HomeMy WebLinkAboutIDA-347 - The Upjohn Company, 1979 & 1966 agreements
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THE UPJOHN COMPANY
KALAMAZOO, MICHIGAN 49001, U.S.A.
TELEPHONE (616) 323-4000
January 3, 1979
Knox W. Askins, J.D.P.C.
Attorney at Law
702 W. Fairmont Parkway
P. O. Box 1216
LaPorte, Texas 77571
Re: City of LaPorte Industrial District Contract
Dear Mr. Askins:
I am returning two signed copies of the Industrial District Agreement
between The Upjohn Company and the City of LaPorte. The agreement when
signed by the city will be in effect from January 1, 1980 to December 31,
1986.
Also enclosed is a letter from Keith H. Edmondson, Vice President and
General Manager of The Upjohn Company's Chemical Division, petitioning
the LaPorte City Commission to annex into the City of LaPorte additional
land owned by The Upjohn Company in order to satisfy the twenty-five
percent (25%) requirement of the new contract.
In accordance with the instructions in your letter of August 29, 1979,
we are asking you to take appropriate action to obtain formal approval
of the contract by the LaPorte City Commission.
After the LaPorte City Commission has approved the agreement and petition
for annexation, please forward a fully signed copy of the agreement for
our files.
Very truly yours,
THER;~~~
Roger A. VandenBos
Property Tax Administrator
cc: Hugh M. Paterson, Esq.
Baker and Botts
One Shell Plaza
Houston, Texas 77002
C. E. Duross
A. G. Holland
sh
Enclosure
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NOTICE: THIS CONTRACT IS SUBJECT TO ARBITRATION
UNDER THE TEXAS GENERAL ARBITRATION ACT, ARTICLE
224, ET. SEQ., REVISED CIVIL STATUTES OF TEXAS
THE STATE OF TEXAS S
S
COUNTY OF HARRIS S
S
CITY OF LA PORTE S
INDUSTRIAL DISTRICT AGREEMENT
This AGREEMENT made and entered into by and between the CITY OF
LA PORTE, TEXAS, a municipal corporation of Harris County, Texas,
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hereinafter called "CITY", and
The Upjohn Company
, a
Delaware
corporation, hereinafter called "COMPANY",
WIT N E SSE T H: That
WHEREAS, it is the established policy of the City Commission 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 stabil i ty and growth of the Ci ty and its environs by
attracting the location of new and the expansion of existing indus-
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tries therein, and such policy is hereby reaffirmed and. adopted by
this City Commission as being in the best interest of the City and
its citizens; and.
WHEREAS, Company is the owner of a certain tract(s) of land more
particularly described in the Deed Records of Harris County, Texas,
in the
1.
2.
following Volume and Page references, to-wit:
Conveyance dated as of October 23, 1962, from the Carwin Company to The Upjohn
Company, . recorded in Volume 4908, page 59, of the Deed Records of Harris
County, Texas, covering 52.809 acres of land, more or less, in Arthur
McCormick Survey, Abstract No. 46, Harris County, Texas.
Deed dated January 13, 1964, from Ben G. Sewell to The Upjohn Company,
recorded in volume.538l, page 537, of theDeed Records of Harris County,
Texas~ covering 52.9251 acres of land in the Arthur McCormick Survey,
Abstract No. 46, Harris County, Texas. -
Deed dated June 28, 1963, from Phillips Petroleum Company to The Upjohn
Company, recorded in Volume 5185, page 102, of the Deed Records of Harris
County, Texas.
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(Revised: 8-79)
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Industrial District Agreement - 2
upon which tract(s) Company has either constructed an industrial
plant(s) or contemplates the construction of an industrial plant(s);
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. 842, designating portions of the area
located in its extraterritorial jurisdiction as the "Bayport Indus~
trial District of La Porte, Texas," hereinafter collectively called
"District," such Ord inances being in compl iance wi th the l-1unicipal
Annexation Act of Texas, Article 970a, Vernons Annotated Revised
Civil Statutes of Texas; and
WHEREAS, City desire~ to encourage the expansion and growth of
industrial plants wi thin said District and for such purpose desires
to enter into this Agreement wi th Company pursuant to Resolution
adopted by the City Commission of said City and recorded in the
official minutes of said City:
NOW, THEREFORE, in consideration of the premises and the mutual
agreements of tne parties contained herein and pursuant to the
authori ty granted under the Municipal Annexation Act and the Ord i-
nances of City referred to above, City and Company hereby agree with
each other as follows:
I.
