Ordinance No. 12,050ORDINANCE NO. 121050
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 FLOMIN INC; AND PROVIDING FOR THE
EFFECTIVE DATE THEREOF.
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 Flomin Inc. 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 v
City of Baytown, this the 13th day of September, 2012.
:7
APPROVED AS TO FORM:
NACIO RAMIREZ, SR., COkttorney
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RAKaren \Files \City Council \Ordinances\2012 \September 13 \F1ominlDA0rd1nance.doc
of the City Council of the
DONCARLOS, )Mayor
C
u
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 Flomin Inc., a Delaware corporation,
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:
1. 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"
Tax Statement Address:
Flomin Inc. Flomin Inc.
Attn: President Attn: Property Tax Department
P.O. Box 250 1310 Madrid St., Suite 100
Riceboro, GA 31323 Marshall, MN 56258
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 2012 through 2018, 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 hereof and governing the
affected area; to the extent any such prior existing agreement required payment on or after
January 1, 2012, such payment obligations are hereby canceled and are superseded by the
provisions contained herein.
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.
is 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" of each year during the term hereof a
sum of money equal to: the Base Value Industrial District Payment plus the Added Value
Industrial District Payment. The sum of the Base Value Industrial District Payment plus the
Added Value Industrial District Payment shall be referred to as the Industrial District Payment.
A.
Base Value Industrial District Payment
The Base Value Industrial District Payment shall be calculated as follows:
(1) the fair market value as determined by the City, of all of the Property Owner's
land and all other tangible property, real, personal or mixed, within the affected
area
on January 1, 2002,
➢ on January 1, 2009, or
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2
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➢ as most recently certified by the chief appraiser of the appraisal district
and /or approved by the Industrial Appraisal Review Board established
and appointed by the City Council, as of the date of this Agreement,
whichever is greater hereinafter referred to as the "Base Year." Such fair market
value for the Base Year is agreed to and stipulated by the parties to be NINE
HUNDRED THIRTY -TWO THOUSAND THREE HUNDRED EIGHTY AND
NO /100 DOLLARS ($932,380.00), less the fair market value in the Base Year as
determined by the City of that portion of the Property Owner's property, real,
personal or mixed, which was located within the industrial district on the effective
date of this agreement and subsequently annexed by the City, the difference of
which is hereinafter referred to as the "Base Year 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.
The applicable Yearly Payment Rate is the sum of the Industrial District Payment Rate
plus the Public Community Improvement Rate and shall be determined using the following
chart:
B.
Added Value Industrial District Payment
The Added Value Industrial District Payment shall be calculated as follows:
(1) the fair market value as determined by the City, of all of the Property Owner's
land and all other tangible property, real, personal or mixed, within the affected
area on January 1 of each year in which an Industrial District Payment is due
hereunder minus the Base Year Value, hereinafter referred to as the "Added
Value," multiplied by
3
PVBLIC
IND 'STRIAL>
C01VIM UNITY
YEARLY
TAX YEAR
-
= DISTRICT
IMPRO`V EMENT
PAYMENT
PAYMENT RATE
TE
RATE .
2012
.61
.01
.62
2013
.62
.01
.63
2014
.62
.01
.63
2015
.63
.01
.64
2016
.63
.01
.64
2017
.63
.01
.64
2018
.64
1 .01
.65
B.
Added Value Industrial District Payment
The Added Value Industrial District Payment shall be calculated as follows:
(1) the fair market value as determined by the City, of all of the Property Owner's
land and all other tangible property, real, personal or mixed, within the affected
area on January 1 of each year in which an Industrial District Payment is due
hereunder minus the Base Year Value, hereinafter referred to as the "Added
Value," multiplied by
3
(2) the property tax rate per $100.00 of assessed valuation adopted by the City
Council for the City for each year of the term of this Agreement, multiplied by the
applicable total added value industrial district payment rate detailed below.
