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HomeMy WebLinkAboutPR 15555: OXBOW CALCINING, LLC - INDUSTRIAL DISTRICT AGREEMENTinteroffice MEMORANDUM P. R. No. 15555 authorizes the City Manager to execute an Industrial District Agreement with Oxbow Calcining, L.L.C. The existing agreement expires on December 31, 2009. MTS:ts Attachment cc: John Durkay Jim Graves Assistant City Manager-Administration First Assistant City Attorney y.pr15555_memo To: Mayor, City Council, and City Mana erc~~ "~~~ From: Mark Sokolow, City Attorney dv~~ Date: October 7, 2009 Subject: P. R. No. 15555; Council Meeting October 20, 2009 • p. R. No. 15555 10/01/09 is RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AN INDUSTRIAL DISTRICT AGREEMENT WITH OXBOW CALCINING, LLC WHEREAS, the City Council of the City of Port Arthur deems it in the best interests of the citizens of Port Arthur to enter into an "In Lieu of Tax" Agreement with Oxbow Calcining, L.L.C. for 2010. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR: Section 1. That the facts and opinions in the preamble • are true and correct. Section 2. That the City Council hereby authorizes the City Manager to execute an "In Lieu of Tax" Agreement with Oxbow Calcining, L.L.C., in substantially the same form as attached hereto as Exhibit "A". READ, ADOPTED AND APPROVED on this day of A.D., 2009, at a Meeting of the City Council of the City of Port Arthur, by the following vote: AYES: Mayor Councilmembers • NOES: z.pr15555 MAYOR ATTEST: TERRI HANKS, CITY SECRETARY APPROVED AS TO FORM: ~ ~~~ CITY ATTORNEY APPROVED FOR ADMINISTRATION: CITY MANAGER z.pr15555 EXHIBIT "A" STATE OF TEXAS § COUNTY OF JEFFERSON § INDIISTRIAL DISTRICT AGREEMENT WITH OXBOW CALCINING (2010) WHEREAS, in November 2008, the City of Port Arthur (hereinafter referred to as the "City") and Great Lakes Carbon entered into an Industrial District Agreement for the Coke Calcining plant providing for the payment to the City of Port Arthur of 75% of the amount of taxes that the Company would have paid if the property had been located within the corporate limits of the City; and, WHEREAS, the Industrial District Agreement was approved by Resolution No. 08-471 and expires December 31, 2009; and, WHEREAS, Oxbow Calcining has purchased the assets and assumed the obligations of Great Lakes Carbon; and, WHEREAS, the assessed value on this facility has grown over the years to the JCAD assessed value of approximately $86,850,240; and WHEREAS, the City Council is concerned as to the unemployment rate of Port Arthur residents; and, WHEREAS, the City Council is interested in maximizing job opportunities and contracting opportunities for Port z.iaa oxbow zoioa Arthur residents and Port Arthur businesses and contractors. The Council is interested in working with industry and Lamar State College-Port Arthur to obtain sound information on current hiring and procurement efforts, including results, and working with industry and the Port Arthur City Council to try to increase employment opportunities for Port Arthur residents and procurement for Port Arthur companies; and WHEREAS, the Council also believes improved opportunities for minority and women-owned businesses is important; and WHEREAS, Company hiring and procurement experience and efforts to increase Port Arthur resident hiring and Port Arthur procurement opportunities will be considered by the Council in future in-lieu of tax contractual agreements; and WHEREAS, the Company, Oxbow Calcining, will provide updated written reports at such intervals as requested by the City during the term of this Agreement; and WHEREAS, the Company, Oxbow Calcining, owns the property described in Attachment "A"; and WHEREAS, the City and the Company, Oxbow Calcining, desire to enter into an Industrial District Agreement with 2 z.ida Oxbow 2010a respect to the property described in Attachment "A" that is within the extraterritorial jurisdiction of the City; and WHEREAS, the City and the Company agree that there has been full and adequate consideration for this Agreement; and WHEREAS, this Agreement is authorized under Sections 42.044 and 212.172 Local Government Code, Vernon's Texas Code Annotated and Article 1, Section 5 of the City's Charter, and that the parties agree that the following terms are reasonable, appropriate, and not unduly restrictive of business activities; and WHEREAS, all parties find that this Agreement, as delineated herein, is beneficial to each party. NOW, THEREFORE, in consideration of the promises and the mutual agreements of the parties contained herein, the City and the Company, Oxbow Calcining, agree with each other as follows: Section 1-Payments by the Company (a) For the year 2010, the Company shall pay to the City the amounts delineated in this Section so long as this Industrial District Agreement is in full force and effect and all of the property described in Attachment "A" is not annexed by the City. 3 z.ida Oxbow 2010a ' (b) The Company shall pay to the City of Port Arthur amounts equal to seventy-five percent (75°s) of the amount of taxes that the Company would have paid to the City with respect to the land, improvements, units, equipment, inventory and all other property located on the land, described in Attachment "A", as if they had been located within the corporate limits of the City of Port Arthur. The "In Lieu of Tax" payment shall be paid by October 15, 2010. (c) The City shall not refund or credit any monies previously paid by the Company prior to the date of the execution of this Agreement, either directly or indirectly, to the City. Except as delineated in Section 15, once