Ci ty covenants, agrees and guarantees that during the term of
this Agreement, provided below, and subject to the terms and provi-
sions of this Agreement, said District shall continue and retain its
extraterri torial status as an industrial district, at least to the
extent that the same covers the land described above and belonging
tt, to Company and its assigns, and unless and until the status of said
land, or a portion or portions thereof, as an indul?trial district
may be changed pursuant to the terms of this Agreement. Subject to
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Industrial District Agreement - 3
the foregoing and and to the later provisions of this.. .Agreement,
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City does further covenant, agree and guarantee that sus~-industrial
district, to the extent that it covers said land lying within said
District and not now within the corporate limits of City, or to be
annexed under the provisions of Article II hereof, 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
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by City, and that all of said land, including that which has been
e heretofore or which may be annexed pursuant to the later provisions
of this Agreement, 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, it
is agreed that Ci ty shall have the right to institute or intervene
in any judicial proceeding authorized by the Texas Water Code or the
Texas Clean Air Act to the same extent and to the same intent and
effect as if all land covered by this Agreement were located wi thin
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the corporate limits of City.
II.
(A) A portion of the hereinabove described property has hereto-
fore been annexed by City. Company has filed with City, coincident
with the execution hereof, its petition to City to annex an addi-
tional portion of the hereinabove described property, to the end
that twenty":'f ive per cent (25%) of the total value of the land and
improvements hereinabove described shall be annexed to City.
Com-
pany agrees to render and pay full City ad valorem taxes on such
annexed land and improvements, and tangible personal property.
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(1) For tax years 1980 and 1981, Company also agrees to render
and pay an additional amount .. in lieu of taxes" on Company's
land, improvements, and tang ible personal property in the un-
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Industrial District Agreement - 4
annexed area to the end that Company's payment of taxes on the
annexed area, combined with its payment of "in lieu of taxes"
on the unannexed area, will equal forty-five percent (45%) of
the amount of ad valorem taxes which would be payable to City
by Company if all of the hereinabove described property had
been within the corporate limits of City.
(B) The Texas Property Tax Code (S. B. 621, Acts of the 65th
Texas Legislature, Regular Session, 1979) will be effective for 1982
and subsequent years hereunder. Under the terms of said Act, 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 District has no authority to appraise the land, improve-
ments, and ~angible personal property 'in the unannexed area for the
purpose of computing the "in lieu" payments hereunder. Therefore,
for 1982 and subsequent years under this Agreement, the parties
agree that the appraisal of the. land, improvements, and tang ible
personal property in the unannexed area shall be conducted by City,
at City's expense, by an independent appraiser o~ 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. Company agrees to render and pay full. Ci ty ad
valorem taxes on such annexed land, improvements, and tang ible per-
sonal property.
"( 1) For tax year 1982 and thereafter, Company also agrees to
render to City and pay an amount "in lieu of taxes" on Company's
land, improvements, and tang ible personal property in the un-
annexed area equal to forty-five percent (45%) of the amount of
ad valorem taxes which would be payable to City if all of the
hereinabove described property had been within the corporate
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Industrial District Agreement - 5
limi ts of City and appraised by City's independent appraiser,
reduced by the amount of City's ad valorem tax on the annexed
portion thereof as determined by appraisal by the Harris County
Appraisal District.
Nothing contained in Article II (B) (1) shall ever be construed
as in derogation of 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.
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III.
