HomeMy WebLinkAboutO-2011-3323 authorizing 2007-IDA-123/Battleground Oil Specialty Terminal Co. LLC3
REQUEST FOR CITY COUNCIL AGENDA ITEM
Agenda Date Requested: March 14, 2011.0
Requested By: Kathy Powell �� N
Department: Finance
Report: _Resolution: _Ordinance: X
Exhibits: Ordinance
Exhibits: Industrial District Agreement
Exhibits:
Appropriation
Source of Funds:
Account Number:
Amount Budgeted:
Amount Requested:
Budgeted Item: (YES) NO
SUMMARY & RECOMMENDATION
The City and Industry have agreed to renew the provisions of the Industrial District Agreement for a twelve year
period. The current agreements will expire on December 31, 2019, the common date for the Battleground and
Bayport Industrial Districts.
Battleground Oil Specialty Terminal Company, LLC has requested to execute an Industrial District agreement with
the City of La Porte for a portion of the land which is being split out of NRG Texas Power LLC — S.R. Berton which
is covered under Ordinance 20074DA-52.
Staff recommends City Council authorize the execution of Industrial District Agreement with Battleground Oil
Specialty Terminal Company, LLC.
• Ordinance No. 2007 -IDA -123
Action Required by Council:
Battleground Oil Specialty Terminal Company, LLC
Consider approval of the ordinance 2007 -IDA -123 authorizing the execution by the City of La Porte of Industrial
District Agreement listed above.
Ron Bottoms, City Manager Date
Xl l-- 330P -Z)
ORDINANCE NO. NO? 19*w"ft
AN ORDINANCE AUTHORIZING THE EXECUTION BY THE CITY OF LA PORTE OF AN
INDUSTRIAL DISTRICT AGREEMENT WITH BATTLEGROUND OIL SPECIALTY TERMINAL
COMPANY, A TEXAS LIMITED LIABILITY COMPANY FOR THE TERM COMMENCING
JANUARY 1, 2008, AND ENDING DECEMBER 31, 2019, MAKING VARIOUS FINDINGS AND
PROVISIONS RELATING TO THE SUBJECT, FINDING COMPLIANCE WITH THE OPEN
MEETINGS LAW, AND PROVIDING AN EFFECTIVE DATE HEROF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LA PORTE:
Section 1. Battleground Oil Specialty Terminal Company, a Texas Limited Liability
Company has executed an industrial district agreement with the City of La Porte, for the term
commencing January 1, 2008, and ending December 31, 2019, a copy of which is attached
hereto, incorporated by reference herein, and made a part hereof for all purposes.
Section 2. The Mayor, the City Manager, the City Secretary, and the City attorney of
the City of La Porte, be and they are hereby, authorized and empowered to execute and deliver
on behalf of the City of La Porte, the industrial district agreement with the corporation named in
Section 1 hereof.
Section 3. The City Council officially finds, determines, recites, and declares that a
sufficient written notice of the date, hour, place and subject of this meeting of the City Council
was posted at a place convenient to the public at the City Hall of the city for the time required by
law preceding this meeting, as required by the Open Meetings Law, Chapter 551, Texas
Government Code; and that this meeting has been open to the public as required by law at all
times during which this ordinance and the subject matter thereof has been discussed,
considered and formally acted upon. The City Council further ratifies, approves and confirms
such written notice and the contents and posting thereof.
Section 4. This Ordinance shall be effective from and after its passage and approval, and it is
so ordered.
1
PASSED and APPROVED, this 14th day of March 2011.
ATTEST:
APPROVED:
Clark Askins, Assistant City Attorney
NO, 2007 -IIIA- ray
STATE
007 -IDA -
STATE OF TEXAS
COUNTY OF HARRIS
INDUSTRIAL DISTRICT AGREMONT
This AGREEMENT made and entered into by and between the CITY
OF LA PORTE 'TEXAS, a municipal co oration of Harris County,
Texas, hereinafter called "CITY", and SycicA4,A-Ftoiinq'i
Con, na 4 , L L. C- , a 7T&&Sar-Ru d QQ ' her 4:�Inaf ter
called "COMPANY". f 4L -
W I T N E S S E T H:
WHEREAS, it is the established policy of the City Council of
the City of La Porte, Texas, to adopt such reasonable measures
from time to time as are permitted by law and which will tend to
enhance the economic stability and growth of the City and its
environs by attracting the location of new and the expansion of
existing industries therein, and such policy is hereby reaffirmed
and adopted by this City Council as being in the best interest of
the City and its citizens; and
WHEREAS, pursuant to its policy, City has enacted ordinance
No. 729, designating portions of the area located in its
extraterritorial jurisdiction as the "Battleground Industrial
District of La Porte, Texas", and ordinance No. 842A, designating
portions of the area located in its extraterritorial jurisdiction
as the "Bayport Industrial District of La Porte, Texas",
hereinafter collectively called "District", such Ordinances being
in compliance with the Municipal Annexation Act of Texas, codified
as Section 42.044, Texas Local Government Code; and
WHEREAS, Company is the owner of land within a designated
Industrial District of the City of La Porte, said land being
legally described on the attached Exhibit "A" (hereinafter
"Land"); and said Land being more particularly shown on a plat
attached as Exhibit "B", which plat describes the ownership
boundary lines; a site layout, showing all improvements, including
pipelines and railroads, and also showing areas of the Land
previously annexed by the City of La Porte; and
WHEREAS, City desires to encourage the expansion and growth
of industrial plants within. said Districts and for such purpose
desires to enter into this Agreement with Company pursuant to
ordinance adopted by the City Council of said City and recorded in
the official minutes of said City:
FINAL DRAFT: November 1, 2007
I
NOW, THEREFORE, in consideration of the premises and the
mutual agreements of the parties contained herein and pursuant to
the authority granted under the Municipal Annexation Act and the
ordinances of City referred to above, City and Company hereby
agree with each other as follows:
City covenants, agrees and guarantees that during the term of this
Agreement, provided below, and subject to the terms and provisions
of this Agreement, said District shall continue to retain its
extraterritorial status as an industrial district, at least to the
extent that the same covers the Land belonging to Company and its
assigns, unless and until the status of said Land, or a portion or
portions thereof, as an industrial district may be changed
pursuant to the terms of this Agreement. Subject to the foregoing
and to the later provisions of this Agreement, City does further
covenant, agree and guarantee that such industrial district, to
the extent that it covers said Land lying within said District and
not now within the corporate limits of City, shall be immune from
annexation by City during the term hereof (except as hereinafter
provided) and shall, have no right to have extended to it any
services by City, and that all Land, including that which has been
heretofore annexed, shall not have extended to it by ordinance any
rules and regulations (a) governing plats and subdivisions of
land, (b) prescribing any building, electrical, plumbing or
inspection code or codes, or (c) attempting to exercise in any
manner whatever control over the conduct of business thereon;
provided, however, any portion of Land constituting a strip of
hand 100' wide -and contiguous to either Fairmont parkway, State
Highway 225, or State Highway 146, shall be subject to the rules
and regulations attached hereto as Exhibit "C" and trade a part
hereof; and provided, however, it is agreed that City shall have
the right to institute or intervene in any administrative and/or
judicial proceeding authorized by the Texas 'hater Code, the Texas
Clean Air Act, the Texas Health & Safety Code, or other federal or
state environmental laws, rules or regulations, to the same extent
and to the same intent and effect as if all Land covered by this
Agreement were not subject to the Agreement.