monies are paid to the City of Port Arthur on October 15, 2010, the City shall not refund or credit any of said monies. (d) The Company shall make all payments that are due or was due on October 15, 2009 as it pertains to the Industrial District Agreement approved by Resolution No. 08-471. Section 2. In working with the City Council, the Company shall also do the following: (a) The Company will notify the City Council and post job openings with the Texas Workforce in Port Arthur. The Company will also request that its 4 z.ida Oxbow 2010a contractors and subcontractors notify the City Council and post its job openings with the Texas Workforce in Port Arthur. (b) The Company will notify the following of job openings: • City of Port Arthur • Official newspaper of the City • Texas Work Force Commission • Lamar State College of Port Arthur • Port Arthur ISD • Sabine Pass ISD • Port Arthur Labor Unions • Digital Work Force • Associations representing historically underutilized segments of the population in Port Arthur who seek to be notified of job opportunities The Company will also request that its contractors and subcontractors notify the above nine entities of job openings. (c) The Company will make reasonable efforts to break up contracts to allow Port Arthur contractors the opportunity to bid on projects. s z.ida Oxbow 2010a (d) The Company will include a provision in the Company's contracts with its prime contractors, which requires the prime contractors to read and comply with the terms of this Agreement relating to the use of Port Arthur vendors, suppliers, subcontractors, professionals, and historically underutilized businesses and segments of the population. (e) The Company and its contractors will pay at least the prevailing wage, as reasonably set by the City, in accordance with Chapter 2258, Texas Government Code, V.T.C.A. Section 3. If requested orally or in writing by the Company, the City's Fire Department may in its sole discretion provide Fire Suppression Support as determined by the City's Fire Chief, and the City's Police Department may in its sole discretion assist in providing an evacuation route and traffic control in the case of a fire or a chemical release at the Company's facilities located in the City's extraterritorial jurisdiction. Nevertheless, the Company shall abide by and shall take such precautions as to prevent (1) fires, explosions and chemical releases and (2) the imprudent discharge of storm water that contribute to flooding on adjacent property. The Company 6 z.ida oxbow 2o10a shall also provide an evacuation as is expected in the industry, and as is required by applicable federal and state laws, and the health and safety laws of the City. The Company shall control and abate chemical releases. The Company shall also allow the City's fire marshall such opportunities as to inspect the facilities as to prevent fire hazards. The Company shall provide the City's Fire Chief and Police Chief with Emergency Response Plans for any plants, refineries, chemical operations or other hazardous operations that take place on the land, described in Attachment "A". If there is a fire and the City is requested to provide initial and primary fire suppression services or if a clean up is required, the Company will pay to the City the costs and expenses incurred by the City and any of its departments or of any of its affiliated providers, i.e. ambulance companies that are called to the scene. Section 4. The Company shall immediately notify the central dispatch office which serves the City's Fire Chief, Police Chief, and the City's Emergency Management Coordinator of all incidents involving fires, serious injuries, deaths, chemical releases and flooding that create a health and safety hazard to the community or that exceed OSHA, TNRCC or EPA permissible exposure limits. z.ida oxbow 2010a Section 5. Annexation for Health, Safety and Welfare Reasons. It is specifically stipulated that nothing in this Agreement will in any manner limit or restrict the authority of the City to annex all or part of said lands and facilities during the period of the Agreement if the City should determine that such annexation is reasonably necessary to promote and protect the general health, safety, and welfare of the persons residing within or adjacent to the City, provided however, that the City agrees that such annexation for the land described in Attachment "A" prior to October 1, 2010 will not be made for revenue purposes only. Section 6. Annexation due to Legislative Action. Notwithstanding the provisions of Section 5, the parties agree and consent that the City may annex if a bill is adopted by the State legislature which limits or restricts the authority of the City to annex all or part of said land and improvements. In the event of annexation, the Company will not be required to make further payments under this Agreement for any calendar year commencing after annexation with respect to the property so annexed, but shall nevertheless be obligated to make full payments for the year during which such annexation becomes effective if the annexation becomes effective after January 1st of said year. z.ida Oxbow 2010a 9 The Company shall not be required to pay ad valorem taxes to the City for the same period of time they have already paid an "in lieu of tax" payment, with respect to the property described in Attachment "A" to this Agreement. If for any reason, the City can not annex the property of the Company and if the parties cannot reach an agreement on a new payment schedule or on a new "in lieu of tax" agreement, the Company agrees that it will