HomeMy WebLinkAbout027648 RES - 04/08/2008A RESOLUTION
AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH BARNEY
M. DAVIS, LP, PROVIDING FOR TEMPORARY PROPERTY TAX
ABATEMENT
WHEREAS, E S, the Texas Property Redevelopment and Tax Abatement Act (the "Act"),
Texas Tax Code, Chapter 312, as amended, authorizes the City of City of Corpus
Christi, Texas (the "City") to enter into tax abatement agreements for projects meeting
the guidelines and criteria for granting tax abatement duly adopted by the City; and
WHEREAS, an application for temporary tax abatement has been filed with the city by
Topaz Power Management, LP on behalf of Barney M. Davis, LP, for the construction of
improvements to facilities in the City; and
WHEREAS, the property to be covered by the proposed tax abatement agreement is
located in the city limits of the City of Corpus Christi within an area designated as a
reinvestment zone eligible for property tax abatement under the provisions of the Act;
and
WHEREAS, the project is not located on property that is owned or leased by a person
who is a member of the city council;
NOW, THEREFORE, E, E IT RESOLVED E BY THE CITY COUNCIL of THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. The City Council finds and determines that the terms of the proposed
agreement with Barney M. Davis, LP, providing for temporary property tax abatement
and the property subject to the proposed agreement meet the applicable guidelines and
criteria, as amended, adopted by the City. The city Council further determines that the
proposed project is feasible and the proposed temporary abatement of taxes will inure
to the long term benefit of the City.
SECTION 2. The Tax Abatement Agreement with Barney M. Davis, LP, attached in
substantial form as Exhibit A, is approved, and the City Manger is authorized to execute
the agreement.
Adopted at a regular meeting of the City Council on the 8th day of April, 2008.
ATTEST:
Armando Chapa
City Secretary
Tax Abatement Agreement Resolution - rjr 03272008
CITY OF CORPUS CHRISTI
hie ry Garr
Mayor
027648
2
APPROVED AS TO FORM: March 31, 2008
R. J fling
Firs Assistant Citi Attorney
For the City Attorney
Tax Abatement Agreement Resolution -- rjr 03272008 2
Corpus Christi, Texas
of
2008
The above resolution was passed by the following vote:
Henry Garrett
Melody Cooper
Larry E i ondo, Sr.
Mike Hummell
Bill Kelly
Priscilla G. Lear
John E. Marez
Nelda Martinez
Michael M Cut hon
Tax Abatement Agreement Resolution -- rjr 03272008
itrti
027648
3
3
TAX ABATEMENT AGREEMENT
This Tax Abatement Agreement ("Agreement") is made and entered into by and
between the City of Corpus Christi ("City") and Barney M. Davis, LP ("Owner"), the
owner of taxable property in Nueces County, Texas, ("Property").
Section 1. AUTHORIZATION
This Agreement is authorized by the Texas Property Redevelopment and Tax
Abatement Act, Texas Tax Code, Chapter 312, as amended ("Act"), and is subject to
the laws of the State of Texas and the charter, ordinances, and orders of the City.
Section 2. DEFINITIONS
As used in this Agreement, the following terms shall have the meanings set forth
below:
(1) "Abatement" means the temporary, full or partial exemption from ad valorem
taxes of certain added value to real and personal property in a zone designated
for economic development purposes under the Act.
(2) "Added Value" means the increase in the assessed value of an eligible
property as a result of "expansion" or "modernization" of an existing facility or
construction of a "new facility." It does not mean or include "deferred
maintenance."
(3) "Base Year Value" means the assessed value of eligible property as of the
January 1 preceding the execution of this Agreement plus the agreed upon value
of eligible property improvements made after January 1, but before the execution
of the Agreement.
(4) "Basic Manufacturing or ServiceFacility" means buildings and structures,
including fixed machinery and equipment not elsewhere described, used or to be
used for the production of products or services, which derive a majority of
revenue from points beyond a50 -mile radius of Nueces County.
(5) "DeferredMaintenance" means improvements necessary for continued
operations which do not improve productivity or alter the process technology.
(6) "Economic Life" means the number of years a property improvement is
expected to be in service in a Facility.
(7) "Eligible Property" means the buildings, structures, site improvements, and
fixed equipment necessary to the operation and administration of the Facility to
be constructed under this Agreement. During the construction of the Eligible
Property, the Owner may make the change orders to the Eligible Property as are
reasonably necessary to accomplish its intended use, provided that no the
1
Agmt-Topaz Power -BMD City -- rjr 04022008b
change order may be made which will change the qualification of the project as a
"Basic Manufacturing or Service Facility" above.
"Expansion" means the addition of buildings, structures, fixed machinery or
equipment for the purposes of increasing capacity.
(9) "Facility" means property improvements t completed or in the process of
construction which together compromise an integral whole of a Basic
Manufacturing or Service Facility.
(10) "Modernization" means the replacement and upgrading of existing facilities
which increase the productive input or output, updates the technology or
substantially lowers the unit cost of the operation, and extends the economic life
of the facilities. Modernization may result from the construction, alteration or
installation of buildings, structures, fixed machinery or equipment. It shall not be
for the purpose of reconditioning, refurbishing, repairing or completion of deferred
maintenance.
(11)"New Facility" means a property previously undeveloped which is placed into
service by means other than or in conjunction with an expansion or
modernization.
(b) The Guidelines and Criteria for Granting Tax Abatement adopted by the City are
incorporated as a part of this Agreement. Except as the same may be modified in this
Agreement, all definitions set forth in the Guidelines and Criteria are applicable to this
Agreement.
Section 3. PROPERTY
The Property is an area within Corpus Christi, Texas, located in whole or in part
within the jurisdiction of the City, as is more fully described in Exhibit A, which is
attached to and made a part of this Agreement. The Property is located within a
reinvestment zone for tax abatement established under Chapter 312 of the Texas Tax
Code, as amended, by the City.
(b) The Nueces County Appraisal District has established the following values for the
Property as of the January 1, 2007, valuation date prior to the date of execution of this
Agreement.
