total mnrotat due on Decernber 31 of such year pwmm t to thus Ageernerrnt. Such statenoerrt shall be trailed to the 'Tax Statwn t Address" noted in tins Agwnent. Any arnau�ts due on Deoen:ber 31 that are not paid when due sball beomm delinquent on Jmma y 1 of the following year Provided, however, if the tax statemri is mailed after Deember 10, the de bxpen y date is pmVoned to the first day of the next month that will provide a period of at least 21 days after the date of railing for payment of the ar nou nt due. Delinquem mr=m shall be inmwdiately subject to the same penalties, interest, attorneys' fees and costs of collection as reoovezable by the City in the case of ddinquertt ad valorem taxes. The City dmll have a lien upon the Property Owner's land within the affected area upon any del xpie xy in the Irod atrial District Psyrne ttt E Valuation Contests ffany cliffamoes c000ernir g the appraised values shrill riot have been finally determined by the due date of the Property Owner's paynrent lter+ filer and the Property Owner desires to pursue any additional available remedies, the Property Owner shall, withat prejudice to such remedies, payto the City by Decendber 31 of each year ( subject to the oweptiion in the preceding po 1 g ph for staternents mailed after Decerrimr 10� such arnourt as is provided in the Texas Property Tax Code, as aanended duvu knout the germ of this Ageenut, fir payments trade I nder such coroditions by o-,&nm of property within the general corporate littats of the City subject to ad valorem twm ion. Airy refund payable by the City to the Property Owner hereunder shall be paid within 60 days after receipt by the City of bath Chambers County Appraisal District's form notification flit the appaised value of the property has been reduced and a written refund request by the Property Owner, if not paid timely, the refund arrmt shall bear interest at ei& perfect per a== beginning 60 days after the City received both the Property Owner's written re and request and the Chambers Couurty Appraisal District's frmml notificaticar that the appraised value of the property has been reduced VII. C�orx�liarroe with Law The City and the Property Owner nwtually recognize that the health and welfare of Baytown residents require adherie tce to high standards of quality in the air emissions, water effluents and nog- , vilration and twac levels of those industries located in the Industrial District, and that develop is t within the District rrmy have an wVact on the drainage of surrounding areas. To this end, the Property Owner and the City ague that the sane stand* and criteria relative to noose, vibration and twac levels and drainage and flood control which are adopted by the City and ride applicable to portions of the City e4admct to the Industrial District shall also be applicable to the affected area The Property Owner agrees that any hxhstnd or odxr activity carried on within the affected area will be coed in strict oonpliance with all applicable valid state and federal air and water pollution control s>andar& If the Property 6 Owner's property within the affected area is subject to the Oocupaticaal Safety and Iire dffi Act; 29 U.S.0 65, et seq., as wr= ded, then the Property Owner shall undertake to ensure that its facilities and ' in the affected area comply with the applicable fire safety starxkmb of such act and the resolutions frorn time to time pronudg fed lhaw Jw (the ' OSHA Ada'), but there shall be no obligation to obtain any permits of any kind froan the City in oormection with the construction, operation or mainternme of improvainds and facilities in the affected agar not located within the corporate limits of the City. Nonetheless, for construction which oonnmenoes after the execution. of this Ageerr=4 the Property Owner agrees fiat any structure built within the affected mmea shall be built in accordance with flee building code adopted by the City in effect at the time of emmauctiom The City and the Property Owner recognize that activities in the City's irklustrial districts are subject to regulation by odxr govannrre<ntal entities, including the state and federal gNemrrreN ; mid their various depmftnerrts