continue to pay to the City the "in lieu of tax" payments delineated in Section 1 until December 31, 2010, and it will thereafter continue to annually pay the City an "in lieu of tax" payment of seventy five percent (75°s) of its taxable value times the City's tax rate for so long as it or its assignees and successors or affiliates own the property, as described in Attachment "A". Payments will be due on October 15th of each year. Pursuant to Sections 42.044 and 212.172 Local Government Code, the Company agrees and consents that the City has the option, in the City's sole discretion, to extend this contract and that the Company will continue to annually pay the City "in lieu of tax" payments at the seventy-five (75°s) rate, as denoted above, for successive periods not to exceed 15 years each, for a total duration not to exceed 45 years, or the maximum period allowed by law, whichever is longer. "Taxable value" z.ida Oxbow 2010a 9 is the value as determined by the Jefferson County Appraisal District in appraisal rolls after the completion of all litigation and appeals (if any), of all property, land, industrial realty, improvements, units, equipment, inventory, and all other property, excluding the value of exempt pollution control devices, owned or leased by the Company and located within the extra-territorial jurisdiction of the City, as described in Attachment "A". The "taxable value" also includes the assessed value of any property that is located in a foreign trade zone or in any other type of federal, state, or local zone. Section 7. The parties agree that the City has the sole discretion, after October 1, 2010, to annex the property in Attachment "A" or to enter into negotiations on the payment by the Company of additional "in lieu of tax" payments. Section 8. The present owners and lessees of the land, improvements, units, equipment, inventory, and all other property located on the land in Attachment "A" are described in Attachment "B". The City reserves the right to annex that tract or parcel with the minimum required adjacent area, as per Chapter 43 Local Government Code, if the owners or the lessees do not pay an "in lieu of tax" payment for its interest in the land, improvements, units, z.ida Oxl>ow 2010a l0 equipment, inventory, and all other property located on the property, as described in Attachment "A". Nothing contained herein shall be construed to prohibit or prevent the Company from paying the other owners' or lessees' "in lieu of tax" payment to prevent annexation by the City. If the City annexes a tract or tracts, the total "in lieu of tax" payment will be reduced by the same percentage as the assessed value of the tracts under the contract are reduced. Section 9. If the Company desires to assign this Agreement to any person, the Company shall provide written notice of such assignment and shall receive the written consent of the City Council, by a duly adopted Resolution, which will not be unreasonably withheld. The Company shall provide the description of the new Company and such other information as is reasonably requested to indicate that the new Company will safely operate the facility, act as a good corporate citizen, and will fully abide by the terms of this agreement. If the assignment is approved by the City Council, the Company shall be relieved of its obligations under this Agreement to the extent that an assignee expressly assumes the Company's obligations. Subject to the preceding, this Agreement shall inure to the benefit of z.ida Oxbow 2o10a 11 and be binding upon the parties hereto and its respective successors and assigns. Section 10. It is agreed by the parties to this Agreement that the Company and the City have the right to seek equitable relief, including specific performance of this Agreement. Section 11. The Company shall allow a reasonable number of authorized employees and/or representatives of the City who have been designated and approved by the City Manager, City Council, or Mayor to have access to the Company land and/or plants during the term of this Agreement to inspect the plants and any improvements thereto to determine compliance with the terms and conditions of the Agreement. All inspections will be made at mutually agreeable times and will only be conducted in such manner as to not unreasonably interfere with safety standards and security standards and rules. All inspections will be made with one or more representatives of the Company and in accordance with industry safety standards. Section 12. The Company shall participate in the Port Arthur Industrial Group during the life of this Agreement in order to assist in the establishment of apprenticeship, internship, and/or education programs and 2.ida oxvow 2010a 12 projects for the training of Port Arthur residents for permanent jobs in the Port Arthur area. The Company further hereby agrees to request and encourage its contractors and subcontractors to establish and fund their own apprenticeship, internship, and/or education programs and projects for the training of Port Arthur residents for permanent jobs in the Port Arthur area. Section 13. The City reserves the right to hire or contract for a monitor as to inspect the Company's records and hiring practices in accordance with this Agreement as to verify whether the Company has complied and will continue to comply with this Agreement. Section 14. The Company certifies that they have not, and will not, knowingly employ an "undocumented worker" which means an individual who, at the time of employment, is not lawfully admitted for permanent residence to the United States or authorized