Account No. 2040-0001-0015
Land $2,388,954
improvements $4,224,410
Account No. I B o o 19 7 -910 0
Persona/ Property $180,000
2
Agent -Topaz Power -BMD City -- Or 04022008b
(c) The City and the Owner agree that the value of any additions to the Improvements
made after January 1, 2008, or not otherwise reflected on the above valuation of
Improvements is:
Additional improvements: $9
(d) Addition of the above amount to the valuation of the Improvements as of the
January 1, 2008, valuation date prior to the date of execution of this Agreement results
in a Base Year Value as follows:
Base Year Value: $6,793,364
Section 4. TERM OF ABATEMENT AND AGREEMENT
(a) The City agrees to abate the ad valorem taxes on the Eligible Property under this
Section and Sections 5 and 6 of this Agreement. The Abatement becomes effective
with the January 1 valuation date immediately following the date of execution of this
Agreement. The Abatement continues for a period of two (2) years expiring December
31, 2010. The period of Abatement provided by this Agreement coincides with the tax
years commencing on January 1, 2009 and expiring on December 31, 2010.
(b) subsection (a) of this section, this Abatement Agreement is
automatically extended to the extent necessary to recapture any abated taxes and
secure payment by the Owner under the provisions of Section 8.
Section 5. TAXABILITY
(a) During the period that the Abatement is effective, taxes are payable as follows:
(1) The value of the land comprising the Property is fully taxable;
(2) The Base Year Value of existing Improvements comprising the Property are
fully taxable;
(3) The value of Ineligible Property are fully taxable; and
The Added Value of Eligible Property will be abated under Section 6 of this
Agreement.
Section 6. AMOUNT OF ABATEMENT
(a) Abatement Percentages. The Abatement provided by this Agreement is based upon
the Added Value of Eligible Property as a result of the project. The Project has been
identified as a Basic Manufacturing or Service Facility; therefore, the percentage of tax
abatement authorized in this Agreement is computed under the following schedule:
3
Agmt-Topaz Power -BMD City -- rjr 04022008b
Year Percentage of Abatement
Year * 100%
Year 2* 100%
*This period is during construction only, and prior to the date the improvements
are placed in service.
Estimated Added Value. At the time of execution of this Agreement, the Owner
reasonably estimates and represents to the City that the Added Value comprising
permanent improvements upon completion of construction phase shall be:
$310,000,000 ("Estimated Added Value").
Exclusion of Exempt Property. In determining the Added Value for abatement under
this Agreement, all types of exempt property qualifying as pollution control facilities,
shall be excluded. The only property that may be included for the purposes of
determining Added Value is property that will be normally taxable by the City during the
term of this Agreement.
Section 7. CONTEMPLATED IMPROVEMENTS
(a) Completion of Facility. Owner represents that it will develop the Facility for the
purpose and in the manner as set forth in the Project Description, attached as Exhibit B.
During construction, the Owner may make change orders to the project as are
reasonably necessary, provided that no change order may be made that will change the
qualification of the project as a "Facility" under this Agreement and the Guidelines for
Granting Tax Abatement approved by the City. Alt improvements must be completed
under all applicable laws, ordinances, rules, or regulations. During the term of this
Agreement, use of the Property is limited to the operation of the Facility described in the
Project Description consistent with the general purpose of encouraging development or
redevelopment of the zone during the period of this Agreement.
(b) Best Available Technology. Owner agrees to utilize the best available, commercially
feasible technology, as determined and approved by permitting actions of the Texas
Commission on Environmental Quality, for any new equipment or systems installed as
part of the construction of the facility that would have an impact on air quality in Nueces
County, Texas. Owner further agrees to design and construct the facility so that it will
comply with all existing provisions of any and all existing water quality permits.
(c) New Jobs. Owner represents and warrants that this Facility, in conjunction with the
companion facility completed to be under the separate Agreement with Nueces Bay
WLE, LP, will add at least 35 additional permanent jobs.
(d) No Transfer of Employment. The Facility is not expected to solely or primarily have
the effect of transferring employment from one part of Nueces County to another.
Agmt-Topaz Power -BMD City -- rjr 04022008b
Section 8. EVENTS OF DEFAULT AND RECAPTURE
(a) Failure to Cornrnence OperatiorDuring Term of Agreement. in the event that the
Facility is not completed and does not begin operation by the January 1 following the
completion of construction, no abatement will be given for that tax year, and the full
amount of taxes assessed against the property is due and payable for that tax year. In
the event that the Owner fails to begin operation by the next ,January 1, thea the
Abatement Agreement terminates and all abated taxes during the period of construction
must be recaptured and paid within 60 days of the termination.
(b) Discontinuance of O.erations Durin. Term of A. reement. in the event the Facility is
completed and begins operation with the required minimum number of permanent jobs,
but subsequently discontinues operations on any January 1 during the term of the
Agreement after the completion of construction, for any reason except on a temporary
basis due to fire, explosion, or other casualty, accident, or natural disaster, the
Agreement may be terminated by the City, and all taxes previously abated by virtue of
the Agreement may be recaptured and must be paid within 60 days of the termination.
(c) Abatement Contingent UssAlLojAlvital improvement. The tax abatement under
this Agreement is contingent upon the Owner investing a minimum of $41 ,02 ,000 on
Project, as described in Exhibit B. The Owner's failure to make the minimum
investment is a default, the abated taxes must be recaptured, and the Owner shall pay
any abated property taxes within 60 days of termination.
Abatement Contingent _Limon Additionof ler Jobs_ The tax abatement under this
Agreement is contingent upon the addition of 35 additional permanent jobs at the
Facility, and a companion facility owned by Nueces Bay WLE, LP, that has a separate
agreement with the City. The Owner's and Nueces Bay II LE,- LP, failure to create the
required number of additional permanent jobs at the completion of construction is a
default, the abated taxes must be recaptured, and the Owner shall pay any abated
property taxes within 60 days of termination.