The applicable Total Added Value Industrial District Payment Rate shall be determined
using the following chart:
TAX YEAR
ADDED VALUE
INDUSTRIAL
DISTRICT
PAYMENT RATE
PUBLIC
COMMUNITY.
IMPROVEMENT
RATE
TOTAL ADDED
VALUE INDUSTRIAL
DISTRICT PAYMENT
RATE
2012
0
.01
.01
2013
0
.01
.01
2014
0
.01
.01
2015
0
.01
.01
2016
.21
.01
.22
2017
.42
.01
.43
2018
.64
.01
.65
If the formula used in calculating the Added Value Industrial District Payment produces a
negative number, then the Added Value Industrial District Payment shall be $0.00.
VI.
Valuations
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;
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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.
A.
Valuation of Property Inside the Corporate Limits but Subsequently Disannexed
Land, improvements and tangible property, real or mixed, of the Property Owner, which
are 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 land,
improvements and tangible property, real or mixed, shall be based upon the appraised value for
the Base Year, as finally determined by the Chambers County Appraisal District or its legal
successor (or through administrative or judicial appeal of the Chambers County Appraisal
District's determination) and shall be added to the Base Year Value specified in Article V for
purposes of payment hereunder on January 1 of the year the same is disannexed.
B.
Valuation of Property Outside the Corporate Limits
The parties hereto recognize that said Chambers County Appraisal District is not required
to appraise the land, improvements, and tangible property, real or mixed, in the affected area,
which are not within the corporate limits of the City, for the purpose of computing the payments
hereunder. Therefore, the parties agree that to determine the fair market value of all of the
Property Owner's land, improvements, and tangible property located outside the corporate limits
of the City in accordance with the market value computation contemplated in the Texas Property
Tax Code for the purpose of calculating the Property Owner's payment in the manner described
above, the City may choose to use the appraised value for each year in which an Industrial
District Payment is due hereunder, 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 the City and/or by an independent
appraiser of the City's selection, and at the City's expense. 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.
C.
Binding Effect
Determination of the Base Year Value and the Added Value in the above - stated manner
outside the corporate limits shall be made by the City and approved by the Industrial Appraisal
Review Board. Such final fair market value as approved by the Industrial Appraisal Review
Board shall be final and binding unless either party within thirty (30) days after receipt of the
Board's determination petitions for a Declaratory Judgment to the Civil District Court of Harris
County, Texas, as provided for by Section XIV hereof. In determining the fair market value of
property and improvements as used herein, the Industrial District Appraisal Board shall base its
determination on the fair market value as defined in Section VI herein, giving due consideration
5
® to comparable present day facilities considering and giving effect to sound engineering valuation
practices relative to service life, life expectancy, process and functional obsolescence.
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 desires to
pursue any additional available remedies, the Property Owner shall, without prejudice to such
remedies, 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 eight percent per annum 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.
VII.
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
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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, for construction
which commences after the execution of this Agreement, 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.
Public Community Improvement
The Property Owner may apply to the City for reimbursement for a Public Community
Improvement Project designed to further the public community improvement goals of the City of
Baytown. Such project, the duration of the project, and the location thereof must be approved in
writing by the City Manager of the City based upon the public community improvement goals of
the City in effect at the time of the application. The Public Community Improvement Project
must be completed prior to the expiration of the Agreement year during which it is approved to
be eligible for reimbursement, except if it is approved as a multi -year project. The Public
Community Improvement Project may be for multiple years; however, in order to be eligible for
reimbursement in accordance with this article, it must be completed prior to the expiration or
termination of this Agreement. Further, the project may be constructed on the Property Owner's
property; provided that the project is visible from and enhances a public way or other public
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property. Any reimbursement under this article shall be subject to the City Manager's
determination that the completed Public Community Improvement Project meets or exceeds
those improvement efforts proposed and approved prior to the start of the project.