II.
In the event that any portion of the Land, has heretofore been
annexed by City, Company agrees to render and pay full City ad
valorem taxes on such annexed Land and improvements, and tangible
personal property.
Under the terms of the Texas Property Tax Code (S.B. 621, Acts of
the 65th Texas Legislature, Regular Session, 1979, as amended),
the appraised value for tax purposes of the annexed portion of
Land, improvements, and tangible personal property shall be
determined by the Harris County Appraisal District. The parties
hereto recognize that said Appraisal District has no authority to
appraise the Land, improvements, and tangible personal property in
the u.nannexed area for the purpose of computing the. "in lieu',
2
payments hereunder. Therefore, the parties agree that the
appraisal of the Land, improvements, and tangible personal
property in the unannexed area shall be conducted by City, at
City's expense, by an independent appraiser of City's selection.
The parties recognize that in making such appraisal for "in lieu',
payment purposes, such appraiser must of necessity appraise the
entire (annexed and unannexed) Land, improvements, and tangible
personal property.
Nothing herein contained shall ever be interpreted as lessening
the authority of the Harris County Appraisal District to establish
the appraised value of Land, improvements, and tangible personal
property in the annexed portion, for ad valorem tax purposes.
III.
A. The properties upon which the "in lieu of" taxes are assessed
are more fully described in subsections 1, 2, and 3 of subsection
C, of this Paragraph III (sometimes collectively called the
"Property") ; provided, however, pollution control equipment
installed on the Land which is exempt from ad valorem taxation
pursuant to the provisions of Sec. 11.31 of the Texas Property Tax
Code is exempt from ad valorem. taxation and "in lieu of taxes"
hereunder. Property included in this Agreement shall not be
entitled to an agricultural use exemption for purposes of
computing *,in lieu of taxes" hereunder.
B. On or before the later of December 31, 2008, or 30 days from
mailing of tax bill and in like manner on or before each December
31st thereafter, through and including December 31, 2019, Company
shall pay to City an amount of "in lieu of taxes" on Company's
Property as of January 1st of the current calendar year ("Value
Year").
C, Company and City agree that the following percentages
("Percentage Amount"} shall apply during each of the Value Years:
Value
Year
2008:
62%r
Value
Year
2009:
62�
Value
Year
2010:
62%;
Value
Year
2011:
62W
Value
Year
2012:
62t
Value
Year
2013:
62% -
Value
Year
2014:
63k
Value
Year
2015:
63%
Value
Year
2016:
63%,
Value
Year
2017:
63%
Value
Year
2018-
63% -
Value
Year
2019:
63%
Company agrees to pay to City an amount of "in lieu of
taxes" on Company's land, improvements and tangible
personal property in the unannexed area equal to the sum
of -.
3
1. Percentage Amount of the amount of ad valorem taxes
which would be payable to City if all of the Company's
Land and improvements which existed on January 1, 2008,
and each January 1 thereafter of the applicable Value
Year during the term of this Agreement, (excluding
amounts which would be so payable with respect to any
Substantial Increase in value of such Land and
improvements to which subparagraph 2, below applies),
had been within the corporate limits of City and
appraised each year by City's independent appraiser, in
accordance with the applicable provisions of the Texas
Property Tay. Code; and
2. (a) on any Substantial Increase in value of the Land,
improvements, and tangible personal property
(excluding inventory) dedicated to new
construction, in excess of the appraised value of
same on January 1, 2007, resulting from new
construction (exclusive of construction in
progress, which shall be exempt from taxation),
for each Value Years following completion of
construction in progress, an amount equal to
Twenty-five percent (25t), if construction is
completed in Value years 2008 through 2013; and
Twenty percent (20%-), if construction is completed
in Value years 2014 through 2019, of the amount of
ad valorem taxes which would be payable to City it
all of said new construction had been within the
corporate limits of City and appraised by City's
independent appraiser, in accordance with the
applicable provisions of the Texas Property Tax
Code.
In the case of new construction which is completed
in Value Year 2016 or later, and provided,
further, that City and Company enter into an
Industrial District Agreement after the expiration
of this Industrial District Agreement, then, and
in such events, such new construction shall be
entitled to additional Value Years under the new
Agreement at a Twenty percent (20%) valuation
under this subparagraph (a) , for a total of six
(6) Value Years, but not extending beyond value
Year 2022.
(b) A Substantial Increase in value of the Land,
improvements, and tangible personal property
(excluding inventory) as used in subparagraph 2(a)
above, is defined as an increase in value that is
the lesser of either:
i. at least Five percent (5%) of the total
appraised value of Land and improvements, on
January 1, 2007; or
ii, a cumulative value of at least $3,500,000.00.