This Agreement shall extend for a period beginning on the 1st day
of January, 1980, and continue there~fter until December 31, 1986,
unless extended for an additional period or periods of time upon mutu-
al consent of Company and City as .provided by the Municipal Annexation
Act ~ prov ided, however, that in the event this Agreement is not so
extended for an additional period or periods of time. on or before
August 31, of the final calendar year of the term hereof, the agree-
ment of Ci ty not to annex property of Company wi thin the District
e shall terminate. In that event, City shall hav'e the right to com-
mence immediate annexation proceedings as to all of Company's property
covered by t.his Agreement, notwithstanding any of the terms and pro-
visions of this agreement, and in such event Company agrees that if
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the Texas Municipal Act, Article 970a (V.A.T.S.), is hereafter amended
or 'any new legislation is enacted by the Legislature of the State of
Texas which imposes greater restrictions on the right of City to
annex land 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
. shal.l be then determined in accordance wi th the provisions of said
Texas Municipal Annexation Act as the same exists' on the date of
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Industrial District Agreement - 6
execution of this Agreement. 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. In this connection, City hereby expresses
its belief that industrial district agreements of the kind made
herein are conducive to the development of existing and future indus-
try and are to the best interest of all citizens of City and encour-
age future City Commissions to enter into future industrial district
agreements and to extend for additional periods permitted by law
this Industrial District Agreement upon request of Company or its
assigns; provided, however, that nothing herein contained shall be
deemed to obligate either party hereto to agree to an extension of
this Agreement.
IV.
Company agrees to pay all ad valorem taxes, and all lIin lieu of
taxesll payments hereunder, to City on or before December 31 of each
year during the term hereof. It is agreed that presently the ratio
of ad valorem tax assessment used by City is eighty per cent (80%) of
the fair market value of property. Any change in such ratio used by
Ci ty shall be reflected in any subsequent computations hereunder.
This Agreement shall be subject to all provisions of law relating to
determination of value of land, improvements, and tang ible personal
property, for tax purposes (e.g., rendition, assessment, Board of
Equalization procedure, court appeals, etc.) for purposes of fixing
and determining the amount of ad valorem tax payments, and the amount
of lIin lieu of taxll payments hereunder, except as otherwise provided
in Articles II and V hereof.
v.
(A) In the event Company elects to protest the valuation for
tax purposes set on its said properties by Ci ty o.r by the Harris
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Industrial District Agreement - 7
County Appraisal District for any year or years during the terms
hereof, nothing in this Agreement shall preclude such protest and
Company shall have the right to take all legal .steps desired by it
to reduce the same. Notwithstanding such protest by Company, Company
agrees to pay to City on or before the date therefor 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-
e described property which would be due by Company to City in accord-
ance with the foregoing provisions of this Agreement on the' basis of
rendit"ions which shall be timely filed by Company with City's Tax
Assessor-Collector or with both the City and the Harris County
Appraisal District (as the case may be) for that year. When the
City or Harris County Appraisal District (as the case may be) valua-
tion on said property of Co~pany has been so finally determined,
either as the result of final judgment of a court'of competent juris-
diction or as the result of other final conclusion of the controversy,
then wi thin thirty (30) days thereafter Company shall make payment
to City of any additional. payment due heJ;"eunder based on such final
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valuation.
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(B) Should Company disagree wi th any appraisal made by the
independent appraiser selected by City pursuant. to Article II(B)
above (which shall be given in writing to Company), Company shall,
within twenty (20) days of receiving such copy, give written notice
to the Ci ty 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
controlli.ng 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
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Industrial District Agreement - 8
forth what Company believes the r.tarket value of Company's herein-
above described property to be. Both parties agree to thereupon
enter into good faith negotiations in an attempt to reach an agree-
ment 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 was received by Ci ty, the
parties have not reached agreement as to such market value, the
parties agree to submit the dispute to final arbitration as pro-
vided in subparagraph (1) of this Article V(B). 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' valuations rendered and/or
submitted to City.by Company hereunder.