(e) PelinquentTaxes. In the event that the Owner allows its ad valorem taxes to
become delinquent and fails to timely and properly follow the legal procedures for their
protest and/or contest, this Agreement terminates and no taxes may be abated for the
calendar year of the delinquency. The total taxes assessed without abatement for that
calendar year must be paid within 60 days from the date of termination. Penalty and
interest may begin be in to accrue on the additional amount of taxes due as the result of
recapture under this provision until the first day of the month following the sixty day
p
notice, at which time penalty and interest shall accrue in accord with the laws of the
State of Texas. Penalty and interest on the amount of taxes originally levied based
upon the Abatement, of course, begin to accrue as of the date the taxes were due in
accord with the laws of the State of Texas.
(f) Notice of Default. Should the City determine that the Owner is in default according to
the terms and conditions of this Agreement, it shall notify the Owner that if the default is
not cured within sixty (60) days from the date of the written notice ("Cure Period"), then
5
this Agreement may be terminated. In the event the Owner falls to cure the default
during the Cure Period, this Agreement may be terminated and the taxes abated by
virtue of the Agreement will be recaptured and paid as provided in this Agreement.
(g) Actual Added Value. Should the Nueces County Appraisal District determine that
the total level of Added Value during any year of the term of this Agreement after
completion of construction is lower than the Estimated Added Value for each year
during which an Abatement has been granted the difference between the tax abated
and the tax which should have been abated based upon the actual Added Value will be
determined by the City and paid within 60 days of written notification to the Owner of the
determination. Penalty and interest may not begin to accrue upon the sum until the first
day of the month following the sixty (60) day notice, at which time penalty and interest
shall accrue in accord with the laws of the State of Texas.
(h) Reduction in Rollback Tax Rate.
{ If during any year of the period of Abatement any portion of the abated value
is added to the current total value of the City, but is not treated as "new property
value" (as defined in Section 26.012 (1of the Texas Tax Code) for the purpose
of establishing the "effective maintenance rate" in calculating the "rollback tax
rate under Section 26.04 (c) of the Texas Tax Code, and if the City's budget
calculations indicate that a tax rate in excess of the "rollback tax rate" is required
to fund the operations of the City for the succeeding year, then the City shall
recapture from the Owner a tax in an amount equal to the lesser of the following:
(A) The amount of the taxes abated for that year by the City with respect
to the Property.
(B) The amount obtained by subtracting the rollback tax rate computed
without the abated property value being treated as new property value
from the rollback tax rate computed with the abated property value being
treated as new property value and multiplying the difference by the total
assessed value of the City.
(2) If the City has granted an abatement of taxes to more than one taxpayer, then
the amount of the recapture calculated under subdivision 1 above will be
prorated on the basis of the value of the abatement with respect to each
taxpayer. This event does not constitute a "default" under this Agreement, and
the sixty day Cure Period provided above does not apply. The recaptured
taxes must be paid within thirty (30) days after notice of the reduction in the
rollback tax rate has been given to the Owner. Penalty and interest may not
begin to accrue upon the sum until the first day of the month following the thirty
(30)day notice, at which time penalty and interest shall accrue in accord with the
laws of the State of Texas.
(i) continuation of Tax Lien. The amount of tax abated each year under the terms of
this Agreement must be secured by a first and prior tax lien that continues in existence
Agmt-Topaz Power -BMD City -- rjr04022008b
from year to year until the time as this Agreement between the City and Owner is fully
performed by Owner, or until all taxes, whether assessed or recaptured, are paid in full.
(j) Termination Due to Default. In the event of any default by Owner, the City Council
reserves the f
to terminate or modify right this Agreement. Owner must be afforded
g
written notice of the default and the opportunity to cure as provided above. If Owner
believes the action was improper, Owner may file an appeal in Nueces County district
court within sixty (60) days after written notice of the action by the City. Owner shall
remit to the city, within the 60 -day period, any additional or recaptured taxes levied
under the payment provisions of Texas Tax Code § 42.08. If the final determination of
the appeal increases Owner's tax liability above the amount paid, Owner shall remit the
additional tax under Tax Code § 42.42. if the final determination of the appeal
decreases Owner's tax liability, the City shall refund the Owner the difference between
the amount of tax paid and the amount of tax for which Owner is liable under Tax Code
42.43
•
Section 9. ADMINISTRATION
(a) Inspections. The Owner shall allow employees and/or representatives of the City to
have access to the Property duringthe term of this Agreement to inspect the Facility to
p y
determine compliance with the terms and conditions of this Agreement. All inspections
may be made only after the giving of twenty-four (24) hours prior notice and may only
be conducted in the manner as to not unreasonably interfere with the construction
and/or operation of the Facility. All inspections must be made with one or more
representatives of the Owner and under Owner's safety standards.
Appraisals. The Chief Appraiser of the Nueces county Appraisal District shall
annually determine (1) the taxable value of the real and personal property comprising the
Property taking into consideration the Abatement provided by this Agreement, and (ii)
the full taxable value without Abatement of the real and personal property comprising
the Property. The Chief Appraiser shall record both the abated taxable value and the
full taxable value in the appraisal records. The full taxable value figure listed in the
appraisal records shall be used to compute the amount of abated taxes that are
required to be recaptured and paid in the event this Agreement is terminated in a
manner that results in recapture. Each year the Owner shall furnish the Chief Appraiser
with the information outlined in Chapter 22, Texas Tax Code, as amended, as may be
necessary for the administration of the Agreement specified in this Agreement.
(c) Annual Reports. Owner shall certify to the City Council on or before April 1 each
year that the Owner is in compliance with each applicable term of this Agreement.
Additionally, during the initial four years of the term of property tax abatement, Owner
shall provide to the City an annual report covering those items listed on Schedule 1
attached to this Agreement in order to document the efforts of the Owner to acquire
goods and services on a local basis. The annual report must be prepared on a calendar
year basis and shall be submitted to the City no later than ninety (90) days following the
end of each the calendar year. The annual report must be accompanied by an audit
letter prepared by an independent firm which has reviewed the report.