4
For the purposes of this Agreement, multiple
projects that are completed in a value Year can be
cumulated to arrive at the amount for the increase
in value.
(c) If existing Property values have depreciated below
the Property value established on January 1, 2007,
an amount ecfaal to the amount of the depreciation
will be removed from the calculation under this
subparagraph 2 to restore the value to the January
1, 2007, value; and
3. Percentage Amount of the amount of ad valorem taxes
which would be payable to City on all of the Company's
tangible personal property of every description,
located in an industrial district of City, including,
without limitation, inventory, (including inventory in
a federal Foreign Trade Zone and including Freeport
exempted inventory) , oil, gas, and mineral interests,
items of leased equipment, railroads, pipelines, and
products in storage located on the Land, if all of said
tangible personal property which existed on January 1,
2008, and each January 1 thereafter of the applicable
Value Year during the term of this Agreement,
(excluding amounts which would be so payable with
respect to any Substantial increase in value of such
tangible personal property to which subparagraph 2,
above applies), had been within the corporate limits of
City and appraised each year by the City's independent
appraiser, in accordance with the applicable provisions
of the Texas Property Tax Code.
with the sum of 1, 2 and 3 reduced by the amount of City's ad
valorem taxes on the annexed portion thereof as determined by
appraisal by the Harris County Appraisal District.
4. Notwithstanding the above, should City elect to grant
the freeport inventory exemption authorized by Article
VIII, Section 1-j of the Texas Constitution and Section
11.251 of the Texas Property Tax Code to taxpayers
within the City limits, then the freeport inventory
exemption shall apply to parties to this Agreement.
Further, should inventory or any other class or type of
property become exempt from taxation by constitutional
amendment or act of the Texas Legislature (including,
but not limited to, Article V111, Section 1-n, of the
Texas Constitution and Section 11.253 of the Texas
Property Tax Code), such class or type of property
shall be exempt for purposes of this Agreement, unless
the City Council of the City of La, Porte shall by
Ordinance provide for the continued taxation of such
property under the authority of any applicable
provisions of the Texas Constitution and Texas
Statutes.
5
5. City and Company acknowledge circumstances might
require the City to provide emergency services to
Company's Property described on Exhibit "All attached
hereto. Emergency services are limited to fire,
police, and public works emergency services. if
Company is not a member of Channel industries Mutual
Aid Association {CIMA), Company agrees to reimburse
City for its costs arising out of any emergency
response requested by Company to Company's property,
and to which City agrees to respond. If Company is a
member of CIMA, the obligations of Company and City
shall be governed by the CIMA agreement, to which
agreement City is a party.
IV.
This Agreement shall extend for a period beginning on. the 1st day
of January, 2008, and continuing thereafter until December 31,
2019, unless extended for an additional period or periods of time
upon mutual consent of Company and City as provided by the
Municipal Annexation Acta• provided, however, that in the event
this Agreement is not so extended for an additional period or
periods of time on or before August 31, 2019, the agreement of
City not to annex property of Company within the District shall
terminate. In that event, City shall have the right to commence
immediate annexation proceedings as to all of Company's property
covered by this Agreement, notwithstanding any of the terms and
provisions of this Agreement.
Company agrees that if the Texas Municipal Act, Section 42.044,
Texas Local Government Code, is amended after January 1, 1994, or
any new legislation is thereafter enacted by the Legislature of
the State of Texas which imposes greater restrictions on the right
of city to annex .and belonging to Company or imposes further
obligations on City in connection therewith after the annexation
of such land, Company will waive the right to require City to
comply with any such additional restrictions or obligations and
the rights of the parties• shall be then determined in accordance
with the provisions of said Texas Municipal Annexation Act as the
same existed January 1, 1994.
V.
This Agreement may be extended for an additional period or periods
by agreement between city and Company and/or its assigns even
though it is not extended by agreement between City and all of the
owners of all land within the District of which it is a part.
V1.
A. In the event Company elects to protest the valuation for tax
purposes set on. its said properties by City or by the Harris
County Appraisal District for any year or years during the terms
hereof, nothing in this Agreement shall preclude such protest and
6
Company shall have the right to take all legal steps desired by it
to reduce the same.
Notwithstanding such protest by Company, and except as otherwise
provided in Article VI(B), Company agrees to pay to City on or
before the date therefore hereinabove Provided, at least the total
of (a) the total amount of ad valorem taxes on the annexed
portions, plus (b) the total amount of the "in lieu of taxes" on
the unannexed portions of Company's hereinabove described property
which would be due to City in accordance with the foregoing
provisions of this Agreement on the basis of renditions which
shall be filed by Company.
When the City or Harris County Appraisal District (as the case may
be) valuation on said property of Company has been so finally
determined, either as the result of final judgment of a court of
competent jurisdiction or as the result of other final conclusion
of the controversy, then within thirty (30) days thereafter
Company shall make payment to City of any additional payment due
hereunder, or City shall make payment to Company of any refund
due, as the case may be, based on such final valuation, together
with applicable penalties, interests, and costs.
B. Should Company disagree with any appraisal made by the
independent appraiser selected by City pursuant to Article II
above (which shall be given in writing to Company), Company shall,
within twenty (20) calendar days of receiving City's invoice, give
written notice to the City of such disagreement. In the event
Company does not give such written notice of disagreement within.
such time Period, the appraisal made by said independent appraiser
shall be final and controlling for purposes of the determination
of "in lieu of taxes" payments to be made under this Agreement.
Should Company give such notice of disagreement, Company shall
also submit to the City with such notice a written statement
setting forth what Company believes to be the market value of
Company's hereinabove described property. Both parties agree to
thereupon enter into good faith negotiations in an attempt to
reach an agreement as to the market value of Company's property
for "in lieu" purposes hereunder. If, after the expiration of
thirty (30) days from the date the notice of disagreement Nqas
received by City, the parties have not reached agreement as to
such market value, the parties agree to submit the dispute to
final arbitration as provided in subparagraph 1 of this Article
VI (13) .