(1) A board of Arbitrators shall be created compo'sed 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 arbi trator in
10 days, the parties will join in a written request that the
Chief Judge of the U. S. District Court for the Southern Dis-
trict of Texas appoint the third arbitrator who, (as the "Im-
partial Arbitrator") shall preside over the arbitration pro-
ceeding. The sole issue to be determined in the arbi tration
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 rele-
vant and material evidence on that -issue including expert
opinion, and shall render its written decision as promptly as
vracticable. That decision shall then be final and binding
upon the parties, subject only to judicial review as may be
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Industrial District Agreement - 9
available under the Texas General Arbitration Act (Articles
224-238, Vernon's Annotated Revised Civil Statutes of Texas).
Costs of the arbitration shall be shared equally by the Com-
pany and the City, provided that each party shall bear its
own attorneys fees.
(C) Should the' provisions of Article II (B) of this Agreement
become impossible of enforcement because of (1) the invalidity or
unenforceability of the Texas Property Code (S.B. 621, Acts of the
65th Texas Legislature, Regular Session, 1979), or any relevant
provision thereof, or (2) because of any material delay or failure
to act on the part of the Harris County Appraisal District, then
and in any of such events, all payments under this Agreement shall
be governed by the provisions of Article II(A). hereof; anything
to the contrary in this Agreement notwithstanding.
VI.
City shall be entitled to a tax lien on Company's above-described
property, all improvements thereon, and all tang ible personal prop-
erty thereon, in the event of defaul t in payment of "in I ieu 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.
VII.
Company agrees to provide to City at Company's expense, a survey
plat and field note description of the land and improvements which
Company pet~tions to be annexed in accordance with the provisions of
Article II above. Such annexation tract shall be contiguous to a
point on the existing corporate limits of La Porte. In the event of
failure of Company to file either such petition, or such description,
City shall have the right by notice in writing to Company to cancel
and terminate this Agreement.
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4It Industrial District Agreement - 10
VIII.
This Agreement shall inure to the benefit of and be binding upon
City and Company, and upon Company's successors and assigns, affili-
ates and subsidiaries, and shall remain in force whether Company
sells, assigns, or in any other manner .disposes of, either voluntar-
ily 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
e owned by Company situated within said territory, for so long as this
Agreement or any extension thereof remains in force.
IX.
If City enters into an Agreement with other landowner with
respect to an industrial district or ~nters into a renewal of any
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
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terms of such agreement or renewal agreement.
ENTERED INTO this 15th day of August, 1979.
The Upjohn Company
(COMPANY)
APPROVED AS TO BY~{~~
LEGAL FORM
(1 t['!) Keith H. Edmondson
u............................
Vice President
ATTES'f:
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. Kenneth M. c1fus
Assistant Secretary
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~ Industrial District Agreement -'11
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ATTEST:
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Cl ty C~k
APPROVED BY COUNSEL:
KNO ~. ASKINS,
702 W. Fairmont
P. O. Box 1218
La Porte, Texas 77571
Telephone: (713) 471-1886
CITY OF LA PORTE
""-- By
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J. J. Meza, Mayor\
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~ Clty Comml sioner
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I., C. ~
City Commissioner
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ATTORNEY FOR COMPANY
Hugh M. Patterson, Attorney
Baker and Botts
One Shell Plaza
Houston, Texas 77002
(Rev ised: 8-79)
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INDUSTRIAL AGREEMENT
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THIS AGREEMENT entered into between the City of
La Porte, Texas, a municipal corporation, hereinafter called
"city", and The Upjohn Company, a Delaware corporation, here-
inafter called "Company",
WIT N E SSE T H:
WHEREAS, City has a long-established policy of
endeavoring to attract industry and expand its growth, thereby
enhancing the economic stability and growth of City, pursuant
to which City entered into an agreement dated December 22, 1958,
with certain industries therein narned, which agreement was there-
after amended by a subsequent agreement between City and said other
industries dated December 30, 1961, which agreements were there-
after terminated effective January 1, 1966, and contemporaneously
therewith City and said other industries entered into industrial
agreements effective January 1, 1966, to which agreements
reference is here made; and
WHEREAS, further pursuant to said policy City has
enacted Ordinance No. 729 designating a part of the area located
in its extraterritorial jurisdiction as an industrial district
to be known as liThe Battleground Industrial District of La Porte",
hereinafter called the "District", such ordinance being in com-
pliance with the provisions of Article I, Section 5 of the
"Municipal Annexation Act II , H.B. 13, Acts of the 58th Legislature
of the State of Texas, Regular Session, 1963; and
WHEREAS, Company is the owner of a certain tract of
land more particularly described in the Deed Records of Harris
County, Texas, in the following Volumes and page references,
to-wit:
1. Conveyance dated as of October 23, 1962, from
the Carwin Company to The Upjohn Company, recorded in
Volume 4908, page 59, of the Deed Records of Harris
County, Texas, covering 52.809 acres of land, more or less,
in Arthur McCormick Survey, Abstract No. 46, Harris County,
Texas.
