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HomeMy WebLinkAboutRES 20-289RESOLUTION NO. 20-289 WHEREAS, on October 20, 2020, the City Council of the City of Beaumont, Texas passed Ordinance No. 20-059 designating an area as the Suez WTS USA, Inc. - Project Clear Reinvestment Zone pursuant to the Texas Redevelopment and Tax Abatement Act (Texas Tax Code, Chapter 312); and, WHEREAS, the City of Beaumont has been approached by Suez WTS USA, Inc. with a proposal for an upgrade to their existing facility located on College Street, just west of the Municipal Airport; and, WHEREAS, this project is intended to bolster local economic development by stimulating business and commercial activity within the city; and, WHEREAS, the developers have approached the City seeking economic development incentives in the form of ad valorem tax abatements and have filed an application with the City for Chapter 312 economic development incentives; and, WHEREAS, the application has been reviewed and it has been determined that the proposed project does satisfy the purpose and goals of the program in that it will enhance the City's economic base and diversify and expand job opportunities; and, WHEREAS, in order to maintain sufficient controls to ensure that the public purpose is carried out, it is necessary to enter into a tax abatement agreement with the developer establishing the expectations and terms of the transaction; and, WHEREAS, the City Council is of the opinion that approval of an application for Chapter 312 economic development incentives and entering into a tax abatement agreement with Suez WTS USA, Inc. for an upgrade to their existing facility located on College Street, just west of the Municipal Airport is in the best interest of the City of Beaumont and its citizens; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the statements and findings set out in the preamble to this resolution are hereby, in all things, approved and adopted; and, THAT approval of an application for Chapter 312 economic development incentives for Suez WTS USA, Inc. for an upgrade to their existing facility located on College Street, just west of the Municipal Airport is hereby approved; and, BE IT FURTHER RESOLVED THAT the City Manager be and he is hereby authorized to execute a tax abatement agreement with Suez WTS USA, Inc. granting a 100% ad valorem tax abate during project completion, 100% for the first year, 90% for the second year, 80% for the third year and 70% for the final year for an upgrade to their existing facility located on College Street, just west of the Municipal Airport. The meeting at which this resolution was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 22nd day of December, 2020. mm 5�//1 , TAX ABATEMENT AGREEMENT FOR PROPERTY LOCATED Ri This Tax Abatement Agreement (hereinafter referred to as "the Agreement") is made, entered, and executed between The City of Beaumont, Texas (hereinafter referred to as the "City"), and Suez WTS USA, Inc., (hereinafter referred to as "Suez"), the owner of taxable property in Beaumont, Jefferson County, Texas, located in the Suez WTS, ''USA, Inc. -Project Clear Reinvestment Zone as described below ("Suez WTS USA, Inc. -Project Clear Reinvestment Zone"). 11. DEFINITIONS 1. As used in this -_Agreement, the following terms shall have the meanings set forth _below .. ti _ a. ,The "2020, Certified -Appraised Value" means the January 1, 2020 value of the property within the Reinvestment 'Zone, as certified by the Jefferson County; Appraisal District as of that date, and described in Paragraph 3 and Exhibit B. b. ' , "Improvements" means the buildings or portions "thereof and other improvements, including fixed machinery, equipment and process units, used for commercial or industrial purposes that are constructed by Suez on the property.after December 31, 2020. C. "Construction Phase" means a material and substantial improvement of the property which represents a separate and distinct construction operation undertaken for the purpose of constructing 1 EXHIBIT "A" the Improvements. The period of Construction Phase ends when commercial operation of the New Facility, commences as defined by the completed installation of constructed Eligible Property that serves the purpose for which it is designed. d. "Abatement" means the full or partial exemption from ad valorem taxes of certain property in a Reinvestment Zone designated for economic development purposes. e. "Eligible Property" means the buildings, structures, fixed machinery, equipment sand process units, construction in progress and,... Improvements necessary to the