7
Agmt-Topaz Power -BMD city -- rjr 04022008b
(d) "Buy Local" Provision. The Owner additionally agrees to give preference and priority
to local manufacturers, suppliers, contractors, and labor, except where not reasonably
or feasibly possible to do so without added expense, substantial inconvenience, or
sacrifice in operating efficiency or quality. In any the exception cases involving
purchases over $1O,000.00 a justification for the purchase must be included in the
annual report. The Owner further acknowledges that it is a legal and moral obligation of
persons receiving property tax abatements to favor local manufacturers, suppliers,
contractors and labor, all other factors being equal. For the purposes of this provision,
the term "local" as used to describe manufacturers, suppliers, contractors, and labor
includes firms, businesses, and persons who reside in or maintain an office in either
Nueces County or San Patricio County. In the event of a breach of the buy -local
provision, the percentage of abaterrerit will be proportionately reduced equal to the
amount the disqualified contract bears to the total construction cost for the project.
(e) Permits. The Owner will (a) obtain and maintain all required permits and other
authorizations from the United States Environmental Protection Agency and the TCEQ
for the construction and operation of the Facility and for the storage, transport, and
disposal of solid waste; and (b) seek a permit from the TCEQ for all grandfathered units
on the site of the Facility by filing with the TCEQ, within three years of receiving the
abatement, a technically complete application for the a permit.
Section 113. ASSIGNMENT
The Owner may assign this Agreement to any one or more corporation(s), 50% or more
of the outstanding voting securities of which are owned, directly or indirectly, by one of
the Owner, or any partnership(s) or limited partnership(s) in which an Owner, or a
subsidiary of an Owner, is a general partner. The Owner may assign this Agreement to
any other new owner or lessee of the Facility with the prior written consent of the City,
which consent shall not be unreasonably withheld. Any assignment must provide that
the assignee shall irrevocably and unconditionally assume all the duties and obligations
of the assignor and become the Owner upon the same terms and conditions as set out
in this Agreement. Any assignment of this Agreement must be to an entity that will
provide substantially the same improvements to the Property, except to the extent the
improvements have been completed. No assignment will be approved if the Owner or
any assignee is indebted to the City for ad valorem taxes or other obligations.
Section 11. NOTICES
(a) Any notice required to be given under the provisions of this Agreement must be in
writing and is duly served when it is deposited, with the proper postage prepaid thereon,
and duly registered or certified, return receipt requested, with the United States Postal
Service, addressed to the city or Owner at the following addresses. If mailed, any
notice or communication is deemed to be received three days after the date of deposit
in the United States Mail. Unless otherwise provided in this Agreement, all notices must
be delivered to the following addresses:
8
Amt -Topaz Power -BMD City -- dr 04022008b
To the City: City of Corpus Christi, Texas
Attn: City Manager
1201 Leopard Street
P. 0. Box 6499
Corpus Christi, Texas 78469
To the Owner:
Barney M. Davis, LP
2705 Bee Caves Road, Suite 340
Austin, Texas 78746
(b) Either party may designate a different address by giving the other party ten days'
written notice.
This Agreement has been executed by the parties in multiple originals or counterparts,
each having full force and effect.
Executed this day of T , 2008.
ATTEST: CITY OF CORPUS CHRISTI, TEXAS
Armando Cha pa
City Secretary
APPROVED AS TO LEGAL FORM:
. Jay Reining
First Assistant City Attorney
For City Attorney
9
Amt -Topaz Power -BMD City — rjr 04022008b
George K. Noe
City Manager
2008
BARNEY M. DAVIS, LP
By: Topaz Power Group GPII, LLC
Its General Partner
By:
Name:
me: -.
Title:
CDS/MuaCDS/MUBIKY SHWICES
rigincering & Surveying.
EXHIBIT
ARP TEXAS ORAL COMPANY
,(' A caNTRAL POWER AND 1 XGHT COMPANY)
BARNEY M, DAVIS POWER PLANT BITE
ND E5 COUNTY, TEXAS.
1990.795 ACRE. BOUNDARY SURVEY
1 1BX k-1
BEING a 1990.795 acre tract of land lying in the "Rin on de Corpus
Christi" Grant to Ramon de Ynojcaa Abstract act 411r..I a es County, TeXae,
being all of Lot 1, Block 1 of the Barney iM.. Davis St div�i ion as
recorded in volume 37,page 86, Map Records of Noes: Cunt, Texas, a l l
of a 1999.96 acre tract of laryl as described in volume 1386, page 102
Deed Records of Nueces County, Terms, and alb, of a 45 foot x 250 foot
tract of land as described in volume. 1532, page 568, Deed Records o€
Nueces 0ounty, Texas, same also being described as a 1996.146 acre tract
of land save and except a 5,351 acre tract of land, same al5o being.