Reimbursement may not exceed the amount the Property Owner will pay to the City based solely
upon the Public Community Improvement Rate established in Article V hereof during the term
of this Agreement. It is expressly understood and agreed that in any year during the term of this
Agreement, the Property Owner shall not submit a request for reimbursement which exceeds the
amount the Property Owner has paid to the City based solely upon the Public Community
Improvement Rate established in Article V hereof. If the Property Owner fails to receive the
City Manager's approval of a Public Community Improvement Project prior to the expiration of
an Agreement year, the Property Owner will have no claim to the monies paid to the City based
upon the Public Community Improvement Rate and the City shall use such funds for a project
consistent with the City's public community improvement goals.
X.
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 any 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.
8
SProvided, 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 X), 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.
XI.
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
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.
XII.
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.
XIII.
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 an d 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.
6
XIV.
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.
XV.
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 Year Value plus the Added 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.
XVI.
Authorit
The Property Owner covenants that it has the authority to enter into this Agreement by
virtue of being either the legal or equitable owner of a possessory estate (including a leasehold
estate) in the land comprising the affected area, which will not terminate before the expiration
date of this Agreement. Additionally, the officers executing this Agreement on behalf of the
parties hereby represent that such officers have full authority to execute this Agreement and to
bind the party he represents.
XVII.
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.
10
XVIII.
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 XVIII 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.
M.
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.
XX.
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.
XXI.
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.
MI.
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
El
or liabilities of the respective parties hereto or in ascertaining intent; if any question of intent
should arise.
XXI.1.1.
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
or performance. The place of making and the place of per:kormance for all purposes shall be
Baytown, Harris County, Texas.
YXI:V.
Ajareeinent Read
The parties acknmNledgle that they have read, understand and intend to be bound by the
terms and. cond;itioiis of this Agreement.
IN WITNESS WHEREOF this Agre�enle 1t lS MC'llte:d in multiple Counterparts on behal f
of the Property Owner this �- kday of �, �.�'�fri bed , 2012, and on behalf` of the City
this day of _ 201 t
ATTEST:
Secretary
12
Printed Narne
Zew
Title
CITY OF BAYTOWN
S-I"El"H N I-I. DONCARLOS, Mayor
® ATTEST:
LETICIA BRYSCH., City Clerk
APPROVED AS TO FORM:
ACID RAM;IREZ, SR., C t` Attorney
LOUISE RICH MAN, Finance :Director
® R: \Jeanene'vty Doc umentsfemiracts'AD A,F Win inNovCom pan N1DA?Ui?.dc,c
13
�J
EXHIBIT A
Legal Description
TRACT I:
A 10 ACRE TRACT OF LAND BEING 10 ACRES OF A 360 ACRE TRACT DESCRIBED IN
DEED RECORDED IN VOLUME "G ", PAGE 159, SITUATED IN THE THOMAS SHEPHERD
SURVEY, ABSTRACT NO. 229, CHAMBERS COUNTY, TEXAS AND BEING 9.082 ACRES
OUT OF A 120 ACRE TRACT DESCRIBED IN DEED RECORDED IN VOLUME "D ", PAGE
89 SITUATED IN THE CHRISTIAN SMITH LEAGUE, ABSTRACT NO. 22, CHAMBERS
COUNTY TEXAS, AND BEING MORE PARTICULARLY DESCRIBED BY METES AND
BOUNDS AS FOLLOWS:
FIELD NOTES OF A TRACT OF LAND CONTAINING 10.00 ACRES, MORE OR LESS,
SITUATED IN THE THOMAS SHEPHERD SURVEY, ABSTRACT 229, CHAMBERS
COUNTY, TEXAS, AND OUT OF A 270.4704 ACRE TRACT CONVEYED TO SUNDANCE
RESOURCES, INC. IN CARE OF R.V. KERLEY RECORDED BY DEED IN VOLUME 255,
PAGE 128 OF THE OFFICIAL PUBLIC RECORDS OF CHAMBERS COUNTY, TEXAS,
SAID 10.00 ACRES, MORE OR LESS, BEING MORE PARTICULARLY DESCRIBED BY
METES AND BOUNDS AS FOLLOWS:
NOTE: THE EAST RIGHT -OF -WAY LINE OF STATE FARM TO MARKET 1405 WAS
USED FOR THE CONTROL BEARING THIS TRACT.