operation and admiriistration of the New Facility. f. "New Eligible Property". -means, Eligible Property, the construction of which commences subsequent,to;the date of execution of this Agreement. A list of the'New Eligible Property is._set forth in -the Application for Tax Abatement originally filed by Suez, within the City of Beaumont, Texas `Tthe.. Application"), which is incorporated her by'ref-ere nce and made a part f hereof During tfle .Construction -Phase of the New Eligible ; 'Property, .. `Suez may make such change orders to the New Eligible Property as are reasonably necessary jo acgoml lish,its intended use. g "Ineligible Property" means land, inventories, supplies; tools, furnishings, and other forms of movable personal property, including but not limited to, vehicles;'::" vessels, aircraft, housing, hotel accommodations, deferred maintenance investments, improvements for the generation or transmission of electrical energy not wholly consumed by a new facility or expansion, any improvements including those to produce, store, or distribute natural gas, fluids or gases, which are not necessary to the operation of the New Facility, and property that has an economic life of less than ten (10) years. h. "Affiliates" of any specified person or entity means any other person or entity which, directly or indirectly, through one or more intermediaries, controls, or is controlled by, or is under direct or indirect common NA control with such specified person or entity. For purposes of this definition, "control" when used with respect to any person or entity means (i) the ownership, directly or indirectly, or fifty percent (50%) or more of the voting securities of such person or entity, or (ii) the right to direct the management or operations of such person or entity, directly or indirectly, whether through ownership (directly or indirectly) of securities, by contract or otherwise, and the terms "controlling" and "controlled" have meanings correlative to the foregoing 2. The Tax Abatement Policy for granting tax abatements in a reinvestment zone created in Beaumont, Jefferson County, Texas, which was adopted via Resalu.tion No. 2®-181 b fihe Ci't, C©unciil of the Cit, of Beaumon September 8, 2020, is incorporated herein by reference, together with any applicable amendments. All definitions ,set -forth therein are applicable to this Agreement. 3. The Rein) Texas, comprisir No. 20-059---dated ( Exhibit-C and is_fer. WTS USA, Inc.-Proji based upon_,the final take the steps,,, request by Suez. Th( necessa III. SUBJECT PROPERTY - Zone is ``an areeC within Beaumont, Jefferson County, amately 30 10;.more'or less The = uez 1NTS USA, lne. ,nt Zon - was designated by the City under Ordinance ler 20, :2020, a copy of which is attached hereto as ncorporated It_ is understood and agreed that the Suez lear Reinvestment Zone boundary is subject to revision itruction p an for the New Facility and the City agrees to y ,to amend the Reinvestment Zone boundary upon )-n Certified Appraised Value is: Land Only $389,787 Improvements $18,283,004 Personal Property $8,547,720 (includes Inventory) The 2020 Certified Appraised Value is subject to change based upon final certification of the values by Jefferson County Appraisal District. Upon certification, by consent of the parties, the 2020 Certified Appraised Value will be attached to Exhibit B. 3 IV. VALUE AND TERM OF AGREEMENT 4. This tax abatement shall be effective on the January 1st valuation date immediately following the date of execution of this Agreement. In each year that this Agreement is in effect, the amount of abatement shall be an amount equal to the percentage indicated below. The appraised value, as defined in the Property Tax Code, of New Eligible Properties shall be abated in accordance with the following scale which is also found in Exhibit D: Year Abated 2021 = 00/ 2022 100% 2023 _100% 2024 `90% 2025 80% 2026 700/co V. 'TAXABILITY ,., VI. CONTEMPLATED IMPROVEMENTS 6. As set forth ,,in _the Application, which is incorporated herein for all purposes, Suez represents that it will modernize the Beaumont facility, including modernizing process, capacity, reliability, infrastructure and safety updates. The approximate cost of this investment is $40,000,000. During the Construction Phase, Suez may make such change orders to the project as are reasonably necessary. All Improvements shall be completed in accordance with the Application and all applicable laws, ordinances, rules, or regulations. Suez agrees to make -bidding information available to qualified local contractors, 11 vendors, manufacturers and labor and to conduct pre -bid meetings from time to time with potential local bidders and suppliers of services and materials for the project. VII. EVENTS OF DEFAULT 7. During the abatement period covered by this Agreement, the .City may declare a default hereunder by Suez if Suez (i) fails to, commence construction of the New Facility within one (1) year from the daterthis Agreement is executed or (ii) fails to construct the New Facility or (iii) fails to:comply with any of the material terms of this Agreement, or (iv) if any representation : made :by Suez in this Agreement is false or misleading in any material respect. 