described by a drawing (101144 06-BOUNDARY1, BOUND1 2- & B0UND RY3.. DW ,
dated May 23, 2004) attached . hereto . as Rxhibit A-2 and made a part hereof
and being moreparticularly described as follows:
1995.146 Acres
BE01NN1N at an 'X' in- a 2'x 2" brass plate found set in concrete Barkin
the southwest corner of the aforeMentioned Lot 1 and the ecuthw tt corner
of the herein desribed 1995.146 acre tract;
TWENCE along the northwest line of the aforemeptiOned Lot I., 8°33'51" ,
passing an -x* in a 2.x - " bass piste foundset in c-.:nc'rete at a
distance of 2000.29 feet, a total distance of 2708,98 feet (Record
N28*34135E 2710') tO a 5/8" iron rod found in the aauthea$t :noreline
of Cayo del 030 Bay Irking a northerly corner of .the said Lot 1 and a
northerly corner of the herein described 1996.146 acre- tract;
THENCE -along the north line of they aforementioned Lot 1 and the said
southeast s4oreline of the aforementionedtiOned Cayo del Oso Bay the following
ten (10) courses s
Ne8•33.26.,E a distance of. 218.19 feet (Record - N88'33' 9"E. 218.28' )
to. a 5/8. iron rod found;
76*15' 22'E .a distance of 580.78 feet (Record - 576'15'27'E 580.72')
to a 5/8" iron rod .found;
580'44'48"E "E a :distance. of 156.82 feet (Record - S80"44 ' 7uE' 156.83'1
to a 5/8' iron rod Found;
Page 1 OF 6
2278 , fnd,
May 2 , 2004
3111 Mask Drirr.. Sail Antunuu, Texas '',r22g TO 210-581-1111 x; 10-,i81-5555
'I0
Agmt-Topaz Power -BSD City -- rjr04022008b
ARP TEXAS C #iTRAI. COMPANY
(VIVA CENTRAL POWER AND LIGHT COMPANY)
BARNEY M. DAVIS POWER PLANT SITE
NUECES COUNTY, TSS
1990.795 ACRE BOUNDARY tV Y
N85"21' 56"E a distance of 261.90 feet. (Record - N85°22' 18"E 261.90')
to an angle point;
N67°28 37"E a distance of 266.27 feet (Record - ,N 7°30' 56"E 286.18')
)
to a 5/8' i ran rOd found;
1475'36'26"E a distance of 325.41 feet (Record - IT/5°35'04"E 325.391)
to a 5/8" iron rod found;
N44'35*45"t a distance of 355.32 feet (Record - . 44' 36' 07"E 355.33')
to a 58" iron rod found;
N70'47 '25"E a distance of 759.93 feet (Record - N70"46, 15"E 159.94' )
to a4 5/8" iron rod found;
1457°46'36"E a distance of 106.42 feet (Record - 7°5.0'25"5 106.43, )
to a-5/81' iron rod found;
1,130'40'10"E a distance of 189.74 feet (Record - N 0 33'57"E 109.72')
to a 5/8" iron .rxxl found -riar ing :a northerly corner of the
afOrementioned ..dot I and a northerly corner Of the . er in described
19.9 6..146 acre tract;
VCE- leaving the .said soutea►st shoreline o the. aforementioned Cayo
del Osco .,Bay, along: the .northeast line :of the a€o ement.ion d Lot 1 and .the
soux .bwest: line of..Sections 38 and 51 of the . `our Bluff& Encinal Farm
arid: arden. 'rraot.sr 11.0divi io -as recorded in..vo1ime A,. Pages 41 43, Ilap:
Records :of. Nu ea County, Tem, : 1X25.8 ' E (Record -: 561'.25 25'E)
passing a 8 iron rod found marking a.common corner of. Lot's 29: and 30
f the said ec0.10n..Wat a distance of 13.21.60 feet4 also passing a•5/8".
ircn rod.:fornd marking .a common corner' of Lots 28. and. 29 f. .the Said
ction 38 .at 41. dl tan e of 1981.44 feet, ei a passing. -a 5/8" iron Zed
found marking a cOOmon .corner Of the said :Sections. 38 and Si at. a -
distance of 4621.91 feet., also passing a 5/8" iron rod found marking a'
ceorbon corner of Lots 27 and .28 of the said Section 51 at a .distance of
7921.74 feet, and. also pa4sing .a 1-1/2" iron pipe found marking. a common
corner of Lots 26 and 27 of the. said Section 51 at a distance of 8585..59
test, a -total di.stane o 9856..7? feet to. a 1" iron rod suet with
pias.t.. carp stamped " Ds/MUER S.A.. 'TQC.' for the vwest• corner Of the
aforementione.d 45 foot •.25.0 foot • ract• and an interior' .corner of the
heicein.. described. 1996..146 .acre tract, from which an ''X Ina 2."x " brass
plate .found set in. concrete. in the said . northeast .lir of the Said. Lot'
1. uci nn .ar the. ,centerline of. Waldron Road beats'861'25516R. a di tnce
of .43..5.6. feet.;
Pare 2 OF 6
2278. fnd
23. 2004
3..1.1 blink C rivv, S.Aft Acstcnio, Trams 78229 'I" 2LO-581.-1:111 Pm 210-581-5555
11
Agmt-Topaz Power -BMD City -- rjr 04022008b
AEP TEXAS COAL COMPANY
(F K A CENTRAL POWER AND LIGHT COMPANY)
BARNEY . M. DAVIS POWER PLANT SITE
ACES COUNTY, TEXAS
1990.795 ACRE BOUNDARY SURVEY
THENCE leaving the .said northeast line of the aforementioned Lot. 1 and
the said Southwest line o . the aforementioned Section 51, along the
northwest line of the aforementioned 45 foot x 250 foot tract,
N28.3410 -PIE a di tan a of.250.00 feet' (Record - 'E 250') to a 1/2"
iron rod set with plastic cap stamped PCDS/MUERY S.A. TX.* for the north
corner of the said 45 foot x 250 toot tract and the most easterly north
corner of the herein ein described 1996.146 :acre tract;
THENCE along the northeast line of the aforerflentioned 45 foot x 250 foot
tract, $61'25'53"E a distanee of 45-.00 feet (Record - S61*6 45' } to a
1/1h iron rod set with plastic cap stamped "CDS NUE Y S.A. T ." in the
said centerline of the aforementioned 'Waldron lkoad and the common line
of the aforementioned Section 51 and Section 52 of the aforementioned
Flour Bluff & Encinal Pare' and Garden Tracts Subdivision for the east
corner of the said 45 foot. x 250 foot tract and an east corner clf the
herein. described 199.6 .146 acre tract;
Tunic along the southeast line of: the aforementioned 45 foot x 250 foot
trot, the said centerline Of the aforementlone4 Waldron Road and the
said coon line of the aforernentio ►ed Sections 51 and. 52, 528'34'074W