and agencies. The City and the Property Owner also recognize that the City may hm ee an interest in activities in the City's industrial districts that are regilated by other entities. No-1- . in this Ageernent is inumded to limit the Cis H& and authority to cams w icate its interest h% or opposition to, those activities to the applicable regulatory a9mcies or to participate, to the extant allowed by law, in any related administrative ar judicial proceeding The Chief Appraiser of the Chambers Clounty Appraisal District and the City or its utdatt appraiser shall have the same right to enter and 'inspect the Property Owner's pa+ennises and tae same right to examaw the Property Owner's books and records to detwr&w the value of to Property Owner's properties as are provided in the Tom Property Tax Code as amended. The Property Owner may apply to the My for resnixasernu t for a Public C]omnimity hMoverrient Pkgect designed to f zdm r the public community ' goals of the City of Baytown. &ch project, the duration of the project, and the location thereof must be approved in writes by the City Manager of the City based upon the public eorrmamity in ;xvYena =goals of the City in effect at the time of the appUcstion The Public Cbmnwnity Improvement Project rrnxst be completed prior to the won of the Agmeanent year dining whidn it is approved to be eligible for reimbursement; except if it is approved as a multi -year project. The Public Community ZnpovWlent Project may be for multiple years; b owever•, in ordw to be eligible for reirnbiusement m accordance with this article, it roust be completed prior to doe expiration c tertnination of this Age mmerht FUrdx r, the project may be corrected on the Property Owner's pr opeit3, provided that the project is visible from m-4 enhances a public wary or other public property. Any reinbu swn t under this article shall be subject to the City Marra®er's det; i tier flat the completed Public Cbrnnimity Improvement Project meets or exceeds those kp ovement efforts proposed and approved prior to the start of the project. 7 Reimbausement may not exceed the amount the Property owner will pay to the City based[ solely upon the Public Cbnxnmity hipoveffmit Rate established in Article V hereof during the term of this Agree rmat. R is expmsly unde stood and agreed that in any year during the tam of tins wit, the Property owner shall not sultan a request for rreimbuasemmt which exceeds the aztrotn t the Property Owner has paid to the City based solely upon the Public C mmmmity krVievenent Rate established in Article V hereof If the Property Owner fails to receive the City 1Vhnager's approval of a Public Co wunity InVrove ent Project prier to the expiration of an Agreernerrt year, the Property Owner will have no claim to the xn nies paid to the City based upon the Public Comity Imlxovemm t Rate and the City shall use such funds for a project eonsistat with the CSty's public cmmmmity irrprovarert goals. In the evert of defaoult by the Property Owner in the perfa mince of any of the tears of this Agem=4 including the obligation to nmlm the paymem above provided for, the City shall have the option, if such default is not fully emrected within sixty (60) days firorn the giving of written notice of such default to the Property Owner to either (i) declare this Agreement I . red or (H) continue the term of this Ageement and collect the paym®ts required hereunder. Mtyithstmkhrig any to the contrary dined hemny should the City determ m the Prapeity Owner is in default according to the germs and eondlitims of Section VII hereof, the City shall notify the Property Owner in writing byU S. MA certified return receipt requested, at the address stated in this Ageemayt, and if such default is not cured within sixty (60) days fiorn the date of such notice ( the "Clre Period) then such failure to curve shall constitute a nmterial breach of this Ageernerrt; provided that, in the case of a default under Section VII fis courses beyond the Property Owner's control that cmmat with due diligence be curved within such sixty (60) day period or in the evert that the fidure to are results firorn ongoing negotiations with federal or state