® COMMENCING AT A 2 INCH IRON PIPE FOUND IN THE EAST RIGHT -OF -WAY OF
STATE FARM TO MARKET 1405 AND BEING THE SOUTHWEST CORNER OF SAID
270.4704 ACRES, ALSO BEING THE NORTHWEST CORNER OF A 64.832 ACRE
TRACT CONVEYED TO H.L.& P. CANAL RECORDED BY DEED IN VOLUME 276, PAGE
469 OF THE DEED RECORDS OF SAID COUNTY;
THENCE NORTHEASTERLY ALONG THE EAST RIGHT -OF -WAY LINE OF STATE
FARM TO MARKET 1405 AND THE WEST LINE OF SAID 270.4704 ACRES WITH AN
ARC TO THE LEFT HAVING A RADIUS OF 51970.37 FEET AND AN ARC LENGTH OF
1,388.83 FEET, A CHORD OF NORTH 21 °03'25" EAST, 1385.70 FEET TO A 1/2
INCH CAPPED IRON ROD MARKED RPLS 1777, SET IN SAID RIGHT -OF -WAY AND
FOR A REFERENCE CORNER;
THENCE NORTH 77010'20" EAST OVER AND ACROSS SAID 270.4704 ACRES, A
DISTANCE OF 780.11 FEET TO A 1/2 INCH IRON ROD FOUND BEING THE
NORTHWEST CORNER OF THIS TRACT AND FOR THE POINT OF BEGINNING OF
THE HEREIN DESCRIBED TRACT;
THENCE CONTINUING NORTH 770 10'20" EAST ALONG THE NORTH LINE OF THIS
TRACT, A DISTANCE OF 871.20 FEET TO A 1/2 INCH CAPPED IRON ROD MARKED
RPLS 1777, SET, FOR THE NORTHEAST CORNER OF THE HEREIN DESCRIBED
TRACT;
THENCE SOUTH 12 °49'40" EAST ALONG THE EAST LINE OF THIS TRACT, A
DISTANCE OF 500.00 FEET TO A 1/2 INCH IRON ROD FOUND FOR THE
SOUTHEAST CORNER OF THE HEREIN DESCRIBED TRACT;
WHD/8872828.1
U
THENCE SOUTH 77010'20" WEST ALONG THE SOUTH LINE OF THIS TRACT, A
DISTANCE OF 871.20 FEET TO A 1/2 INCH IRON ROD FOUND FOR THE
SOUTHWEST CORNER OF THE HEREIN DESCRIBED TRACT;
THENCE NORTH 12 049'40" WEST ALONG THE WEST LINE OF THIS TRACT, A
DISTANCE OF 500.00 FEET TO THE POINT OF BEGINNING AND CONTAINING 10.00
ACRES OF LAND, MORE OR LESS.