Notwithstanding any such disagreement by Company, Company agrees
to pay to City on or before December 31 of each year during the
term hereof, at least the total of (a) the ad valorem taxes on the
annexed portions, plus (b) the total amount of the "in lieu,,
payments which would be due hereunder on the basis of Company's
written valuationp. statement submitted to City by Company
hereunder, or the total assessment and "in lieu of taxes" thereon
for the last preceding year, whichever is higher.
7
1. A Board of Arbitrators shall be created composed of one
person named by Company, one by City, and a third to be
named by those two. In case of no agreement on this
arbitrator in 10 days, the parties will join in a
written request that the Chief Judge of the U.S.
District Court for the Southern District of Texas
appoint the third arbitrator who, (as the "Impartial
Arbitrator") shall preside over the arbitration
proceeding. The sole issue to be determined in the
arbitration shall be resolution of the difference
between the parties as to the fair market value of
Company's property for calculation of the "in lieu,'
payment and total payment hereunder for the year in
question.. The Board shall hear and consider all
relevant and material evidence on that issue including
expert opinion, and shall render its written decision
as promptly as practicable. That decision shall then
be final and binding upon the parties, subject only to
judicial review as may be available under the Texas
General Arbitration Act (Chapter 171, "General
Arbitration", Texas Civil Practice and Remedies Code) .
Costs of the arbitration shall be shared equally by the
Company and the city, provided that each party shall
bear its own attorneys fees.
VII.
City shall be entitled to a tax lien on Company's above described
property, all improvements thereon, and all tangible personal
property thereon, in the event of default in payment Of "in lieu
of taxes" payments hereunder, which shall accrue penalty and
interest in like manner as delinquent taxes, and which shall be
collectible by City in the same manner as provided by law for
delinquent taxes.
Vill.
This Agreement shall inure to the benefit of and be binding upon
City and Company, and upon Company's successors and assigns,
affiliates and subsidiaries, and shall remain in force whether
Company sells, assigns, or in any other manner disposes of, either
voluntarily or by operation of law, all or any part of the
property belonging to it within the territory hereinabove
described, and the agreements herein contained shall be held to be
covenants running with the land owned by Company situated within
said territory, for so long as this Agreement or any extension
thereof remains in force. Company shall give City written not' -ice
within ninety (90) days, with full particulars as to property
assigned and identity of assignee, of any disposition of the Land,
and assignment of this Agreement.
IX.
If City enters into an Agreement with any other landowner with
respect to an industrial district or enters into a renewal of any
8
existing industrial district agreements after the effective date
hereof and while this Agreement is in effect, which contains terms
and provisions more favorable to the landowner than those in this
Agreement, Company and its assigns shall have the right to amend
this Agreement and. City agrees to amend same to embrace the more
favorable terms of such agreement or renewal agreement.
X.
The parties agree that this Agreement complies with existing laws
pertaining to the subject and that all terms, considerations and
conditions set forth herein are lawful, reasonable, appropriate,
and not unduly restrictive of Company's business activities.
Without such agreement neither party hereto would enter into this
Agreement. In the event any one or more words, phrases, clauses,
sentences, paragraphs, sections, articles or other parts of this
Agreement or the application thereof to any person, firm,
corporation or circumstances shall be held by any court of
competent jurisdiction to be invalid or unconstitutional for any
reason, then the application, invalidity or unconstitutionality of
such words, phrase, clause, sentence, paragraph, section, article
or other part of the Agreement shall be deemed to be independent
of and separable from the remainder of this Agreement and the
validity of the remaining parts of this Agreement shall not be
affected thereby.
K"
Upon the commencement of the term of this Agreement, all other
previously existing industrial. district agreements with respect to
said Land shall terminate.
XII.
Notices by a party to the other party hereto, shall be mailed or
delivered as follows:
To the City of La Porte: City Manager
City of La Porte
604 West Fairmont Parkway
La Porte, TX 77571
To Company., cUeqrwncl Oil &rci(414-4 Tel-,
Lsl n,ur-
t�MMPANY)
Attention; CGIAIfr -E)epecrtme
I B"Md-A41 3ti*4c 3190
I)e%wee, ctlrcZ' -Ozoz
Company shall promptly notify City of any change of ownership of
Property, any assignment of this Agreement, and of any change of
billing address.
Company shall notify City annually, on or before June 1, of any
changes to the following information:
9
Plant Manager
Name.
Address:
Phone., 11
Fax: T
Email t.
I
G iJS&
YR/Cooit'. Rai" I'S
515-8
Tax Agent/Billing Contact
Name: rt issrr
Address—F.
Phone; -715-375-81(pol
Fax: ?,82 --�0#4 - vlf5l
Email: (jq,SS%rQ -12"j+Cg. (I �-A
10
ENTERED INTO effective the 1st day of January, 2008.