officials, adafinistrative proceedings or litigation regarding the necessary care steps, then the cure period shad be extended until such negotiations, adnttmstrative proceedings or litigation are concluded. � aver . • In the event of default by the City, the Property Owner may, if sudi dief dt is not fully corrected within 60 days fiam giving written notice of sudr default to the City, terminate this Ageernm t. Upon such ten n lion, both the Property Owner and the City shall be relieved of all finther obligations hmeunxier, but the Property Owner shall not be relieved of the obligation to pay any arrmumts that accrued prior to such teirrrination. In the event of terrrnrmtien, the City shall have the right to repeal the ordmm= designating the affected area as an irkhmtrial district. Prrovided, however, if the ter *m ion occurs as a result of the Qty's cKercisirg its option to tern*mte (as provided in the first sentence of this Section 30, the City shall not have the riglrt to annex the affected area into the general corporate limits of the City so as to subject the afficted 8 am to ad valorem taxes for any part of the period covered by the Property Owner's last payment bramfer: Any notice to the Properly Owner or the City cormerrnirg the natters to which the Agemist 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 fa & an the cover page of this AgeememL Any such notice in writing may be giver, in any other If given by regis�+ed car certified marl, the notice shall be effective when mailed. With the exception of armual bills for paw due bean, notice given in airy other nmmz shall be effmtive when received by the Property Owner or the City, as the curse maybe: • AAL I Mi.:l •: 1 • im : . I... .1 . •: Nothing hereon cadarned shall be cmutrued to change or allarge the JIrisdiaticn, 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 Ageerrm t. The Property Owr,ear shall not be obligated by virtue of this Agreernerl, or the establisibmit of the industrial district covering the affected area not within the corporate limits of the (ity, to make any paymerds, to the City in the nature of a tax or assess< -at based upon the value of the Property Omier's property in the affected area during the term of this Agremmit odxr than the parymerrts specified hmin. Specifically, the Property Owner shall not be liable for any City taxes within the affected area, including vAdmtt limitation, City ad valorea rum on taxable property within the affected area. vrr �1 .Y 1 If the Property Owner requests and receives n tual aid firefightmg assists m and is a mernb of Channel Industries N tual Aid orgufmdon C'M') or sindlar organization, the Property Owna shall reirAbanse the City for costs incurred by the City in providing fire protactian services to the Property Owner as shall be provided in the dmtw, bylaws and agearv2s Ixasum t to which (3MA or such similar organization, is crgnaaad and operates. If the Property Ownw requests and receives mdual aid firef,gintirg assistance and is not a merrier of C'IMA or a smmhw argni=an, then the Pn4x ty Owner shall be required to reimburse the City for costs actually eacper,dad by the City in p xmding any Ear+efigi M assistance to the Property Owner, including dnemical and persmmi costs. err.. :1_i � ., :.,., _ 1 • ..... If any dwagmernmit arises between the parties oorx=&S tine izrteipc+etahon of this Agr+emmi, it is agreed that either of the said parties may petition any Civil District Cast of Harris County, Texas, for a DeclaratAay Judge t deten hft said controversy and the cm 9 shall be tried as other civil causes. If the controversy affects an hitntrial District Payment, the Property Owner shall, pending final detanrination of said controversy, pay to the City cn the due date the same a ruin t which was paid to the City for the last preceding period as to which there was m corrtmvasy oonoer rmig the amaunrt owed by the Property Owner to the Carty. The Property Owner agrees to tender any additional amount of pctatial liability to the registry of the Civil District Cant, Harris County, Texas, pending final of the controversy beymA any fib' %4ymd. This Agreement Shall not bestow any nghts upm airy third pay, but