under law to be employed in that manner in the United States. The Company acknowledges that it has reviewed Chapter 2264, Texas Government Code, and hereby affirmatively agrees to repay the amount of any incentive with interest at the rate of ten percent (10 a) per annum, not later than the 120`h day after the date the .City notifies the Company of a violation. The Company acknowledges the City may bring a z.ida Oxbow 2010a 13 civil action as to recover any amounts owed under this Chapter, and further acknowledges that the City may recover court costs and reasonable attorney's fees incurred in bringing an action under Section 2264.101, Texas Government Code. The Company will also promptly report to the City any "undocumented worker" that is improperly retained by its contractors or subcontractors on its facility. Section 15. Information on property values. The Company shall file, in writing with the Director of Finance of the City, an itemized rendition by affidavit, in the same form and manner as required by State Law, for rendition of property for ad valorem tax purposes, of all its properties (land, improvements, units, equipment, inventory, and all other property) real, personal and mixed. The Company shall provide to the City a copy of all pleadings and discovery filed in any litigation or protest that the Company has with Jefferson County Appraisal District. Pending final determination of any tax protest filed by the Company with the Jefferson County Appraisal Review Board, or appeal thereof, the Company shall pay to City, on October 15, 2010, the amount calculated based upon the value of the property reflected on the most recently adopted appraisal roll prepared by or for Jefferson County Appraisal District. If the final determination of a z.ida_oxbow 2o10a 14 protest or an appeal reduces the value of the property after Company has tendered payment to the City hereunder, the Company's liability hereunder shall be recalculated based on the final determination of value, and City shall in its discretion, after the final determination of such protest or appeal, either credit toward future "In Lieu of Tax" agreements or refund to Company, the difference between the amount actually paid hereunder and the amount for which the Company is determined to be liable, without interest. Under no circumstances, shall there be a refund or a credit of more than ten (10%) of any "In Lieu of Tax" payment made. Section 16. Electrical Usa e. The Company will provide the City with information as to the electrical consumption from Entergy or from any other electric utilities, transmission and distribution utility, municipally owned utility, electric cooperative, or from any other source, as well as all metering locations that service the area in Attachment "A". Section 17. Notice of Default. Notwithstanding anything herein to the contrary contained, in the event of any breach by the Company of any of the terms or conditions of this Agreement, the City shall give the Company not less than five (5) business days' written notice, specifying the z.ida_Oxbow 2010a 15 nature of the alleged default, and manner in which the alleged default may be satisfactorily cured. Thereafter, the Company will be afforded a reasonable time within which to cure the alleged default. Nevertheless, time is of the essence on the payment schedule for the "in lieu of tax" payment on October 15th. If the Company does not pay the "in lieu of tax" payment on October 15th, the City can immediately commence annexation proceedings and sue for all damages. In case of litigation for breach of the Agreement and to encourage timely payments, the City can seek 1000 of all monies that the City would have received from the Company if it been within the corporate limits, which include 100°s of all taxes, building permits, sales or use taxes, and all franchise fees on electrical usage, interest and penalty thereon, attorney's fees, and court costs. Also, if the Company intentionally discriminates against Port Arthur companies, the City can seek the direct and indirect damages that the City would have accrued, if the discrimination did not occur. Section 18. Entire Agreement. This Agreement constitutes the entire agreement of the parties with respect to the Projects described herein and supersedes any and all prior understandings or oral or written agreements between the parties respecting such subject matter, except z.ida_Oxbow 2010a 15 as otherwise provided in the instruments referenced herein. This Agreement may be amended only by written instrument signed by all of the parties hereto. Section 19. Severability. If any term or provision in this Agreement, or the application thereof to any person or circumstance, shall to any extent be held to be invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability shall not affect any other provision of this Agreement or the application thereof, which can be given effect without the invalid or unenforceable provision or application, and the parties agree that the provisions of this Agreement are and shall be severable. Payment of the "in lieu of tax" payments is an essential part of this Agreement. Section 20. Remedies Cumulative. Except as other- wise expressly provided herein, all rights, privileges, and remedies afforded the parties by this Agreement shall be deemed cumulative and not exclusive, and the exercise of any or more of such remedies shall not be deemed to be a waiver of any other right, remedy, or privilege provided for herein or available at law or in equity. Section 21. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of z.iaa_oxbow zoioa 17 the State of Texas. This Agreement is to be performed in Jefferson County, Texas. Section 22. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which taken together, shall constitute but one and the same instrument, which may be sufficiently evidenced by one counterpart. Section 23. Authority By acceptance of this Agreement and/or benefits conferred hereunder, the Company represents and warrants that its undersigned agents have complete and unrestricted authority to enter into this Agreement and to obligate and bind the Company to all of the terms, covenants and conditions contained herein. Section 24. Notice Any notice provided for in this contract shall be given in writing to the parties hereto by certified mail, return receipt requested, addressed as follows: TO CITY: TO THE COMPANY: City Manager Oxbow Calcining CITY OF PORT ARTHUR Coke Dock Road 444 4 th St. Port Arthur, Texas 77640 Port Arthur, TX 77640 (409) 985-2578 (409) 983-8460 Fax WITH A COPY T0: City Attorney CITY OF PORT ARTHUR 444 4th St. Port Arthur, TX 77640 2.ida Oxbow 2010a 18 (409) 983-8126 (409) 983-8124 Section 25. This agreement is effective the 1st day of January 2010, and shall expire on the 31st day of December, 2010, unless extended by the City of Port Arthur, as delineated in Section 6. z.ida_Oxbow 20i0a 19 SIGNED AND AGREED to on the day of 2009. OXBOW CALCINING BY: ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF JEFFERSON § BEFORE ME, the undersigned Notary Public, on this day personally appeared , known to me to be the person whose name is ascribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of Oxbow Calcining, for the purposes and considerations therein expressed, and the capacities therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, THIS THE day of A.D., 2009. NOTARY PUBLIC, STATE OF TEXAS z.ida Oxbow 2009.12.3 20 SIGNED AND AGREED to on the _ day of , 2009. CITY OF PORT ARTHUR, TEXAS BY: Stephen Fitzgibbons City Manager ACKNOWLEDGMENT STATE OF TEXAS ~ COUNTY OF JEFFERSON S BEFORE ME, the undersigned Notary Public, on this day personally appeared Stephen Fitzgibbons, City Manager of the City of Port Arthur, known to me to be the person whose name is ascribed to the foregoing instrument, and acknowledged to me that he executed the same as the act and deed of the City of Port Arthur, for the purposes and considerations therein expressed, and the capacities therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, THIS THE day of A.D., 2009. NOTARY PUBLIC, STATE OF TEXAS z.ida Oxbow 2010a 2~ LIST OF ATTACHMENTS • "A" Area of land owned by The Company • "B" Description of owners of property z.ida oxbow 2010a 22 LIST OF ATTACHMENTS . "A" Area of land owned by Tile Ccmpany • "B" Description of owners of property zz 2_ida Oxbow 2010 ATTACHMENT ~~A" EXHIBIT "A" Being 9n. 15 acres of land, more or less out of the B.C. Arthur and W.H Thaxton Survey in Sefferson County, Texas; 76.5 zcres being the same a that described in Exhibit "A" of the City of Port Arthur Ordinance No. 69-50, said ordinance providing for the exclusion o£ certain lands frc annexation and designating such lands as zn industrial zone; 17.22 acr of water in the West turning basin and a .h3 acre tract; said 9:.15 ac being more fully described by metes and bounds in tracts A, B and C z follows: TRACT "A" - 65.22 ACRES OP LADTD Beginning at the point of intersection of the West waterline of the We turning basin ,of Taylor's Bayou with the westerly projection widehe North right-of-way line of Coke Dock Road, a forty-f oot(40') Seff erson County road; .. THENCE in a Portheasterly direction along the North right-of-way line said county road projected and along the Ncrth right-of-waointn in the county road, a distance of 2000 feet, more or less, to a p Southwesterly line of the property leased by :C.C.S. to Warren Petrole Company; THENCE in a Northwesterly direction along the westerly line of said Warren Petroleum Company Lease, a distance of 502.h feet, more or les to a point for corner; THENCE in a Northeasterly direction along the Northerly line of said Warren Petroleum Company Lease, a distance o£ 300 feet, more or less, a point for corner; THENCE in a Northwesterly direction along the westerly line of said Warren Petroleum Company Lease, a distance of d50 feet, more or less, a point for corner; THENCE in a Northeasterly direction along the Northerly line of said Warren Petroleum Company Lease, a distance of x71.2 feet, more or le: to a point, said point being located on the northeast corner of said Warren Petroleum Company Lease, point for corner; THENCE in a Northwesterly direction for a distance of 75 feet, more less along the easterly boundary of the Warren Petroleum Company Lea to a point which is 25 feet Southeasterly of the centerline of the Kansas City Southern main line; THENCE in a Southwesterly, testerly, and Southeasterly direction, following along a line which is parallel to and 25 feet South o£ sai main line, along Taylcr's Bayou,. and around a curve of 11 deg. 20 mi 23 sec. with an angle of 119 deg. 26 min. to a point on the East sid the 4lest turning basin of Taylor's Bayou at the end of said curve;; THENCE in a Southwesterly direction along the 4:est turning basin, a distance of 25 feet to the waterline of 'said Sdest turning basin, continuing across the West turning basin for a total distance of 60C more or less to the East bank o£ said {•]est turning basin; THENCE in a Southeastoint onrthelNOrtherlytright5 of ~wayr line of they turning basin, to a p aforementioned county road projected in a Westerly direction; said ) being the POISN acresB OfllandG