By:
Name,
Title: rXe(LA3,w-
Address:
7 q a,& j By:
City SecretaO�
City Attorney
city of La Porte
P.O. Box 1218
La Porte, TX 77572-1218
281-471.1886
281.471.2047 fax
knoxaskins0comcast.net
By:
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CITY OF LA PORTE
604 West Fairmont Parkway
La Porte, TX 77571
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STATE OF '"*= '
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COUNTY OF HAART-S '
This instrument was acknowledged
�o(Uwty 2 C L, by �r� k a. Ce.✓tse.�
sad —e idit—yCow,P#.%y,
NOTARY'
,• PU8L1C
OF C0L
STATE OF TEXAS '
e me on the day of
a ,
Publ ic Ijg&e of s
6,(01rA010
My Commission Expires 12/11/2014
COUNTY OF HARRIS
This instrument was acknowledged before me on the of
20a, by Louis Rigby, Mayor of the City of La Porte,
a municipal corporation, on behalfPotlr?yident'
Pub i Sta eof Texas
PA1RICf FOGARtY
Notary Puat'�. State of Teexaas
My Commission EXP} g
y� p�cember 21j,
11
"EYAIIBIT A"
(?Metes and Bounds Description of Land)
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12
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
TRACT 1
(106.10 ACRES±)
BEGINNING at a 5/8" iron rod with Gullett & Associates (G&A) plastic cap set in the Northeasterly right-
of-way line of Miller Cut -Off Road (60' wide), said "POINT OF BEGINNING" being North 38°06'54"
West, a distance of 1275.69 feet, along said Northeasterly right-of-way line, from a 5/8" iron rod with cap
found at the Southwest corner of said residue of a called 462.852 acre tract, said Southwest corner being a
West corner of an ExxonMobil called 42.0877 acre tract as recorded in File Number C347984,
H.C.O.P.R.R.P., said "POINT OF BEGINNING" having coordinates N=13,830,654.62, E=3,215,555.58;
THENCE, along the Northeasterly right-of-way line of Miller Cut -Off Road, North 38006'54" West, a
distance of 184.92 feet to a 5/8" iron rod with G&A plastic cap set for corner;
THENCE, North 87°40'31" East, a distance of 257.76 feet to a 5/8" iron rod with G&A plastic cap set for
corner;
THENCE, along a line 80 feet East of and parallel to the centerline of a power transmission line, North
00°19'29" East, a distance of 267.30 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, along a line 200 feet Northwesterly of and parallel to a Centerpoint Energy 111.478 acre
easement, as recorded in File Number W048258, H.C.O.P.R.R.P., said line also being 40' Southeasterly of
and parallel to the centerline of an existing power transmission line, North 48'33'12" East, a distance of
1169.63 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, along a line 200 feet Northerly of and parallel to said Centerpoint Energy easement, said line
also being 40' Southerly of and parallel to the centerline of an existing power transmission line, South
80'00'16" East, a distance of 1866.76 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, along a line 60 feet Easterly of and parallel to the centerline of an existing power transmission
line, North 37°58'55" East, a distance of 237.71 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, South 79'56'11" East, a distance of 478.25 feet to a 5/8" iron rod with "HL&P" cap found for
corner;
THENCE, North 21-3817" 17" East, a distance of 427.04 feet to a 6' chain link fence corner found for corner;
THENCE, along an existing 6' chain link fence, North 18°20'41" East, a distance of 77.44 feet to a 6'
chain link fence corner found for corner;
THENCE, along an existing 6' chain link fence and a projection thereof, South 85°26'26" East, a distance
of 124.92 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, along a line 10 feet East of and parallel to the East edge of the concrete footings for an above
ground pipe rack, North 09°59'42" East, a distance of 212.47 feet to a 5/8" iron rod with G&A cap set for
corner;
THENCE, North 50°28'08" East, a distance of 135.07 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, along a line 10 feet North of the North edge of an existing dirt & gravel road, South 81'46'30"
East, a distance of 203.20 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, North 45°00'06" East, a distance of 93.88 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, South 81'33'2 1" East, a distance of 265.11 feet to a 5/8" iron rod with G&A cap set for corner;
Page 1 of 8
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
THENCE, North 31 °41'06" East, at 10.00 feet pass a 5/8" iron rod with G&A cap set for reference, and
continuing for a total distance of 30.32 feet to a point on the existing shoreline of the NRG discharge canal;
THENCE, along the meanders of the existing shoreline of the discharge canal and San Jacinto Bay, the
following bearings and distances:
South 50°25'05" East, a distance of 145.58 feet to a point;
South 15°56'25" East, a distance of 102.89 feet to a point;
South 06°02'29" East, a distance of 71.55 feet to a point;
South 20'19'42" East, a distance of 101.93 feet to a point;
South 46°00'33" East, a distance of 130.79 feet to a point;
South 73'25'10" East, a distance of 224.66 feet to a point;
South 72°36'26" East, a distance of 214.04 feet to a point,
South 82°26'53" East, a distance of 248.73 feet to a point;
North 83'25'14" East, a distance of 56.03 feet to a point;
North 79°45'44" East, a distance of 43.55 feet to a point;
North 72°35' 16" East, a distance of 54.90 feet to a point;
South 87°26'46" East, a distance of 18.85 feet to a point;
North 55°42'02" East, a distance of 49.97 feet to a point;
North 36°42'26" East, a distance of 22.96 feet to a point;
North 22°26'59" East, a distance of 59.73 feet to a point;
South 63'38'13" East, a distance of 78.68 feet to a point in an East line of the residue of said
462.852 acre tract, said East line being a West line of a said 42.0877 acre ExxonMobil tract;
THENCE, along said East line and the West line of said 42.0877 acre tract, South 21'09'09" West, a
distance of 23.13 feet to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner;
THENCE, along an East line of said 462.852 acre tract and the West line of said 42.0877 acre tract, South
34°22'58" West, a distance of 783.20 feet (call= South 34°24'09" West, 783.43 feet) to a 5/8" iron rod with
G&A cap set for corner, said corner being the most Easterly corner of a called 83.212 acre tract of land
conveyed to TG Pipeline, L.P. as recorded in File Number Y690074, H.C.O.P.R.R.P.;
THENCE, along a line of said 83.212 acre tract, North 30'32'13" West, a distance of 297.59 feet (call=
298.20 feet) to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner;
THENCE, along a line of said 83.212 acre tract, North 89°59'39" West, a distance of 505.11 feet (call=
West, 505.09 feet) to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner;
THENCE, along a line of said 83.212 acre tract, South 62'46'10" West, a distance of 284.87 feet (call=
South 62°48'24" West, 285.24 feet) to a bent 5/8" iron rod found for corner;
Page 2 of 8
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
THENCE, along a line of said 83.212 acre tract, South 67°46'25" West, a distance of 456.20 feet (call=
South 67°49'45" West, 456.07 feet) to a 5/8" iron rod found for corner;
THENCE, along a line of said 83.212 acre tract, South 66°30'59" West, a distance of 1175.13 feet (call=
1175.20 feet) to a 5/8" iron rod found for corner;
THENCE, along a line of said 83.212 acre tract, South 87°58'55" West, a distance of 549.28 feet (call =
South 87°59'28" West, 549.25 feet) to a 5/8" iron rod found for corner;
THENCE, along a line of said 83.212 acre tract, North 08°57'41" West, at 2.5 feet pass a found 5/8" iron
rod, and continuing for a total distance of 63.52 feet (call= North 08°58'30" West, 63.42 feet) to a 5/8" iron
rod with "Carter Burgess" plastic cap found for corner;
THENCE, along a line of said 83.212 acre tract, South 81'01'30" West, a distance of 283.12 feet to a 5/8"
iron rod with G&A cap set for corner;
THENCE, North 75°51' 19" West, a distance of 78.86 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, along a line 10 feet North of and parallel to an existing TEPPCO pipeline, South 87°40'31"
West, a distance of 1958.34 feet to the POINT OF BEGINNING.