Tax Parcel No.: 37834
TRACT II:
A 270.4704 ACRE TRACT OF LAND BEING 261.388 ACRES OF A 360 ACRE TRACT
DESCRIBED IN DEED RECORDED IN VOLUME "G ", PAGE 159, SITUATED IN THE
THOMAS SHEPHERD SURVEY, ABSTRACT NO. 229, CHAMBERS COUNTY, TEXAS AND
BEING 9.082 ACRES OUT OF A 120 ACRE TRACT DESCRIBED IN DEED RECORDED IN
VOLUME "D ", PAGE 89 SITUATED IN THE CHRISTIAN SMITH LEAGUE, ABSTRACT
NO. 22, CHAMBERS COUNTY TEXAS, AND BEING MORE PARTICULARLY DESCRIBED
BY METES AND BOUNDS AS FOLLOWS:
FIELD NOTES OF A 270.4704 ACRE TRACT OF LAND BEING 261.388 ACRES OUT
OF A 360 ACRE TRACT DESCRIBED IN DEED RECORDED IN VOLUME "G ", PAGE
159, SITUATED IN THE THOMAS SHEPHERD SURVEY, ABSTRACT 229, CHAMBERS
COUNTY, TEXAS AND BEING 9.082 ACRES OUT OF A 120 ACRE TRACT DESCRIBED
IN DEED RECORDED IN VOLUME "D ", AT PAGE 89 SITUATED IN THE CHRISTIAN
SMITH LEAGUE, ABSTRACT NO. 22, CHAMBERS COUNTY, TEXAS AND BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A 2" IRON PIPE SET IN THE NORTH LINE OF SAID 360 ACRE
TRACT, BEING THE SOUTH LINE OF A 111.17 ACRE TRACT OWNED BY KATHERINE
CLARK NEWBOLD, REINETTE CLARK HUEBNER, AND MAXINE CLARK CALLED
TRACT 228 -4 -1A, SAID POINT BEING IN THE EAST RIGHT -OF -WAY LINE OF STATE
HIGHWAY 1405 AS DESCRIBED IN DEED TO THE STATE OF TEXAS RECORDED IN
VOLUME 343, PAGE 466 OF SAID DEED RECORDS; SAID POINT BEGIN NORTH
76059'17" EAST- 545.66 FEET FROM A 1" IRON PIPE FOUND FOR THE NORTHWEST
CORNER OF THE SHEPHERD SURVEY, FOR THE NORTHWEST CORNER OF THIS
TRACT;
THENCE NORTH 76 °59' 17" EAST ALONG THE NORTH LINE OF THE SHEPHERD
SURVEY AND THE SOUTH LINE OF THE GEORGE C. SHORT SURVEY, ABSTRACT
228, BEING THE NORTH LINE OF THE 360 ACRE TRACT AND THE SOUTH LINE OF
111.17 ACRE TRACT, A 160 ACRE TRACT OF NEWBOLD ET AL, AND A 243.56 ACRE
TRACT OWNED BY BAYTOWN, LTD., 111.62 FEET PASS THE WEST LINE OF A 50
FOOT EASEMENT GRANTED TO THE TEXAS AND NEW ORLEANS RAILROAD CO. BY
EASEMENT RECORDED IN VOLUME 181, PAGE 489 OF SAID DEED RECORDS, AT
161.62 FEET PASS THE EAST LINE OF SAID EASEMENT IN ALL A TOTAL DISTANCE
OF 3815.31 FEET TO A 2" IRON PIPE SET OVER A 5/8" IRON ROD FOUND FOR THE
NORTHWEST CORNER OF A 14.629 ACRE TRACT CONVEYED TO COASTAL
WHD/8872828.1 2
INDUSTRIAL WATER AUTHORITY IN DEEDS RECORDED IN VOLUME 308, PAGE 311
AND VOLUME 3092 PAGE 163 OF SAID DEED RECORDS FOR THE NORTHEAST
CORNER OF THIS TRACT;
THENCE SOUTH 01 049'17" WEST ALONG THE WEST LINE OF SAID C.I.W.A. TRACT
AND THE EAST LINE OF A UNITED GAS TRANSMISSION PIPELINE EASEMENT AT
231.70 FEET PASS THE NORTH LINE OF AN INGRESS AND EGRESS EASEMENT