morehorhless~, andcbeing fur thersdescr it containing Exhibit "A-1" attached hereto and incorporated herein. Save and except those certain six(6) tracts o° land designated by C Port Arthur Ordinance No. 89-hA as an Industrial District Zone, as described by the following metes and bounds, to wit: TRACT "B^ - 2a.s ACRES or• I„-,rro BEGINNING at a point located on the Northeast corner of the Warren Petroleum Company Lease, as described in call number s of Tract "A", above; THENCE in a Southeasterly direction along the easterly line of said Warren Petroleum Company Lease, a distance of 450 feet, more or less, a point for corner; Warren Petr leumhCOmpanyfLeasecta distance of 200 ~f eety more or less, a point for corner; THENCE in a Southeasterly directao distant etof 4a e feet,lmore ors less, Warren Petroleum company Lease, a point for corner; said point being 100 feet North of the centerline the aforementioned county rozd; THENCE in a Northeasterly direction along a line parallel to and 100 North of the centerline of said countsaidadointdbeingc100ffeet South more or less, ,to a point for corner; P the centerline of the main tracts of the Hanszs City Southern tracts leading the West turning basin; arallel to the THENCE along a line which is 100 feet South of and p eneral centerline of said Kansas intywhichhisnonathelNortheasterly corner of Westerly direction to a p oint being the POINT OF BEGINNII Warren Petroleum Company Lease said p attached hE moreh ore lesse andibeingrfurtheri described onaExhibitg'.A_icres of land, and incorporated herein. TRACT "C" - .43 ACitES OP LAND Being .4] acres of land, more or less out of the II-C. Arthur said ey Jefferson County, Texas; said .43 acre tract being that described in Exhibit "A° of the City of Port Arthur Ordinance No. 69-50, an didesignationdsuchf lande asx anu industria lrzone.laThe of oresaidxa4] acres of land is described herein as Tract "C" as follows, to-~•%it: Commencing at the point of intersection of the Eastroaectioneoff th ee turning basin of Taylor's Bayou with the Westerly p 7 foot(40') wide Jeffersc right-of-way line of Coke Dock Road, a forty- county road; _ saiecounty roadhprojecteddandcalongathegSouthsright ofhwayfline ofr county road, a distance of 420 feet, more or less, to the POINT OF BEGINNING of the hereinafter described tract; TiiENCE continuing in a Northeasterly direccountyloroadtha distance of right-of-way line of said o°.ntYf orocor~er; feet, more or less, to a p THENCE in a Southeasterly direction, a distance of 125 feet, more o~ less, to a point for corner; THHNCB in a Southwesterly direction, along a line parallel to and 1 feet from the South right-of-way line of said county road, a distan 150 feet, more or less, to a point for corner; THENCE in a Northwesterly direction, a distance of 125 feet to a po the South line of said csaidytract containing1N4 eacIIresl ofllandf mo herein described tract; less, and being Further described on Exhibit "A-1" attached here o incorporated herein. EXCLUSION FROM TRACT A (rDUSTPLIL DLSTAICT ZOt~F SITE '4 .;.' L. ~ r t o f Dc inC 3.5176 aeresao~cl~ac tm asedescribed into lesso agpeemcnt t}~a~t certain 9 9 from Rice Carden Coporation to Great Lal:es Carbon Corporation being situated in the ll. C. t`rtliuraidrVSis~~G)}1eractslofTlaxidon purvey, Jefferson County, Texasl 'o^_in~ more fully described by metes and bounds as followsr TRAC'C t10. 1 Commencin~C.at a Culf Oil brass disk-set in concrete being nn th Common property J. ine between Rice Carden Ccrpor ct~Gnc fn rthe~l)ced Oil Corporation as cte scribed in Voltinf'a(dl~J_k being Couch Ill do Records of Jefferson County, Te r.as; G.qG feet from the Sou' )_} min. OU sec. Ylesr., a distmuc of ,2,15 erect right of way ]. ine of a county road as described in Volume. 112, Pzgc 192 of thn Dc ed Records of Jefferson County, 'fcxaoi ;ec. Ylest, for a, distance of T]'CaIC F„ South 14 deg. 12 mi.n. 23 ~ 95. 1,29j•I17 feet to the Fo int of beginning of the ].. 2 acre tr a• of land herein descr ibedl T1tT'IiCE, So~rCS 57 dcS• O7 mu'• ry0 sec. Foss. pa=a11r.1 to and 75 feet from the Sou:hc rl.y bo and ary of the I'+aro in tPforocorncn nP, lease, for a dis tancc of 000.57 Sect to a P C,~~~] ar allcl to and 00 T.`0=11CF, South 31 deg. i0 min. OOofc `l1 cl'i1l ai-rep -Pc tro].cum Compar feet from the 4lcs ccrly bo and ary lezsc. for ~ dis taisee'of 279~OG feet to a point for corners TIff!-ICE. Sout'n 53 deg• O3 min. Ii0 sec. Last, along .usd with the fence Line of the Southerly boand ary of tl'o l'Iarren oin toformcr Company lease, for a distance oS 502.55 feet to a P 'p }QitlC£,~ South 31'deg.~ 1D min. 00 sec. Ylest, p«*'allcl with tl~~e Southwesterly right of v+ay Sine of thesaoan tyo in to ~l o°br. in glt of 414.14 feet to a point for corner; P most Southerly corner of Trac't.l'lo. 1; T1[LIICL, ptor tYi 53 dcg• 03 min. Ii0 sec. \9c;t, for a distance of Sect 'to a point far corners TllEi-SCE, ilorth 3G deg. 5G mi.n, 20 see. La.^. t, ;or a dis ~Cancr n; fccC to a point for rorncri TlILI1CE, South 53 deg. 03 min. IIO sec, Last, para7.lc1, to and I feet from the So u'che rl.y line of Tract Ilo. 1, for a distance e 50.56 feet 'CO a point for corne.rl \_''`' excrus>a+ m+or.+ rnacr n c~u'~'^~ a~r~r zorrE -•:}Inc r no. 1 . T1(EFICE, North 71 dr.g. lb min. 00 sec. East, Parallel to.nnd 70.0 Gasterl line of Tract I'lo. 1, for z distance of feet from the Y 15z.ae fect,to a point for corncrl ~~~\ North $) G~ I10 sec. 1Jest, ,for a distance of do o7 min. ~~~ TI{Ef10E, to a Point for corncrl II0.59 foot mIlEI1CE, North 76 d^g. j6 mfr,. 7.0 sec. La.