TRACT 2
(46.68± ACRES)
BEGINNING at a 6' chain link fence corner and gatepost found on said 462.852 acre tract at the most
Northeasterly corner of a called 9.536 acre tract conveyed to TG Pipeline, L.P. as recorded in File Number
Y690074, H.C.O.P.R.R.P., said "POINT OF BEGINNING" having coordinates N=13,833,206.83,
E=3,220,337.82;
THENCE, North 39°48'09" West, a distance of 28.48 feet to a 6' chain link fence corner and gatepost
found for corner;
THENCE, along a North deed line of said 462.852 acre tract, North 73007'52" West, at 20.00 feet pass a
5/8" iron rod with a Gullett & Associates (G&A) plastic cap set for reference, and continuing for a total
distance of 46.33 feet to a point for corner;
THENCE, along a North deed line of said 462.852 acre tract, North 79056'52" West, a distance of 12.00
feet to a point on the existing shoreline of the Buffalo Bayou/Houston Ship Channel waterway;
THENCE, along the meanders of the shoreline of said Buffalo Bayou waterway and the Bertron discharge
canal the following bearings and distances:
North 46018'29" East, a distance of 110.67 feet to a point;
North 26034'02" East, a distance of 235.86 feet to a point;
North 51 °35'03" East, a distance of 1 11.00 feet to a point;
North 42°07'52" East, a distance of 101.25 feet to a point;
North 58°52'57" East, a distance of 10 1.3 5 feet to a point;
North 79°08'29" East, a distance of 112.63 feet to a point;
Page 3 of 8
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
North 73°07'02" East, a distance of 107.20 feet to a point;
North 59'11'39" East, a distance of 302.08 feet to a point;
North 76°10'57" East, a distance of 220.21 feet to a point;
North 81 °42'43" East, a distance of 1 15.09 feet to a point;
North 78°07'08" East, a distance of 222.82 feet to a point;
North 84°31' 17" East, a distance of 118.97 feet to a point;
South 84°21'09" East, a distance of 138.60 feet to a point;
South 81 °48'35" East, a distance of 144.49 feet to a point;
South 78°25'54" East, a distance of 198.16 feet to a point;
North 47001'24" East, a distance of 43.98 feet to a point;
North 67'55'16" East, a distance of 28.64 feet to a point;
South 62°47'37" East, a distance of 15.14 feet to a point;
South 02°47'29" East, a distance of 213.27 feet to a point;
South 53°39'39" West, a distance of 20.91 feet to a point;
South 32'12'23" West, a distance of 138.84 feet to a point;
South 19°51'47" West, a distance of 39.59 feet to a point;
South 35°46'53" West, a distance of 54.78 feet to a point;
South 58°44'54" West, a distance of 227.62 feet to a point;
South 3913'37" West, a distance of 25.21 feet to a point;
South 4931'56" West, a distance of 67.26 feet to a point;
South 37°39'33" West, a distance of 32.83 feet to a point,
South 5046'54" West, a distance of 41.78 feet to a point;
South 58° 16'04" West, a distance of 45.42 feet to a point;
South 54°28'25" West, a distance of 33.79 feet to a point;
South 32'17'11 " West, a distance of 14.71 feet to a point;
South 85°32'46" West, a distance of 25.29 feet to a point;
North 38°40' 17" West, a distance of 20.96 feet to a point;
North 86°10'47" West, a distance of 52.49 feet to a point;
Page 4 of 8
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
South 61'37'48" West, a distance of 100.69 feet to a point;
South 41°46'40" West, a distance of 101.68 feet to a point;
South 47°31'54" West, a distance of 98.38 feet to a point;
South 0618'46" West, a distance of 37.47 feet to a point;
South 23°08'42" East, a distance of 17.98 feet to a point;
South 05°41'05" West, a distance of 65.18 feet to a point;
South 60'50'15" West, a distance of 26.31 feet to a point;
South 39°54'24" West, a distance of 25.24 feet to a point;
South 15°08'49" West, a distance of 22.08 feet to a point;
South 52'14'54" West, a distance of 22.52 feet to a point;
South 73°42'44" West, a distance of 16.99 feet to a point;
North 89°24'49" West, a distance of 25.41 feet to a point;
South 62°21'47" West, a distance of 101.63 feet to a point;
South 67°13'23" West, a distance of 53.11 feet to a point;
South 43'51'19" West, a distance of 48.32 feet to a point;
South 26°07'26" West, a distance of 39.43 feet to a point;
South 71 °27'37" West, a distance of 70.71 feet to a point;
South 77°09'26" West, a distance of 109.43 feet to a point;
South 45°02'44" West, a distance of 180.98 feet to a point;
South 62° 17'29" West, a distance of 62.32 feet to a point;
South 3540'25" West, a distance of 165.75 feet to a point;
South 07°58'31" West, a distance of 27.09 feet to a point;
South 78°39'40" West, a distance of 91.99 feet to a point;
North 87°23'08" West, a distance of 136.63 feet to a point;
North 89°38'44" West, a distance of 123.62 feet to a point;
North 70°02'51" West, a distance of 242.25 feet to a point;
North 14°46'22" West, a distance of 75.21 feet to a point;
North 8931'21" West, a distance of 148.84 feet to a point;
Page 5 of 8
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