8. If the City declares that; -Suez is in notify Suez in writing. If such: c date of such notice ("Cure Peri the case of a with due dilige reasonable>.explanatior<` estimate of°<the overall j date of such notice:. ses be: i. within );,~shall t0 Cl l rE a prop Agreement, the City shall is not cured. -_within sixty (60) days from the ieWthis Agreement may be terminated. In id Sue's'reasonable control which cannot fe,:,.Cure- Penod, =-the Cure Period shall be of . the City of Suez's intention to institute uch default, (ii) shall proceed to cure such ecl`schedule for the completion of the New date for completion of the New Facility, a ';the reason for the delay, and a reasonable nt of the New Facility that is completed as of the 9. In the event Suez (i) allows its ad valorem taxes on the New Facility to become delinquent or fails to timely and properly follow the legal procedures for the protest and appeal of the ad valorem taxes on the New Facility or (ii) defaults under this Agreement and fails to cure, this Agreement may then be terminated. In the event of termination of this Agreement pursuant to the provisions of this paragraph, all taxes previously abated by virtue of this Agreement will be E recaptured and paid within sixty (60) days of the termination, together with penalties and interest as required by the Texas Property Tax Code. 10. In the event the New Facility is completed and begins commercial operations, but subsequently discontinues operations for any reason excepting fire, explosion, or other casualty, accident, or natural disaster or governmental mandate, for a period of one (1) year during the abatement period, then this Agreement shall terminate. In the event of terminationpursuant to the provisions of this paragraph, the abatement of the taxes,-for'the :calendar year during which the New Facility no longer operates shall terminate;_ :but there shall be no recapture of prior years' taxes abated by .this Agreement The taxes otherwise abated shall be paid to the City prior to 2the delinquency date fdrsuch year. In no event shall Suez be required to.,pay such taxes within less than si*,#_:0) days of the termination. 1y/IIW-117JiII,II-ItRI 11L97M 12 ;The Chief Appraiser,; of the Jefferson County Appraisal District shall annually determine (i) ,the, taxabWvalue pursuant to the terms of this abatement of the real, and personal property "comprising the Suez WTS USA, Inc. -Project Clear Reinvestment Zone .and (ii) the full taxable value without abatement of the real and personal property comprising the Suez WTS USA, Inc. -Project Clear Reinvestment Zone.`"l-Jhe Chief Appraiser shall record both the abatement taxable value and the full taxable value in the appraisal records. The full taxable value listed in the appraisal records shall be used to compute any recapture. Each year Suez shall furnish the Chief Appraiser with the information required by Chapter 22, Tax Code, V.T.C.A. Such information shall also be provided to the City in preparation of its annual evaluation for compliance with this Agreement. IN 13.. If after notice of default and failure to cure, the City terminates this Agreement, it shall provide Suez written notice of such termination. In the event of termination, Suez may file suit in the Jefferson County District Court appealing termination within ninety (90) days after receipt from the City of written notice of termination. If an appeal is filed, Suez shall remit to the City within sixty (60) days after receipt of the notice of termination, any recaptured taxes as may be -:; payable during the pendency of the litigation under:Section 42.08, Tax Code, V.T.C.A. If the final determination of the appeal increases Suez tax liability, Suez shall pay the additional tax to the City pursuant to Section 42.42, Tax Code, V.T.C.A. If the final determination of the appeal decreases Suez tax liability, the City shall refund to Suez the difference -between the amount of tax paid and the amount of tax for which Suez -is liable