~t, for a di^~Lancc of 170.00 feet to c point for corncrl mlichlCG, North 57 deg• O7 min. 40 sec. 41est. parallel to alul 50 •I feet from the fence line of the Southerly boundary of the ':'tarre~ Petroleum Company lease, -for a distance of 1170.75 feet l:o n Pol- Tor corncrl 'PIQIICP„ hlorth J1 dcG. ].0 min. 00 sec. East, paral.iel to and 70• feet from the Eas terly ~l ine of Tract No. 1, for a dis tancc of 299.15 feet to a point for corncrl TIfENCE, Florth 5J deg. 07 min. 4o sec'. Hest, paral.lcl to and 70. feet from the lior therly line of Tract Pio. 1, for a dis tancc of 797~J7 feet to a point for r.orner; said pr.in'C also being on tt•~c common property line of Gulf Dil Corpora Ci.on ~u'd the Rice Cardc Corpore.tion; 'L IIEhICE, ilor~th 60 deg 51 min. 00 sec. Gant. alone the colmuon property line oT Guif Oil CorPOrfeetnto a poinn1forC nrncYCorp~ ration, for a distanc^_ of 105 ~~ TI(i:WCE, North Gb deg. 21 min. 00 s.^_c. Ea^C, a].or,G the comn'~on ..,' nrouc r. ty line of Gulf O, fc eO1 for lhco Po i.nt olir IIc gi.nn ingd andCOOp for a distance of 257. 1.o2a5 acres of land ,~ moro nr less. \:`r EXCLU510N FaDM TRACT A I~STTn~' ptSTp1CT Z( TRACT N0. 2 0~6C92ARC~~ O~LANO JEPPSRSONLCOUIITY~T0XAS~E Commencing at the most Southerly corner of Tract No. 1 as herein described: THENCE, North 53 deg. 03 min. 40 sec. West, along and with the oin' Southwesterly line of Tract No. 1, £or a distance of 92.66 feet, p for corner; toBaCpointufor3corner;5samenbei0ngsthe POZNT OFrBEGINNINGCOfothe30o639 acre tract of, land herein described; THENCE, South 53 deg. 03 min. 40 sec. East for a distance of 30.00 fe point for corner; THENCE, South 36 deg. 56 min- 20 sec. West for a distance of 61.03 fe to a point _£or corner; said point also being the Southwest corner of Gulf States Utilities Sub-Station; THENCE, South 53 deg. 03 min. 40 sec. East, along the southerointufo2 line of said Sub-station, for a distance of 20.25 feet to a p corner; said point also being the Southeast corner of a Gulf States Utilities Sub-Station; THENCE, North 36 deg. 55 min. 20 sec. East, along and wiointaf or con Sub-Station boundary, for a distance of G.70 feet to a p 1ineCof saidhSUh-3tation,mfor a0distancesof 94090 £eetstotaepointuf o' corner; THENCE, South 31 deg. 4II min. 44 sec. West, for a distance of 136.21 to a point for corner; THENCE, North 53 deg. 03 min. 40 sec. West, for a distance of 47.12 to a point for corner; THENCE, South 36 deg. 56 min. 20 sec. idest, for a distance o£ 0.75 f to a point for corner; TI;BNCB, North 53 deg. 03 min. 40 sec. Yle st, for a distance of 5.00 f to a point for corner; THENCE, North 36 deg. 56 min. 20 sec. Bast, £or a distance of 0.75 ; to a point for corner; THBNCB, North 53 deg. 03 min. 40 sec. Sdest, for a distance of 55.00 to a point for corner; THENCE, South 36 deg. 5G min. 20 sec. [lest, for a distance of 0.75 to a point for corner; THEt7CE, North 53 deg. D3 min. 40 sec. 47e st, for a distance of 5.00 to a point for corner; ~ . THENCE, North 36 deg. 56 min. 20 sec. East, for a distance of 0.75 to a point for corner; THENCE, North 53 deg. 03 min. 40 sec. West, for a distance of 5.27 to a point for corner; E%CW-~ FF70~ TRACT A IIDVSTTiIAL p1$nT1CT ZOFE Page Two Tract No. 2 THENCE, South 35 deg. 56 min. 20 sec. West, for a distance of 6.50 fee to a point for corner; THENCE, .North'53 deg. b3 min.~40 sec. West, for a distance of 31.93 fe to a point for corner; THENCE, North 36 deg. 56 min. 20 sec. East, for a distance of 6.80 fee to a point for corner; THENCE, North.53 deg. 03 min. 40 sec. West, for a distance of 36.OD fe to a point for corner; THENCE, North ~36 deg. 56 min. 20 sec. East, for a distance of .70.00 fc to a point for corner; THENCE, North 53 deg. 03 min. 40 sec. Yiest, for a distance of 35.D0 £~ to a point for corner; THENCE, North 36 deg. 56 min- 20 sec. East, £or a distance o£ 65.00 f~ to a point for corner; THENCE, North 53 deg. 03 min= AO sec. West, for a distance of 35.00 f to a point for corner; TF.ENCE, North 36 deg. 56 min. 20 sec. Last, for a distance of 75.00 f to a point for corner; THENCE, South 53 deg. 03 min. 40 sec. .E ast0,II392 acr estofcland,9mo0re c to the POINT OP DEGINNiNG and containing less. Exc~usw~+ Faora rnacT a tenusTwaf as~racr za • TilnCT N0. ' 0.1211 nC11E5~ O1' ],~HDiiQfi~ OR LESS, OUT O1,EXnS TIU~IIUR S1)RYF,'f, Jf~.`I~LR`'Of~- ,) Comment inG at the most Southr.rly corner of Tract Plo. 1 es heroin described; - ' ' Ito sec. 41est, ,along and vri~th the 'p}lEIiCE, North 57 deg• 0} ~'~^' tancc of 92.GG feet Souther r.sterly 1N° of Tract lyo• 1 for a dis to the Paint of 13eGinn inG of the 0.1211 acre tract of land here- in described) ;~tancc of ' ;+'F `,': i 41es~t, for a o-~ 41est, for .. d,s t;v~ce of East, for a dis tancc of {lost, for a distance of 41est, for a dis tancc of Last, for a distance of blest, for a dis tancc of Last, for a dis lance of Fast, for ~ distance of zo 1 . 5 G min. 20 sec. 41esC, for a distance of TIli:I1CE, South jG~ deG. S 10.0 feel to t'ne Point of Ileginn ing and c on twin ing 0.12. acre of land, more or less. ~ ' T!IEIICL, Tlortii 53 deg. Oj min: 40 sec. 1911.115 f^_et to a point for eorncrl TILE FICti, South j6 deg• 56 min. 20 sec. 170.90 feet to a point for corner; ~Ti{EFICE, Sou'Ch $} deg. 07 min. h0 sec. 45.75 feet to a point for corner; TIIEI9CE, Sou'fn 3G deG. 5G mi.n, 20 sec. lOG.51I feet to 'a point for corner; TIL°t1CE, 1Jorth 5J deG• 0} min. 40 sec. 10.0 feet to a point for eorncrl TII=NCB, North }6 des. SG-min. 20 sec. 9G. 511 is"-` '`O a Point 1'or corner) T1IIC°, )forth 5J deG• 0} min. 110 sec 1i5 75 feet to a ooint for corner; TILWCL, Tiorth }G deG. 5G min. 20 sec 190 •S?0 feet tc a po in't for corner:' . `rIIEPICE, South 5} deG. O) min. 110 se-c I h feet to a mint for eorncrl ~~''• l 'G ~' ~'i^ ~. Exctusia+ ~ mncr t. l~r~^~ ~rafcr z0lF ' T`lAC~T I~ ' 0 2}65 ACilES_OP Lf\fID_i'IORF. OR LESS, OUT OF_TI(F -U ~, AR'PilUfi SUHYI>Y, JEPFIili50il CO UfI'lY" 9'EXA•`' Commcnc inC at the most linrtherly corner of 'tract tio. 3~ no herein described: and with the TI{ENCE, Sovth 36 deg. SG min. 20 sec.. Ylest, along 0 feet for a distance of lG3.7 tlorth~,este rly line of 'tract No. 3~ acre tract of land here fr to the Point of Ucgilin inC of ~'thc 0.2765 describedt - - ~ ~ ~ ~f T1tEl{CG, 1Jorth 53 deg•~. 