a distance of 250.00 feet (Record - 5,2991 250.'.) to a 1/2" iron rod :set
with plastic cap stamped. ' D E Y -,A. TX.' in the said northeast line
of .the aforementioned Lot- 1 for the south cornerof the said 45 foot x
250 foot tract, the south corner of the. said Section . 51, the west corner
OE the said Section 52 :and an interior corner of the herein described
1996.146 acre tract
THENCE along the said northeast line of -the forementioned Lot land the
southwest line of the aforementioned Section 52, 61* 5' 53"E a distance
of 5854.66 feet (Record - 861'25125"E) to a 1/2" iron rod set with
plastic cap Stamped " DS UERY S.A. TX." in the west shoreline of the
Laguna Madre for an east corner of the said Lot 1 -and an east corner of
theherein described: 10%5.146 acre tract;
THENCE along the eastline of the aforementioned Lot .1 andthe saidwest
shoreline of the aforementioned Laguna Madre the following thirty (3 0)
courses:
514'.24'50"W a distance of 671.18 feet t40, an angle point
S 6'32' 3"W a distance of 265.93 feet to an angle point,
S14' 5 ' 14'W a distance of 403.11feet to an angle point;
513'36'02"W a distance of 193.87 feet to anangle point)
S13°45,10"E a distance of 316.42 feet to an angle point;
Page 3 Oar' 6
2278 . ftic
]day 3* 2004
3411 Iviagrc Thrive. San Anton n, Texas 782 Td: 210-581-1111 Fax: 210,581-5555
12
Agmt-Topaz Power-131VID City -- rjr 04022008b
ASP TEXAS ORAL • COMPANY
F/X/A CENTRAL POWER AND LIQ MANY)
B E' 1( DAMS POR PLANT SITE
MR SS: COUNTY, TEXAS
1990.795 ]ARE 00ARY* SURVEY
S 2.04'42"E a distance of 221.07 feet to an angle point;
510°59'21mW A distance of 64.71 feet to an angle point;
S20•12'27"W a distance of 201.45 feet to an angle point;
S1 *3 t17"W a distance of 206.66 feet to an angle point;
S12'18'05'R a distance of 178.45 feet to an angle point;
SO3'54105"E a distance of 437.2 .feet to an angle point;
X08'34' 24'W a distance of 68.55 feet to an angle point;
502°25,42"W a distance of 128.87 feet to an angle point;
S07°06'50"E a distance of 257.88 feet to an angle point;
01° l ' 14 E a distance of 85.52 feet to an angle point;
S14'23'4793 a di -Stance of 64.49 feet to an angle point;
328'59103"E .a distance of 70.41 feet to an angle point;
S26•42'33"13 a distance of 213.09 feet to an angle point;
S22 ° 5' 59'E a distance of 236.54 feet to an angle point;
S1$'15'40"E.a distance of 117,78 feet to an angle point;
523•28117"8 a distance of 215.69 feet to an angle point;
842'04'50'E _a distance of 200.42 fest to an angle point;
S36•39"53"13 a distance of 89.16 feet to an angle point;
535 °34' 39"E a distance of 58.48 feet to an angle point;
S4 ° 10 ,E a distance of 234.51 feet to an angle point;
S4'02' 0o"5 A distance of 888..57 feet to an angle point,
553'03' 3 "E a distance of .255.09 feet to an angle point;
535.22'49"E a distance: `of 110.08 feet to an angle .point;.
515°30'38"E a .distance of 337.21 feet to an angle point;
Page 4 OF 5
227$.fnd
May 23, 2004
5411 Magfc Dc. SItn Antonio. Tex ris 78229 Tel 210-581-1111 Pax: 10-581-5555
13
Agmt-Topaz Power -BMD City -- rjr 04022008b
ASP TEXAB CENTRAL COMPANY
(F A CENTRAL POWER AND LXGRT COMPANY)
BARNEYX, DAVIS POWER PLANT SITE
MIMS COQ, TEXAS
2990.795 ACRE BOUNDARY SURVEY
902'06'54'W a distance of 167.84 feet to a 1/2" iron rad set with
plastic cap stamped *CDS/CRY S.A. TX." for the .timet southerly
corner of the said hot 1 and the most southerly corner of the herein
described 1996.146 acre tract;
THENCE alOng thesouthwest line Of thea orementioned Lot 1, N61° 5' S " ,
passing a 1/2" iron rod.set with plastic cap. stamped "CD MUER t S.A. .TX."
at a distance of 4131_.41 feet, _a total distance of 22131.41 .feet. (Record
- 061°25'25"W 22060') to the PLACE OF BEGINNING containing 1996. 14'6 acres
of land.
SAVE AND XC PT 5.351 ACRES
BEING a 5,351 acre tract of land Wing in the "Rincon de Corpus
Christi^ Grant to Ramon de Ynojosa, abstract 411, Nueces County,
Texas, being .a portion of Lot 1, BioCk 1 of the Barney M. Davis
Subdivision as recorded in volume 37, page 86, Nap .Records of Nueoes
County, Texas, a portion of a 1999.96 acre tract of land as
described in volume 1386, page 202, Deed Records of }33ecea., County,
Texas, same also being described by a drawing (101144_06--SCUNDAkY1,
BOi]NDARY2 BOUNDARY3.DWG, dated May 23, 2004) attached hereto as
xhibit A-2 and made a part hereof and being more particularly
described as follows
COENCXNO' at an "* In a 1'x 2' brass y�plat found set/�. in concrete
marking the southwestcorner of the aforementionedLot'1 ;
THENCE along the southwest line of the aforementioned Lot 1,
S61'2553"E a distance of 13918.61 .feet (Record - 61° 5' "E) to
a :poin,;
THENCE leaving the said southwest line of the aforementioned Lot 1.,
N20*34'22"E a distance of 1481.24' feet to a 1/2" iron rad set with
plastic cap .Stamped "CDS MUERY S.A. TX." for the PLACE "Of BEGINNING
and the West corner of the hetein dei cried 5.351 acre tract;
THENCE ' 1428"34.22"g a distance of 450.00 feet to a 1/2' iron .rod het
with plastic cap stamped '"CDS, M Y 5.4t1. TX."' tor the north corner
of the herein described 5.351 acre tract;
THENCE 661'2538'E a distance of 516.00 feet to a 1/2" iron rod set
with plastic cap stamped "CDS URRY S.A. TX.' for the .most northerly
east corner of the herein described 5.351 acre tract;
EN R 28' 34' "w .a distance of 253.S0 feet to a 1/2" iron rod set
with plastic cap stamped 'CDS MuERY S.A. TX . * for an interior corner
of the herein described 5.351 acre tract;
Page 5 OF
2270.fnd
May 23, 2004.