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INDUSTRIAL AGREEMENT, Page 2.
2. Deed dated January 13, 1964, from Ben G. Sewell
to The Upjohn Company, recorded in Volume 5381, page 537,
of the Deed Records of Harris County, Texas, covering
52.9251 acres of land in the Arthur McCormick Survey,
Abstract No. 46, Harris County, Texas.
3. Deed dated June 28, 1963, from Phillips Petroleum
Company to The Upjohn Company, recorded in Volume 5185,
page 102, of the Deed Records of Harris County, Texas;
a portion of which tract of land is included in the City's
corporate limits by virtue of annexation to the City by City's
Ordinance No. 623 and by virtue of disannexation from the City
by virtue of City's Ordinance No. g Jf) , to which ordinances
reference is here made, and a portion of which tract of land lies
within the District; and
WHEREAS, City desires to encourage the expansion and
growth of said industrial plant of Company within said District
as well as within the area included within the City's corporate
limits by virtue of said Ordinances Nos. 623 and
, and
for such purpose desires to enter into this agreement with
Company pursuant to resolution adopted by the City Commission of
said City, and recorded in the official minutes of said City.
NOW, THEREFORE, in consideration of the premises and
the mutual agreements of the parties herein contained, and
pursuant to the authority granted under the Texas Municipal
Annexation Act referred to above, the parties hereby agree as
follows:
(1) City covenants, agrees and guarantees that during
the term of this agreement hereinbelow provided, said District
shall continue and retain its extraterritorial status as an
industrial district at least to the extent that the same covers
the above-described land lying therein belonging to Company, and
City does further covenant, agree and guarantee that such indus-
trial district to the extent that it covers said land belonging
to Company lying within said District shall be immune from
annexation by City during the term hereof, and that all of said
land and property of Company, both that heretofore annexed and
that lying within said District, shall not have extended to it
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INDUSTRIAL AGREEMENT, Page j.
by ordinance any rules and regulations (a) governing plats and
subdivision 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
company's business thereon.
(2) Company agrees that, as a payment in lieu of
taxes on the said property of Company within the District, it
will pay to City on or before December 31 in each year during
the term hereof an amount reached by first ascertaini~g the
fair market value of such property of Company within the District,
by using as the basis therefor the fair market value established
by Harris County in fixing its ad valorem tax assessment for that
year on the property of Company which lies within the District,
then applying to the fair market value so obtained the percentage
ratio applied to the fair market value 'of property which is then
used by City in fixing ad valorem tax assessments on property
within the City, and then applying to the figure thus obtained
eighteen percent (18%) of the tax rate of City for that year.
For the purpose of computing "fair market value II hereunder, and
for such purpose only, it is agreed that presently the ratio of
ad valorem tax assessment used by Harris County is twenty percent
(20%) of the fair market value of property and that presently the
ratio of ad valorem tax assessment used by City is forty-two
percent (42%) of the fair market value of property. Any change
in such ratios used by Harris County and/or the City on or after
January l, 1966, shall be reflected in all future computations
hereunder.