03 min• 110 sec. 7p.70 feet to a point for corner; T}Q11CE, North 36 deg. 56 min. 20 sec. 19,4h Sept ~to a point for corner; TlCE 11CE, Tlorth S3 deg. 07 min. hp sec n SS,O6 feet to z povtt er; for cor TISLHCL, South 76 deg. S6 m~"~ 20 sec 6 55 50 Sect to a pov~t rl for corn T1lLYICF., North S3 deg 07 min. IIO sec ~ f e' t o a poin t for con~cr; 41est, for a di~tancc o g y t, for a distance of 41es~t, for a dis"t:vicc of tlcst, for a dis tancc~oi 41est, for a dis ta+tcc of 13•-•00 0 tvtcc of m}LIICE, llorth 76 deg. SG min. 20 sec. East, for a dia 10. C0 feet to a point for corners t ncc of T1CE11CL, i4orth 00 deg. 00 min. jL1 sec. 9.'71 feet zo a ?o inc for corner; TIIEtICE, North 7b deg. S3 min. 111 sec. 11.70 feet to a no vet for corner; TILENCE, Morth 82 deg. ].q min. 10 sec ' ncrt 9.6E1 feet to a point for coi TI[EI~ICE, North 36 deg. S6 min. 20 sec " 25.35 feet to point for corner; a T}CLNCE, Sauth 53 d^-P•,Q3 mv"1• 40 sec l 7 OG feet t o ,a paint for corner; 1•les t, for a dxs a Last, for a dis tancc of East, for a distance of Last, for a distance of Last, for a distance of T4tLflCG, South 36 deg. Sfi min, 20 :ec. Ylest, for a distance of 15•h4 feet to a po i.n~C I'or corners 1'lI[11CE,' South 57 deg. 03 m1n• 110 sec.. Last, for a ~d is t:u~ee of 6p.70 feet to a point for corners Fj(Ot.l)S1ON FROM TRACT A (lDUSTPoAL p{gTR1CT ZOtF) TRnC_T r~0• 5 ACRLS OF LnrID lAORE OR LESS 0_ U"r ~F ~IID z 0 1299 n PAil'1' OF '1'IlE_U. C._nll'1'11UR SURVEY ~~ Jl>FFI4 RSON COUI~'fY TExnS beginning a~t the most Southerly corner of Tract No• 3t TItiNCE, South 21 deg. 31 min. 12 sec. Last, for a distance of 24.65 feet to a peit~t for cornert TIZNCE, -South 36 deg. 'S~ utin. 20 sec. 47est, for a distance of 12y.00 feet to a paint for corner; 'Pl[L IiCE, North 53 deC• 03 min. 40 sec. Hest, for a dis tmicc of h1.16 feet .to a pov'~t foe cornert TI(EIICE. North 3G deg. 5~ min• 20 sec. Lust, fora dis~t ante of 132.00 feet to a point for corner; - THEPtCE, north 61 deg. 5~ min. 20 sec. Last, for a dis tanee of t4.14 fce~t to a point for corner; TItEIICE, South 53 deg• a3 tnin, h0 sec. East, for a distance of _ i0.00 feet to the Point of Degi-nning and containing 0.1299 acree of land, more or lest. .. ~.i°', :: `i' Excu>s~a+ ~Raa macr a ceouS7raal_ olsrnlcT zo!+ T P.AC~__G 0.2G11t f,CRES OF 1,q CID, hfORl? OR LESS OUT OP TI{E D nR'P 11UIi ~S UIl V~EY, JIiFP~~li50r_ I_ (~OU~~I i'Y •1~~5 \~~.1 LlcGinn i'`G ~ - TIIEIICE, South 53 dcG~ p7 min. 110 sec. ?fact, for a~di.s t<,nce of ~2p.70 feet to a po iiat for co±-ncr; G min. 20 sec. llest, for a distance of TIiI: CICE, South 7G deg. 5 -T$.0 icct to a point for cornea TIrZNCE, North $7 dcG• 0} min. Ito sec. 41cst, for a distance of 83.$0 feet to a point for corner; T{{p. pICE, South 76 deg. 56 min. 20 sec. 41est,. for a distance of 7.17.0 feet to a povttfor corner; 'PIIENCE, South O1 deg. 56 min. 20 soc. 47est, for a distance of 39.14 feet to a point for corner; • 6 20 aec. 47est, for a distance of at the most Southerly corner of 'tract Cio. 3t South 76 deg. $ min. TV~IICEfcet to a point for corncrl 6$.7$ TI~IVCE, South $} dcg• O} min. 40 sec. 91.0$ feet to a poin': for corncrl TVlE11CEf South 06 01G= ~ormcornca,",ec. 1U .6i _ect to a p deg. 17 min. $} sec. T_1lEI1CF., South $} 1}. $7 feet to a po i~t for corner; TILECICE, South OB oint iormctornar;Jec. 1}.95 sect to a p TVL'r.liCE, South 76 deg. I19 min. 79 sec. 17•Gq feet to a povtt for corner; T{(FACE, South 02 deg. 04 min, 41 sec. 17,27 feet to a point for corncrl Tl~I1CE, Plorth $3 doG• 2} min. ].II sec lIi.11 feet to a point for corner; 'LILEACE, Ilorth 87 deg. $7 min• ~$0 sec 11-91. feet to a po v~~c for ~c orncrt TIIFIICE, tCOCth $} cteg,, 0] min. Ii0 sec 113.0 feet to a point for comer;' East, fora distance of Eyt, for a di.s tancc of East, for a dis tancc of East, for a dis t:ancc of 41es~C, for a dis tancc of 41est, for a dist~v\ce of 4lcst, for a dis tancc of 41est,-for a dis tonr_c of 41cst, for a dis tancc of _1_ p157FOCT ZOtE) EXCLUSION F'201A Tp:.GT A (PDUSTAIAI- TRf~C~ 6 .. ~ .. ~'~' T1~11CE, North ~b def. 56 min. 20 sec. 50.0 feet to a point for, corncrl T~~IICg, South S~ dc~. 0~ min. f10 sec. 10.90 feet to a Point far corncrl Tt~tICE, North 36 def. 5G min• 20 sec. p~,70 Sr.et to a point for corncrl_ T1RlIC[', South $J dcg• 07 m.in. 40 sec. 21.°J feet to a po irit for comer; TI~tIC°_, plorth ~6 def. 56 min, 20 sec. 129.0 feet to a point for corner; ' 1 min, 12 sec TIGIICG, North 21 dc~. J zIj•n5 fcc t'to the Po i~t cf Ocginn ing of land, more or less. East,' for a distance aL East, for a distance of Last, for a distance of East, for a dis tancc oS East, for a distance of . ~Yics t. for a diot2Gl.4 acre and containinC ~`:' . ~;:. Exausar+ Fao~+ macr a trousmlu. asm>cr zorE] ~• ~~e/~- s o c `~Ke VlC/N/7Y AfAP - LRfdr G<.YfS C~RGON IPJRRCN PE fGCI. 1. ' CITY OP PORT AR~ ENGIN GCRIPIG UIV IS CO-LEN RO~~'ER /NC. J. s rrc nr.• rencrs onnwrl: r. nurarEtc scni.e -~ r.ur.cl<ro ~ c ~,•c%,n r.rrno•. Dnl'f.: OCr. /J /Ian D'oG~: ATTACHMENT °~E" Oxbow Calcining owns all of the property in Attachment "A°'