34I1:Magic rive, San Antonio, Texas 78229 TeL 210.381-1111 Fax: 210661-5555
14
Agmt-Topaz Power -BMD City -- rjr 04022008b
AEP SAS CENTRAL COMPANY
(F/]/7CENTRAL POWER AND LIGHT COMPANY)
BARNEY M. DAVIS POWER PLANT SITE
RCSS CCS, TEXAS
1990.795 ARB BOUNDARY SURVEY
THENCE S61'25'3B"E a distance of 19.00 feet tO a 1/2" iron rod set
with plastic cap stamped 'CDS MUB YC S.A. TX.' for the most southerly
east corner of the herein described 5.351 acre tract,
THENCE S B" 4' 2"W a distance of 46.83 feet to a• 1/2" iron rod set
with plastic cap stamped "CDSMtJER.Y` S.A. TX." for the most easterly
south corner -of the herein described. 5.351 acre tract,
THENCE N61' 5' 38."f1 a distance of 19.00 feet to a 1/2" icon rod set
with plaOtic cap stamped 'COS/MtARY S.A. 'X' ." for an interior corner
of the herein described 5.351 acre tract;
THENCE. S28'34'224W a distance of 149.59 feet to a 1/20 iron rod. set
with plastic cap stamped "CNS/MURRY S.A. TX.. frr the most westerly
south: corner of the : herein described 5,351 acre tract;
THENCE N61925'38°W a distake• Of 5.16.00 feet to 'the PLACE OF
BEGINNING containing. 5.351 acres .of land.
The bearing basis for thia survey is Grid North, Texas State Plane
Coordinate System, South Zone, SAD 1983.
THE STATE OF TEXAS X
KNOWN TO ALL MEN BY THESE . PRESENTS s
COQ OF DEUR
1, John T. Kubala, a Registered Professional Land 8urveyOr, do hereby
certify that the move field notes were prepared using information
obtained by an on the ground survey made under my direction and
s.spervis , n in December, 2001,May, 2003 and May, 2004.
Date _ZIAP day of
Page . 6 OF 6
2278. fnd.
14ar L 2004 .
2004, 'A. D.
john T. Kabala
Registered Professional Land Surveyor
No.. 4505 - State of 'Texas
3411 Magic I ravc, San Antonio, Texu 78229 Tel: 210-581.1111 Fax:. 10-581-5555
15
Agmt Topaz Power -BMD City -- rir 04022008b
tL
W
CAYO D
OSO BAY
EXHIBIT A -
SHEET 1 OF 3
LEGAL DESC 140.227e
cOS/p.fUERir J00 trn. 1o11RA 06
COBS/1 rRv PIJt[ H 101144-•o5-aout,oARy1 o G
EW.,ANiNe &Ws, GM HSI
TEx4 STATE PLANE. =ORDINATE- SYSTEU,
tLhO 1963, .S0&ffH 2orit.
WiLf 23, 20°4
1996.146 ACRES
LIAR1EYLiar-1. t1 , DAVIS �LMDM I N
OCR 1
vauk4E 37, PAGE 66
A? RECORDs, PRICES CCINTY
1999 95 ACRE
VOLUME 1366. PAGE 202
D=ES RECons OF N1JECES COuNr,
h30.40 101 10914.
tRECOAD - N301.377` Wilt)
157'46'36t 106.42'
wow - 750251- 10 44.12
44`175 45E 355.52'
k 14V 41251 !MAY
REFD*0 N7sTdi'J57 75ll4. )
'4.3 [8P37 2eb 271
(RC`. a4o -Ped7,3015er 24&187
s$4'4L'I.yrE156;67' 1
fREc; qt - 515 44 V'}Ulfen �
1990.795. ACRE BOUNDARY SURVEY
AEP TEXAS CENTRAL COMPANY
(F/K/A. CENTRAL POWER AND LICIT COMPANY)
BARNEY M. DAVIS POWER PANT SITE
RINCON DE CORPUS CHRISTI GRANT TO
RAMON DE YNOJOSA, ABSTRACT — 411
NU CS couNly, TEXAS
- N15'36'261 325,41'
(RWD 6.15'.J5O4 J25 J91
'#1JIY�.'
5 P1471 mac
WVP Pi =Kit I it
N85121 '56-E 261.90'
(1 CCORD - #4022't4E 2Ef,to')
S7T 15" 2-E 580.78'
(RfG - 57$15111f 580.721
NW 33'26' 218,19'
(Waft Nfirirfft van)
Vitt98.
. -
0 100
SCALE 111 rf
Amt -Topaz Power -BMD City — rjr 04022008b
Poc
3.900 icer
POB
1996;196 Nit
auliC SFr
1-414.
`f' Y+ A ' 2'
9i155nATE.P209)
-.010 1/2' Rom ROD .SET
�� CAP • �-
Amt01�E. .
•-
OEKOTES . S/6 IRAN Nob .FPS1ID
KNOWS FENCE.
P00 . - °NOTES. Of ammo
POC -- o44arns .•Po t. o wirimEPl Cath
Bngineering
11
16
te.
#ur aMISS •. S,0-1llt-1,iu
45`.091 IRAN
15,13, PC 14A
52 V9. 0* 1
0.0e. - lilt
1111,149RON Al. A
W. 32. PC. 56$
0.R C.
ih. , _
f - 1
7-----1-1-77„,' ...v.v.,
.,........
.,,,,....-•
,,,-„,
,* TRACT P :-.
g L.) .
,,,,_ DAN ACREf =>
,°� ' . A ....ice
�' -ut EMS BEAT
}}.
S.
T ) c
-` BARED I1/44, DAVISlib )1' 1 I N
,,: i f 1. . ,C 1 +.r;
-; _ . �=,. VOLUME E 37. PACT . }
�� MAP R ORDS, Nl.,`�F { UN
{ .1999 96 'ACRES'
I.L,
= VCLU:iE 1'385, PACE 232 ;. . a' .
— 'F12.ZV
L996146 ACRES,„
S21�.
46
34'72w
141'25'11V ?33 $6'
5+E 1'I5'3,7E
11 are
SHEET 2 OF
tECAL MSC, N0,2278
CoSpratAy .106 to0, 101.144 06
CDS/MUERY PAT 10. t 0 1 1 4 4 -06 -800tfiARY2'0W0:
Mama ttAsis: Gap I
TEXAS STATE PLANE COOROMATE SYSTEM
NA0 19113. 5Of T)1 eittt
MAY 53. 2034
or GaPI Awe mo
maim LK
smolt?
SEC1JJM .