THENCE, departing the shoreline of the Bertron plant discharge canal, North 10°32'34" East, at 25.00 feet
pass a 5/8" iron rod with "Gullett & Associates" (G&A) plastic cap set for reference, and continuing for a
total distance of 318.99 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, North 53013'58" West, a distance of 54.59 feet to a 5/8" iron rod with G&A cap set for corner in
an East line of the herein said 9.536 acre tract;
THENCE, along said East line of said 9.536 acre tract, North 46°00'58" East, a distance of 393.80 feet to
the POINT OF BEGINNING;
SAVE AND EXCEPT THE FOLLOWING: (6.092± ACRES)
BEGINNING at a 6' chain link fence corner and gatepost found on a Southerly line of said 32.685 acre
tract, said Southerly line being a Northerly line of a called 462.852 acre tract as recorded in File Number
W048257, Film Code 555-89-2043, H.C.O.P.R.R.P.. said "POINT OF BEGINNING" being a corner of a
called 9.536 acre tract conveyed to TG Pipeline, L.P. as recorded in File Number Y690074,
H.C.O.P.R.R.P., said "POINT OF BEGINNING" having coordinates N=13,833,228.71, E=3,220,319.59;
THENCE, along a North deed line of said 462.852 acre tract North 73°07'52" West, at 20.00 feet pass a
5/8" iron rod with a Gullett & Associates (G&A) plastic cap set for reference, and continuing for a total
distance of 46.33 feet to a point for corner;
THENCE, along a North deed line of said 462.852 acre tract, North 79°56'52" West, a distance of 12.00
feet to a point on the existing shoreline of the Buffalo Bayou/Houston Ship Channel waterway;
THENCE, along the meanders of the existing shoreline of said Buffalo Bayou/Houston Ship Channel
waterway the following bearings and distances:
North 46018'29" East, a distance of 110.67 feet to a point;
North 26034'02" East, a distance of 235.86 feet to a point;
North 51 035'03" East, a distance of I 11.00 feet to a point;
North 42°07'52" East, a distance of 101.25 feet to a point;
North 58°52'57" East, a distance of 101.35 feet to a point;
THENCE, North 79008'29" East, a distance of 46.11 feet to a point in an Easterly line of said 32.685 acre
tract, said line being a line of a called 92.344 acre tract as recorded in File Number W048259, Film Code
555-89-2199, H.C.O.P.R.R.P.;
THENCE, along a line of said 92.344 acre tract, said line being a line of said 32.685 and said 8.663 acre
tracts, the following bearings and distances:
South 59°49'38" West, a distance of 82.58 feet to a point;
South 17°28'38" West, a distance of 86.09 feet to a point;
South 68°42'38" West, a distance of 80.39 feet to a point;
South 04°31'22" East, a distance of 166.78 feet to a point;
South 50°17'22" East, a distance of 45.09 feet to a point;
South 01 ° 18'22" East, a distance of 54.79 feet to a point;
Page 6 of 8
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
South 3604'22" East, a distance of 153.68 feet to a point;
South 39°13'22" East, a distance of 140.58 feet to a point;
North 62°53'38" East, a distance of 36.00 feet to a point;
North 26°36'22" West, a distance of 181.78 feet to a point;
North 46°24'22" West, a distance of 85.99 feet to a point,
North 69°02'38" East, a distance of 53.79 feet to a point;
South 73°20'22" East, a distance of 114.99 feet to a point;
South 39°31'22" East, a distance of 131.99 feet to a point;
South 32°34'22" East, a distance of 314.56 feet to a point;
South 53°27'22" East, a distance of 112.49 feet to a point;
South 63°27'22" East, a distance of 93.31 feet to a point on the existing shoreline of San Jacinto
Bay;
THENCE, along the meanders of said shoreline;
South 4351' 19" West, a distance of 10.87 feet to a point;
South 26°07'26" West, a distance of 39.43 feet to a point;
South 71 °27'37" West, a distance of 70.71 feet to a point;
South 77°09'26" West, a distance of 90.52 feet to a point on a Northerly line of said 462.852 acre
tract, said line being a Southerly line of said 8.663 acre tract;
THENCE, along a line of said 462.852 acre tract, said line being a line of said 8.663 and said 32.685 acre
tracts, the following bearings and distances:
North 61052'42" West, a distance of 26.71 feet to a point;
North 60038'42" West, a distance of 101.90 feet to a point;
North 65°21'42" West, a distance of 24.20 feet to a point;
North 67°17'42" West, a distance of 90.60 feet to a point;
North 54°20'04" West, a distance of 222.60 feet to a point;
North 63°10'42" West, a distance of 29.40 feet to a point;
North 43°50'42" West, a distance of 100.00 feet to a point;
North 45°44'42" West, a distance of 23.00 feet to a point;
North 23°56'42" West, a distance of 81.60 feet to a point;
Page 7 of 8
Battleground Oil Specialty Terminal Company, LLC Description of Property Subject to the City of La
Porte Industrial District Agreement
North 83°06'42" West, a distance of 75.70 feet to a point;
North 74°43'42" West, a distance of 125.20 feet to a point,
THENCE, North 72°09'00" West, a distance of 29.98 feet to the POINT OF BEGINNING.