CROSSING SAID C.I.W.A. TRACT, AT 253.70 FEET PASS THE SOUTH LINE OF SAID
EASEMENT, IN ALL A TOTAL DISTANCE OF 1960.50 FEET TO A 5/8" IRON ROD
FOUND FOR AN ANGLE POINT;
THENCE SOUTH 12000'17" WEST ALONG SAID WEST LINE A DISTANCE OF 339.70
FEET TO A 5/8" IRON ROD FOUND AT AN ANGLE POINT;
THENCE SOUTH 08 039'43" EAST ALONG SAID WEST LINE A DISTANCE OF 330.00
FEET TO A 5/8" IRON ROD FOUND FOR AN ANGLE POINT;
THENCE SOUTH 01"49'17" WEST CONTINUING ALONG THE WEST LINE OF THE
C.I.W.A TRACT AND THE EAST LINE OF THIS TRACT A DISTANCE OF 475.10 FEET
TO A 1/2" IRON ROD FOUND FOR AN ANGLE POINT;
THENCE SOUTH 88° 10'43" EAST ALONG SAID LINE A DISTANCE OF 20.00 FEET TO
A 5/8" IRON ROD FOUND FOR AN ANGLE POINT;
THENCE SOUTH O 1 °49' 17" WEST CONTINUING ALONG SAID LINE A DISTANCE OF
333.41 FEET TO A 5/8" IRON ROD FOUND IN THE NORTH LINE OF A HOUSTON
LIGHT AND POWER 64.832 ACRE TRACT CALLED SECOND TRACT IN DEED
RECORDED IN VOLUME 276, PAGE 469 OF SAID DEED RECORDS FOR THE
SOUTHEAST CORNER, BEING THE SOUTHWEST CORNER OF THE C.I.W.A. 14.629
ACRE TRACT;
THENCE SOUTH 72 058'25" WEST ALONG THE NORTH LINE OF THE SECOND TRACT
AND THE SOUTH LINE OF THIS TRACT A DISTANCE OF 589.50 FEET TO A 2" IRON
PIPE SET OVER A 5/8" IRON ROD FOUND FOR AN ANGLE POINT;
THENCE NORTH 83 058'45" WEST ALONG SAID LINE A DISTANCE OF 1982.34 FEET
TO A 2" IRON PIPE SET OVER 5/8" IRON ROD FOR AN ANGLE POINT;
THENCE SOUTH 77 031'05" WEST CONTINUING ALONG THE NORTH LINE OF SAID
SECOND TRACT AT 334.22 FEET PASS THE EAST LINE OF THE AFOREMENTIONED
TEXAS AND NEW ORLEANS RAILROAD EASEMENT, AT 384.22 FEET PASS THE
WEST LINE OF SAID EASEMENT, AT 1061.23 FEET PASS THE LINE BETWEEN THE
SHEPHERD SURVEY, AND THE CHRISTIAN SMITH LEAGUE IN ALL A TOTAL
DISTANCE OF 1819.75 FEET TO A 2" IRON PIPE SET IN THE EAST RIGHT -OF -WAY
LINE OF STATE HWY 1405 FOR THE SOUTHWEST CORNER;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT IN SAID RIGHT -OF -WAY
HAVING A RADIUS OF 5970.37 FEET AT A LENGTH OF 1368.99 FEET PASS A 2"
IRON PIPE AT THE LINE BETWEEN THE SMITH LEAGUE AND THE SHEPHERD
SURVEY, IN ALL A TOTAL LENGTH OF 3037.11 FEET, HAVING A DELTA OF
WHD/8872828.1 3
C7
29 °08'46" TO THE "POINT OF BEGINNING" AND CONTAINING 270.4704 ACRES OF
LAND.
SAVE AND EXCEPT THAT CERTAIN 10 ACRE TRACT DESCRIBED IN DEED DATED
JANUARY 5, 2001 FROM SUNDANCE RESOURCES, INC., A COLORADO
CORPORATION, TO GULF INDUSTRIAL PRODUCTS, INC., A TEXAS CORPORATION,
RECORDED ON JANUARY 17, 2001 IN VOLUME 483, PAGE 303 OF THE OFFICIAL
PUBLIC RECORDS OF CHAMBERS COUNTY, TEXAS.