In the event Company elects to protest the valuation
set on its said properties by Harris County for any year or years
during the term hereof, then nothing in this agreement shall
preclude such protest and Company shall have the right to take
all legal steps desired by it to reduce the same, but at such
time as the protested Harris County tax valuation on said property
of Company has been finally determined, either as the result of
final judgment of a court of compettent jurisdiction or as the
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INDUSTRIAL AGREEMENT, Page 4.
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 based on such final
valuation. Even though Company does protest the valuation set
on its said properties by Harris County, Company will pay to
City on or before the tim~ therefor hereinabove provided the
total amount of the payment in lieu of taxes which would be due
by Company to City in accordance with the foregoing provisions
of this paragraph (2) on the basis of renditions filed by Com-
pany with the Tax Assessor of Harris County for that year.
Should the City Commission, by resolution duly
adopted by a majority of its members within thirty (30) days
after the ad valorem tax assessment on Company's said property
within the District is fixed by Harris County for any year
during the term hereof, determine that such assessment is more
than twenty percent (20%) less than the assessment for that year
by Harris County of comparable properties within the District,
the City may question Company's said assessment for the purpose
of this agreement by so notifying Company in writing. Such
written notice shall be given Company within six (6) days after
the adoption of such resolution by registered United States mail
addressed to Company at P.O. Box 685, La Porte, Texas, and the
same shall be accompanied by a true copy of such resolution.
If Company and City then do not agree on an assessment, City
may within three (3) months after the delivery of such notice
petition the District Court of Harris County for a declaratory
judgment to be tried as other civil causes in which City must
establish by a preponderance of the evidence that the assessment
of Company's said property for that year is in fact more than
twenty percent (20%) less than the assessment by Harris County
for that same year 9f comparable properties. If final judgment
is entered in any such suit declaring Company's said assessment
to be more than twenty percent (20%) less than said assessment
by Harris County of comparable properties and determining in
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INDUSTRIAL AGREEMENT, Page 5.
dollars the proper assessment that should have been placed on
Company's said property by Harris County for the year in question,
then the assessment determined by said judgment shall be used
for the purpose of calculating the amount to be paid City in lieu
of taxes in accordance with the provisions of paragraph (2)
above. If final judgment entered in any suit does not find said
assessment on Company's property to be more than twenty percent
(20~) less than said assessment by Harris County of comparable
properties within the District, then the assessment originally
established for that year shall be used for the purpose of
paragraph (2) above. The costs of any such suit, exclusive of
attorney's fees, shall be borne by the losing party.
(3) This Industrial Agreement shall extend for a term
beginning on the first day of January, 1966, and continuing
thereafter until December 31, 1972, unless extended for an
additional period or periods of time as provided by the Texas
Municipal Annexation Act upon mutual consent of the parties;
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, 1972, the agreement of the City not to annex
property of Company within the Dist~ict shall terminate. In
this connection, City hereby expresses its belief that such
industrial district agreements are conducive to development of
existing and future industry, are to the best interest of all
citizens of this City, and City hereby encourages future City
Commissioners to enter into future industrial agreements and to
extend for additional periods permitted by law this industrial
agreement upon the request of Company, its successors or assigns.
(4) This agreement shall inure to the benefit of
and be binding upon City and Company, its assignees, successors,
affiliates and subsidiaries, and shall remain in force whether
Company sells, assign~ or in any other manner disposes of,
either voluntarily or by operation of law, all or any part of the
.e.
-. .
..... .
e
". I I . ~
INDUSTRIAL AGREEMENT, Page 6.
4 '.
property belonging to it within said District, and the agreements
herein contained shall be held to be covenants running with the
land described in said deeds dated October 23, 1962, January 13,
1964, and June 28, 1963, for so long as this agreement or any
extension thereof remains in force.
ENTERED into this 1st day of January, 1966.
THE
UPJOHN COMPANY
D~~~ of Operations
By
CITY OF LA PORTE
By
ATTEST:
~l'irk ~ tlyJ ~ L#-, y_
d.)). ~
~y~~~
Ci~I'Cornrnissione
'&k~
CJ.ty ornrnissioner
,
~D AS TO ;Z'_
~II/. ~ .v
City Attorney