19
14613
1-44
sEckivi
1990,795 ACRE BOUNDARY SURVEY
.AEP. TEXAS CENTRAL COMPANY
EK CENTRAL POWER .AND U[T COMPANY)
BARNEY M. DAVIS POWER PLANT SITE.
RINCQNE. cORP -CHRISTI .GRANT TO
'R44O )140,1105A, ABSTRACT 411
mit A IUEES .N1Y, TES
•
O - �ENOiEESl' 1 l`�i hi 1400
Jam'
%MITI PLASM l}N CAP 5�1{M1 l EO
WiL S OTH#� •NOTED.
6- EOIOTES . Ur4I4+NUrEMED
a - cIITEmSa' FRoti 660mac
moms MO
POB- DEMOTES 5'L OF sEGINNIND
S£ IN FEU
Agmt-Topaz Power -BMD City -- rjr 04022008b
•
n: g11'3 a + u r y lg..
3411 Y11AC . OR. * 0111 APfr t 0 A Tait
17
• S1s'2#"5.1'1 671,15'
1? 5i[ar3rii 265111
$14'561,11 40.2.11.
L 4 tumor. 11F3jT
15 114145' in 314.4f
46
50 71.1'477 221AT
17 S1 )l2rW 64 71`
LO 101.45'
19 S12'36'1rot 206.tr
16 222"1111/ 111.45`
111 li'S 1 4,36.2'
L12 50a-341ft1.tS
113 507'42* 176.8?'
L14 S7 5 5+o'E 157 46'
L15 -301'13'14 ! 65.32
116 514`234r1
L17 57505 Q3't 7341'
L19 528'421331 261,49'
.19 53? 5'391
J 1 5lf11'40 117.79'
121 52.3'2('71: 213.69'
422 .2oro+'.fit 210.49
123 Sar V5. e#.:6'
24 24'.101 514'
125 S4TDVA 234.1`
120 554-05' 1155 57'
427 183131L+'! 239.02'
X21 8.1V72.187 i WA6'
429 31230 3!`E 337.31'
564%151 167.64
SHEET 3 OF
LEGAL O!SC.00.2279
CDSAILIERf .00 NO. 101144.00
4135/14UERT PLAT NO. 10.1144-08-1400140,481'3.044G
&mom ifs: Gasti NOON
Tom$ FLOE MANE COORDINATE SYSTE.31.
HAD 1983. Scum 70#+x.
Y 23 .2004
1990.795 ACRE BOUNDARY SURVEY
AEP TSS CENTRAL COMPANY
(F/K/A CENTRAL POWER AND LICIT COMPANY)
BARNEY M. DAVIS POWER PLANT SITE
NC N. DE CORPUS CHRISTI GRANT TO
RAMON DE YNOJOSA, ABSTRACT - 411
NUECES COUNTY, . TEA
FLOtR BLUFF AND EN INAL
FARM AND GARDEN TRACTS
\ vow E A, .PALE 41, M.R.N.C.
1
7tqg
L
LAGU NA
MADRE
4
SAR L M. DAVISBDI I N
LOT 1, DL CK 1
VOLUME 3, FADE 86
MAP RECORDS. NUECES COUNTY
1999.6 ACRES
VOLUME 1386 PACE 202
DEED RECORDS. OF NUECES O UI I
1996.146 ACRES --
0- 0tt4Os l ti Wo14 HOD SET
0.. P1AST1C 0*? sl m
'000/l.IU c -5A. 1X.'
1.')&7.55 011645 1* 00110
• -DENons UN MOI4I moolED POINT
E7 -
00,075 S 5" 10014 600 1.010610
.045111 FENCE
P020 - 6•140110 SCE OF otomoiNG
5.351 ACRE
�STTD SITE
111
3-
05
t
173
074
4
L.,
CDS/MuBt/
Engineering :& Surveying
Sat11 1005 2911 11415 02. # sw .+46664. =As Paw .. 610-s41#1111.
18
Agmt-Topaz Power -BMD City -- rjr 04022008b
EXHIBIT
PROJECT DESCRIPTION
Topaz Power Group proposes to undertake a major capital redevelopment project on
the site of the existing Barney M. Davis Power Station along Laguna Madre in Flour
Bluff over a two-year period between 2008 and 2010. The power plant is currently
owned and operated by Topaz Power Group, which is an Austin, Texas-based limited
liability company owned by a subsidiary of Carlyle/Riverstone Global Energy and Power
Fund 111, L.P.
The redeveloped Barney M. Davis units can be expected to carry a total 1,014 -
megawatt
,01 -
megawatt II W capacity, which represents a net increase of 317 W over the capacity
of the current units. This project will provide electric power to the ERGOT power grid
serving areas outside the local region, will result in significant direct and indirect local
investment and job creation and will provide long term electric reliability for the entire
Nueces County region.
SCHEDULE 1
"Buy Local" Annual Reports
The following information shall be reported to the City on a calendar -year basis during
the first four years of the tax abatement program:
1. Dollar amount spent for materials* (local).
2. Dollar amount spent for materials* (total).
3. Dollar amount spent for labor** (local).
4. Dollar amount spent for labor** (total).
5. Number of jobs created in the construction project (local).
6. Number of jobs created in the construction project (total).
7. Number of jobs created on a permanent basis (local).
8. Number of jobs created on a permanent basis (total).
* "Materials" is defined to include all materials used in excavation, site improvement,
demolition, concrete, structural steel, fire proofing, piping, electrical, instruments,
paintings and scaffolding, insulation, temporary construction facilities, supplies,
equipment rental in construction, small tools and consumables. This term does not
include major items of machinery and equipment not readily -available locally.
"Labor" is defined to include all labor in connection with the excavation, site
improvement, demolition, concrete construction, structural steel, fire proofing,
equipment placement, piping, electrical, instruments, painting and scaffolding,
insulation, construction services, craft benefits, payroll burdens, and related labor
expenses. This term does not include engineering services in connection with the
project desi
g
n.
The term "local' as used to describe manufacturers, suppliers, contractors and labor
shall include firms, businesses, and persons who reside in or maintain an office in either
Nueces County or San Patricio County.