ALSO CONVEYING TOGETHER WITH AN ACCESS ROAD EASEMENT, TOGETHER
WITH THE RIGHT TO BUILD A BRIDGE THEREON, DESCRIBED AS EASEMENT B IN
DEEDS RECORDED IN VOLUME 308, PAGE 311 AND VOLUME 309, PAGE 1639 BOTH
IN THE DEED RECORDS OF CHAMBERS COUNTY, TEXAS, AND BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS (ALL REFERENCES ARE MADE TO
VOLUME 308, PAGE 311 AND VOLUME 309, PAGE 163):
BEGINNING IN THE EAST LINE OF PARCEL "B", AS DESCRIBED IN THE ABOVE
REFERENCED DEEDS, AT A POINT BEARING SOUTH 020 11' WEST, A DISTANCE OF
231.7 FEET FROM A 5/8" IRON ROD AT THE NORTHEAST CORNER OF SAID
PARCEL;
THENCE, SOUTH 020 11' WEST ALONG SAID EAST LINE A DISTANCE OF 22.0 FEET
TO A POINT;
THENCE, NORTH 870 49P WEST, A DISTANCE OF 180.0 FEET TO A POINT IN THE
WEST LINE OF SAID PARCEL "B";
THENCE, NORTH 020 11' EAST, ALONG SAID WEST LINE, A DISTANCE OF 22.0
FEET TO A POINT;
THENCE, SOUTH 870 49' EAST, A DISTANCE OF 180.0 FEET TO THE PLACE OF
BEGINNING AND CONTAINING 0.09 ACRE.
Tax Parcel Nos.: Part 14486
Part 30950
TRACT III:
A 99.305 ACRE TRACT OF LAND SITUATED IN THE THOMAS SHEPHERD SURVEY,
ABSTRACT NO. 229, CHAMBERS COUNTY, TEXAS AND BEING OUT OF A 360 ACRE
TRACT DESCRIBED IN DEED RECORDED IN VOLUME "G ", PAGE 159 OF THE DEED
RECORDS OF SAID COUNTY. SAID 99.305 ACRES BEING MORE PARTICULARLY
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
FIELD NOTES OF A 99.305 ACRE TRACT OF LAND, MORE OR LESS, SITUATED IN
THE THOMAS SHEPHERD SURVEY, ABSTRACT NO. 229, CHAMBERS COUNTY,
TEXAS, AND BEING OUT OF A 360 ACRE TRACT DESCRIBED IN DEED RECORDED
IN VOLUME "G", PAGE 159 OF THE DEED RECORDS OF SAID COUNTY; SAID 99.305
wrtD/8872828.1 4
ACRES, MORE OR LESS, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT A 2 INCH IRON PIPE SET OVER A 5/8 INCH IRON ROD AT THE
NORTHEAST CORNER OF A C.I.W.A. 14.629 ACRE TRACT RECORDED IN VOLUME
308, PAGE 311 AND VOLUME 309, PAGE 163 OF SAID DEED RECORDS, SAID POINT
BEING IN THE SOUTH LINE OF THE GEORGE L. SHORT SURVEY, ABSTRACT NO.
228, THE NORTH LINE OF THE 360 ACRE TRACT AND THE NORTH LINE OF THE
SHEPHERD SURVEY, ALSO BEING THE SOUTHWEST CORNER OF A C.T. STAPLES
59.97 ACRE TRACT AND BEING NORTH 76 °59' 17" EAST- 4547.17 FEET FROM A 1
INCH IRON PIPE FOUND AT THE NORTHWEST CORNER OF THE SHEPHERD
SURVEY, AND THE NORTHWEST CORNER OF THE 360 ACRE TRACT, FOR THE
NORTHWEST CORNER OF THE HEREIN DESCRIBED TRACT;
THENCE SOUTH 01 049'15" WEST ALONG THE EAST LINE OF THE C.I.W.A. 14.629
ACRE TRACT AND THE WEST LINE OF THIS TRACT A DISTANCE OF 3282.45 FEET
TO A 5/8 INCH IRON ROD FOR AN ANGLE POINT;