rather, Shall bind and benefit the Property Owner and the City only. If the Property Owner conveys all err any part of the property that covered herreby, the Property Owner shall mW the City within 30 days of the com eyaaee and shall diareafter cease to be obligated with respect to the property so conveyed and the Base Year Value plus the Added Value shall be apportimed bdv&m the Property Owner and the grantee based upon the property conveyed, only if the grantee thereof atas into an IndLstrial District Agr+eernart with the City with respect to such property so conveyed. M riot or obligation under this Ageamnt may be sold, assigned or fired. The Property Owner covenants that it has the authority to enter into this Agreemxt by vntw of being either the legal or equitable owner of a possessory esfiate ('including a lid estate) in the land conVrising the affected area, which will not ternninate befeae the expiraticn, date of this Agreerner t Additionally, the officers cKem9ing this Agreernart on behalf of the parties hereby represart that such officers have full au lhnrity to exectrte this Agr+eaYerit and to bind thepartyhe represents. I I .�. It is agreed that during the term of this Agreernert, the City is under no obligation to provide any proprietary or other rr nicpal services to the affected area. Specifically, but without limitation, it is agreed that the City shall not be required to fimfmh (1) sewer or water service; (2) police protection, (3) fire protection (4) road or street repairs, and (5) gubaEF picahp service: If any pmvisicn of this Agem=4 or any covenant, obligation or agremm t contained herein, including without limitation, that tam hereog is detwxIned by a court to be invalidated or such pFmvision, cove, obligation or agreerrmt shall be ref mmd so as to comply with applicable law. If it is not possible to so refam such provision, eovenan , IN obligtion or agreement, such won shall not affect any other provision, covenant, obligation or ageerrnrt, each of Auch shall be constnred and enforced as if the invalid or unenfnaceable portion were not contained Herein Provided, fiuthw that such invalidity or unenfaceabihty shall not affect any valid and enforceable provision flbreog and each such provision, covenant, obhiga ion or ageemrt shall be deemed to be effective, operative, rnade, erred into or tal= in the rrarrrrer and to the full eadrrt pem -fitted by law. Notwithstanding the above, if the application of this Section XVM requires refarnation or revision of any term that remaves or materially diminishes the obligation of the Property Owner to malae the payrrrxits to the City described herein (except in the event of a reibn ation that shortens the team of this Agiernnrtj the City shall have the option to declare this Ag ement tern mmted. This Agrae:riett contains all the agreenw rts of the parties relating to the subject matter hereof and is the full and final won of the agreement between the patties. xx NM-waiver Failure of either party b er+to to insist on the strict pmfcnrmm of arty of the ageenatts herein or to exercise any rights or rernedies accruing tlertaxher upon defliult or faihtre of performance shall not be considered a waiver of the A& to insist on and to enforce by an date remedy, strict oornpliance with any other cbligEttion ha=xler to exercise any right or r rnedy coctming as a result of any future default or failure ofperforrry ce. Yn the event of any ambiguity in any of the terms of this Ageemart, it shall not be corrstrved for or aginst any party hereto on the basis that such party did or did not author the same` The headings appearing at the first of each rumixied section in this Agrewmat are mseited and included solely for convenience and shall never be considered or given any eMd m oorv;IT iring this Ageernrzt or any provision hereof; or in ocraradion with the duties, obliga dons or liabilities of the respective parties hereto or in ascertaining intent, if any question of intert sh odd arise: 11 Choice oflam Meanie This Ag+eemett shall in all respects be interpreted and odd in accordance with and gov+eawd by the laws of the State of Texas and the City, regardless of the place of its exeaitio n ar