TRACT 3
(35.52± ACRE)
BEGINNING at a 5/8" iron rod found for corner at the intersection of the North line of a called 42.0877
acre ExxonMobil Pipeline Company tract, as recorded in File Number C347984, H.C.O.P.R.R.P., with the
Northeasterly right-of-way line of Miller Cut -Off Road (60' wide), said "POINT OF BEGINNING" having
coordinates N= 13,829,650.94, E=3,216,343.11;
THENCE, along said Northeasterly right-of-way line of Miller Cut -Off Road, North 38006'54" West, at
528.30 feet pass a found 5/8" iron rod, at 585.40 feet pass a found 5/8" iron rod, and continuing for a total
distance of 1275.69 feet to a 5/8" iron rod with Gullett & Associates (G&A) plastic cap set for corner;
THENCE, along a line 10 feet North of and parallel to an existing TEPPCO pipeline, North 87°40'31"
East, a distance of 1958.34 feet to a 5/8" iron rod with G&A cap set for corner;
THENCE, South 75°5V] 9" East, a distance of 78.86 feet to a 5/8" iron rod with G&A cap set for corner,
said corner being a corner of a called 83.212 acre tract of land conveyed to TG Pipeline, L.P. as recorded in
File Number Y690074, H.C.O.P.R.R.P.;
THENCE, along a line of said 83.212 acre tract, South 67°29'21" West, a distance of 514.71 feet (call=
South 67°34'37" West, 515.08 feet) to a 6' chain link fence corner found for corner;
THENCE, along a line of said 83.212 acre tract, South 62'25'17" West, a distance of 56.79 feet (call=
South 61 °43'48" West, 56.26 feet) to a 6' chain link fence corner found for corner;
THENCE, along a line of said 83.212 acre tract, South 26°33'43" East, a distance of 295.60 feet (call=
South 26°28'59" East, 295.70 feet) to a 6' chain link fence corner found for corner;
THENCE, along a line of said 83.212 acre tract and along an existing 6' chain link fence, North 63°23'30"
East, a distance of 276.19 feet to a 5/8" iron rod with "Carter Burgess" plastic cap found for corner;
THENCE, along a line of said 83.212 acre tract, South 26°38'00" East, at 670.7 feet pass a 5/8" iron rod
with "Carter Burgess" plastic cap, and continuing for a total distance of 700.36 feet (call= South 26°37'36"
East, 700.07 feet) to a 5/8" iron rod with "Carter Burgess" plastic cap found in a Northerly line of said
ExxonMobil 42.0877 acre tract;
THENCE, along a North line of said 42.0877 acre tract, South 87°00'43" West, a distance of 1414.96 feet
(call= South 87°00'39" West, 1414.98 feet) to the POINT OF BEGINNING.
Page 8 of 8
"EXHIBIT B"
Attach Plat reflecting the ownership boundary lines; a
site layout, showing all improvements, including
pipelines and railroads, and also showing areas of the
Land previously annexed by the City of La Porte.)
33
"EXHIBIT C"
Page I of 3
RULES AND REGULATIONS
Any portion of Land constituting a strip of land 1001 wide and
contiguous to either Fairmont Parkway, State Highway 225, or State
Highway 146 shall be subject to the following rules and
regulations pertaining to new signage, screening, driveways and
median crossovers. These rules and regulations shall apply after
the effective date of this Agreement when Company develops or
constructs improvements on vacant Land described in Exhibit "A"
which is adjacent to Fairmont Parkway, State Highway 225, or State
Highway 146.
1. Any sign erected in said 1001 strip of land shall be subject
to the following provisions:
one freestanding identification sign shall be permitted
for each side of an -industrial establishment that
fronts on an improved public right-of-way.
q- Freestanding identification. signs for single tenant
buildings shall not exceed 150 square feet in area.
T One freestanding identification sign for identifying
multiple businesses is allowable at the intersection of
improved public rights-of-way.
a Freestanding identification signs for multiple
businesses shall not exceed 350 square feet.
cc Freestanding identification signs shall not exceed 45
feet in height.
a Minimum setback for sign construction shall be ten (10)
feet from property lines.
2. When Land adjacent to said 1001 strip is developed, the
initial 501 of said strip beyond any existing pipeline
easement contiguous to either Fairmont Parkway, State Highway
225, or State Highway 146 shall be screened by one of the
following techniques:
a) Leaving in place existing trees, vegetation, underbrush,
etc. to provide a thorough and effective visual screening
of the development. Existing trees shall, together with
other vegetation and underbrush, create a continuous
visual screen.
14
"EXHIBIT C"
Page 2 of 3
b) The use of earthen berms with approximately 3:1 side
slopes, 501 wide at the base and 81 high. The berms
may be landscaped with a combination of trees, shrubs,
and ground cover. All berms and landscaping will be
maintained by the property owners.
c) A screening plan, to be approved by the City, that
includes a combination of trees, shrubs, and ground
cover that after 5 years growth will be at least 20
feet in height and shall, together with shrubs and
ground cover, create a continuous visual screen.
Provided,, however, in public utility easements or
rights-of-way, the vegetation shall be installed and
maintained in a manner which is acceptable to the
public utility company, and does not interfere with the
operation and maintenance of the public utility
facilities.
For items b and c above, the actual length of required
screening along the roadway will be equal to the length of
the new development that is parallel to the roadway.
Screening shall not be required for new development that is
to the rear of or behind existing facilities.
In all cases the 50, strip, along the entire roadway
frontage, shall be dedicated as a landscape easement and
shall be kept free from any improvements except for approved
driveway access and identification signs.
For cases of new development or improvements where a 501
landscape easement is not available or practical, Company
shall meet with City to determine a suitable landscaping
alternative.
d) In the case of land contiguous to Fairmont Parkway, in
addition to the other requirements of these Rules and
Regulations, Company shall dedicate to City by Plat a
ten foot (101) wide pedestrian and bicycle easement,
extending along Company's Fairmont Parkway boundary,
within the fifty foot (501) landscape easement. The
pedestrian easement shall not be within. any pipeline
facility, except for necessary crossings.
3. Driveways opening from said strip of land onto State Highway
225 or State Highway 146 shall be subject to the rules and
regulations of the Texas Department of Transportation and
provisions of the City's Code of Ordinances, whichever is
more restrictive_
Drivewaysopening from said strip of land onto Fairmont
Parkway shall be subject to the rules and regulations of
Harris County and provisions of the City's Code of
Ordinances, whichever is more restrictive.
11EXHIBIT C"
Page 3 of 3
4. Driveways opening from said strip of land onto Fairmont
Parkway shall be approved by the City and may require the
installation of separate acceleration/deceleration lanes.
5. Installation of a median crossover on. Fairmont Parkway shall
be subject to the approval of both Harris County and City,