THENCE SOUTH 430 10'43" EAST ALONG SAID LINE A DISTANCE OF 145.96 FEET
TO A 2 INCH IRON PIPE IN THE NORTH LINE OF AN H.L.& P. 64.832 ACRE TRACT
CALLED SECOND TRACT IN DEED RECORDED IN VOLUME 276, PAGE 469 OF SAID
DEED RECORDS FOR THE SOUTHWEST CORNER;
THENCE NORTH 72 058'25" EAST ALONG THE NORTH LINE OF THE 64.832 ACRE
TRACT AND THE SOUTH LINE OF THIS TRACT A DISTANCE OF 1687.12 FEET TO A
is 1 INCH IRON PIPE FOUND IN THE LINE BETWEEN THE SHEPHERD SURVEY AND
THE CHAMBERS COUNTY SCHOOL LAND SURVEY, ABSTRACT NO. 3219 FOR THE
NORTHEAST CORNER OF THE 64.832 ACRE TRACT AND THE SOUTHEAST CORNER
OF THIS TRACT;
THENCE NORTH 13022'15" WEST ALONG THE SAID SURVEY LINE, THE EAST LINE
OF THE 360 ACRE TRACT, THE WEST LINE OF AN EMMA STAPLES 64.76 ACRE
TRACT AND THE WEST LINE OF A W.D. HADEN ESTATE 80.27 ACRE TRACT AT
1746.87 FEET PASS THE CORNER BETWEEN STAPLES AND HADEN AT 3163.50
FEET PASS A BARBED WIRE FENCE, IN ALL A TOTAL DISTANCE OF 3181.22 FEET
TO A 2 INCH IRON PIPE SET OVER A 1 INCH IRON PIPE (RUSTED OUT) FOR THE
NORTHEAST CORNER OF THE 360 ACRE TRACT, THE NORTHWEST CORNER OF
THE HADEN 80.27 ACRE TRACT BEING IN THE SOUTH LINE OF THE C.T. STAPLES
59.97 ACRE TRACT FOR THE NORTHEAST CORNER;
THENCE SOUTH 76059'17" WEST ALONG THE LINE BETWEEN THE SHEPHERD
SURVEY AND THE GEORGE L. SHORT SURVEY, BEING THE LINE BETWEEN THE
360 ACRE TRACT AND THE C.T. STAPLES 59.97 ACRE TRACT A DISTANCE OF
896.10 FEET TO THE POINT OF BEGINNING AND CONTAINING 99.305 ACRES OF
LAND, MORE OR LESS.
ALSO CONVEYING TOGETHER WITH AN ACCESS ROAD EASEMENT, TOGETHER
WITH THE RIGHT TO BUILD A BRIDGE THEREON, DESCRIBED AS EASEMENT B IN
DEEDS RECORDED IN VOLUME 308, PAGE 311 AND VOLUME 309, PAGE 163, BOTH
IN THE DEED RECORDS OF CHAMBERS COUNTY, TEXAS, AND BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS (ALL REFERENCES ARE MADE TO
WHD/8872828.1 5
1 7-�
VOLUME 308, PAGE 311 AND VOLUME 309, PAGE 163):
BEGINNING IN THE EAST LINE OF PARCEL "B ", AS DESCRIBED IN THE ABOVE
REFERENCED DEEDS, AT A POINT BEARING SOUTH 020 11' WEST, A DISTANCE OF
231.7 FEET FROM A 5/8" IRON ROD AT THE NORTHEAST CORNER OF SAID
PARCEL;
THENCE, SOUTH 020 11' WEST ALONG SAID EAST LINE A DISTANCE OF 22.0 FEET
TO A POINT;
THENCE, NORTH 870 49' WEST, A DISTANCE OF 180.0 FEET TO A POINT IN THE
WEST LINE OF SAID PARCEL "B ";
THENCE, NORTH 020 11' EAST, ALONG SAID WEST LINE, A DISTANCE OF 22.0
FEET TO A POINT;
THENCE, SOUTH 870 49' EAST, A DISTANCE OF 180.0 FEET TO THE PLACE OF
BEGINNING AND CONTAINING 0.09 ACRE.
Tax Parcel Nos.: Part 14486
Part 30950
WHD/8872828.1
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