pmf nrmm The place of making and the place of perfomance for all pmposes shall be Baytown, Faris Co utty, Texas. The parties adazowledge flit they have read, d and intend to be bound by the temps and ciondiitiens of this Affem unit IN VATNESS VdiERTOFF, this Agreernut is executed in multiple ciounterports, cn behalf of the hq)mty Owner this 13 day 2012, and cn bebdf of the City this dayof , 2012 LEIICLA BRYSCII, City Clerk 12 L�,d./i,CJl'iidv CEO Title CITY OF BAYTOWN IGNAaORAURtFZ, SR., CStyAtba may R1fam=ZV* NtavIDM12%*hFh walPcgx Woxowt*o 13 Exhibit A AFFECTED AREA AV Mdrose Land Services, Ina 3626 Westchase �N; Houston, Texas 77042 Phone (713) 458.2281 Fox (713) 451.1191 Professional Development Consultants X Land Surveying, Platting, Project Management and GIS Services DESCRIPTION 11.2600 ACRES OR 490,486 SQUARE FEET A TRA(71' OR PARCEL CONTAINING 11.3600 ACRES OR 490,486 %OUARF FEET OF LAND, SITUATED IN 1116 R.A. POR I'FR. SURVEY. ABSTRACT NO. 20. CIIAMUF.RS COUWI'Y, 'rF.XAS. BEING A PORTION OF THAT CI.RrAIN CALLED 665.8778 ACRE: IAACr CONVEYED TO AMERIPORT, LLC IN THAT SPF.CIAI. WARRANTY DEED FILED FOR RECORD UNDER VOL. 1081 1053• PCs. 709 OF 1'HE OFFICIAL PUULIC RECORDS OF CIIAMBI:RS COUNTY. WITH SAID 11.600 ACRE 'TRACT BEING MORE PARTCULARLY DFSCRIBFD BY METES AND BOUNDS AS FOLLOWS: COMMENCING AT A POINT ON THE CALLED OSTENSIBLE SURVEY LINE BE'rWEEN THE R.L. PORTER SURVEY. ABSTRACT NO. 205 AND THE G.L. SHORT SURVEY. ABSTRACT NO. 2-18. MARKING; THE MOST WESTERLY SOUTHWEST CORNER OF SAID 665.8778 ACRF. TRACT, SAME BEING THE SOUTHEAST CORNER OF A CALLED 21.65 ACRE TRACT CONEYED TO SOUTHERN PACIFIC COMPANY IN VOL. 278, PG. 364 OF THE CHAMBERS COUNTY DEED RECORDS, THE NORTHEASTERLY CORNER OF A CALLED 7.162 ACRE TRACT CONVEYED TO UNION PACIIFC RAILROAD COMPANY IN VOL. (01) 499. PG. 575. O.P.R.C.C. AND TIIE MOST' NORTHERLY NORTHWEST CORNER OF A CALLED 2S5.60 ACRE'rRACT CONVEYED TO BAYER CORPORATION IN THAT CERTAIN WARRANTY DEED RECORDED IN VOL. (01) $26, PG. 3S8, O.P.R.C.C.; THENCE NORTH 77 DEG. 18 MIN. 04 SEC. EAST. ALONG AND WITH A SOUTHERLY LINE OF SAID 665.8778 ACRE 'TRACT. SAME BEING TIIE. NORTIIFRLY LINE OF SAID 355.60 ACRE TRACT. A DISTANCE. OF 1870.55 FEET TO AN ANGLE POINT. THENCE NORTI 112 Dr:G. 41 MIN. 56 SEC. WEST, LEAVING SAID LINE. A DISTANCE OF 71.00 FEET TO A CAPPED 518 INCH IRON ROD STAMPFD "WINDROSE LAND SERVICES" SET MARKING THE SOUTIIWEST CORNER AND POINT OF BEGINNING OF TI IL HEREIN DESCRIBED TRACT. THENCE NORTI 113 DEG. 41 MIN. S6 SEC. WEST. A DISTANCE OF 39033 FEET TO A CAPPED S18 INCH IRON ROD STAMPED "WINDROSE' LAND SERVICES" SET MARKING A NORTHWSTERLY CORNER AND BEGINNING OF A NON - TANGENT CURVE TO THE LEFT. THENCE IN A NOR'THE•RLY DIRECTION. A DISTANCE OF $5.28 FEET ALONG THE ARC OF SAID CURVE TO THE LEFT, HAVING A RADIUS OF 772.60 FEET, SUBTENDING A CENTRAL ANGLE OF 04 DEG. 05 MIN. 57 SEC.. AND HAVING A CHORD BEARING AND DISTANCE OF NORTH 16 DEG. 00 MIN. 47 SEC. EAST. 55 .36 FEET TO A CAPPED 518 INCH IRON ROD STAMPED "WINDROSE LAND SERVICES" SET MARKING THE NORTI I WEST CORNER OF THE HEREIN DESCRIBED TRACT; THENCE. NORTH 77 DEG. 18 MIN. 04 SEC. EAST. A DISTANCE OF 1050.94 FEET TO A CAPPED 518 INCH IRON ROD STAMPED "WINDROSE LAND SERVICES" SFT MARKING THE NORTHEAST CORNER OF 'THE HEREIN DESCRIBED TRACT: THENCE SOUT11 23 DEG. 54 MIN, 40 SEC. EAST. A DISTANCE OF 347.03 FEET TO A CAPPED 518 INCH IRON ROD STAMPED "WINDROSE LAND SERVICES" SET MARKING AN ANGLE POINT; THENCE SOUTH 12 DF:G. 41 MIN, 10 SFC. FAST. A DISTANCE OF 99.59 FEET TO A CAPPED 5/8 INCH IRON ROD STAMPED "WINDROSF LAND SERVICES" SET MARKING THE SOUTIEAST CORNER OF THE HEREIN DESCRIBED TRACT: THENCE SOUTH 77 DEG. 18 MIN. 04 SEC. WEST. PARALLEL AND 71 FIEI:T NORTHWESTERLY FROM TIIE SOUTHF.ASTRLY LINE OF SAID 665.8778 ACRE TRACT. A DISTANCE OF 1144.94 FEET TO THE PLACE OF BEGINNING AND CONTAINING 11.3600 ACRES OR 490,486 SQUARE FEET OF LAND. AS SHOWN ON THE SURVEY. JOB NO.46137WC- DEI.TA. FILED IN THE OFFICES OF WINDROSE LAND SERVICES. INC. e MIKE KURKOWSKI R.P.L.S. NO. Slut STATE OF TEXAS %%-6/7010 BATE .%;nrr r 1 OF I 1' Yhq« ts�InLt7• lAq. tt'aintkmu�(imuti.Vl }•Aatd.G9lA WA4gntcam1.INI411:WII SURVIMNU- 14411. %laailk14rb6 N61J7NG UFINA I%X'