together with interest pursua_hHo Section 42.43, Tax Code, V.T.C.A. IX. ASSIGNMENT 14. Suez may assign this=Agreement to a-nAffiliatewithout the written consent of the City, provided that Suez shall provide written notice of such assignment to the City =Except as provided m :the immediately preceding sentence, Suez may assigri .this Agreement with'the written. consent of the City, which consent shall not`=be -:unreasonably' _withheld,-' delayed or conditioned. Any assignment shall provide that the assignee, shall irrevocably and unconditionally assume all the duties and 'obligations of the assignor upon the same terms and conditions as set out in this Agre'emerit. No assignment shall be approved if Suez or the assignee is delinquent in ad valorem taxes due the City. 15. Any notice required to be given under the provisions of this Agreement shall be in writing and shall be served when it is deposited, enclosed in a wrapper with the postage prepaid thereon, and by registered or certified mail, return receipt requested, in a United States Post Office, addressed to the City or 7 Suez. If mailed, any notice shall be deemed to be received three (3) days after the date of deposit in the United States Mail. Unless otherwise provided in this Agreement, all notices shall be delivered to the following addresses: To Suez: OWNER: Mr. Joseph J. Devine Vino_Drnoirlon+ Tnvoc W Tc W 801 Main Beaumont, TX 77701 Either party may designate a different address by giving the other party ten (10) days written notice. XI. AUTHORITY 16. Each of the parties hereto represents and warrants to the other party that (i) it has all requisite power and authority to execute and deliver, to perform its obligations under and to consummate the transactions contemplated by this Agreement and (ii) the execution and delivery; of this Agreement, the performance of its obligations under and t transactions contemplated by this requisite corporate authority on the governmental authority on delivery of this Agreement, this A' obligations of s 17 l the Ag authori2. of Beau insummation by each party of the have been duly,.,authorized by all of .Suez and 'by 'all requisite of the 'City . ;and (iii) upon execution and rnent_will constitute valid and binding legal 4TE his Agreement-may;be executed in counterparts and the effective date of XII. 18. In the event any section, subsection, paragraph, sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. I 19. The City agrees to record certified copy of this Agreement in the Deed Records of Jefferson County, Texas. 20. This Agreement shall be construed under the laws of the State of Texas. Venue for any action under this Agreement shall be the State District Court of Jefferson County, Texas. 21. This Agreement shall be subject to event of default which has not been cured with the mutual written consent of the C 22. SEVERABILITY In the event any provision of this AGREEMENT under present or future laws, then, and in th,, Parties hereto that the remainder of --this AG thereby, and it is also the intention -.of the- Partie of each clause or provision that is found `to provision be added tothis.,AGREEMENT whic and is as similar in terms as.,possible to the_; pr or unenforceable..; ':. II force and bdification or, except in the herein, termination, only s illegal, invalid, or`urenforceable t event, it is the intention of the ;EEMENT shall not be affected to�th�is_AGREEMENT that in lieu egal, invalid, or unenforceable, a i -is_aegal, _"valid, and enforceable vision found to be illegal, invalid by the parties in multiple (Signature) (Printed Name and Title) (Date) 10 City of Beaumont (Printed Name and Title) (Date) 11 FOR THE CITY: Kyle Hayes, City Manager City of Beaumont Tit' -- Su 12 EXHIBIT A "Description of Project and OWNER Property" The proposed project is to modernize the Beaumont facility, including modernizing process, capacity, reliability, infrastructure and safety updates. The facility would be constructed on the OWNERS land, located within the Ci, of Beaumont's Municipal Boundaries _ and within the boundaries of the uez I S S In . o; ec�t Glea 13 EXHIBIT B "Base Year Property" The reinvestment zone contains existing improvements. The base year taxable value as certified will be attached, by consent of the parties, when1same is calculated and adopted by the Jefferson County Appraisal District. 14 EXHIBIT C — "Reinvestment Zone" 15 PROJECT CLEAR Legal Description Summary: Owner Geo Name Parcel Identification Legal Descriotion Acreaae SUEZ WFS USA 1 132295 300046-000- 000300-00000-4 A SAVERY ABS-46 TR 92 9.031 AC 9.0310 SUEZ WTS 300046-000- A SAVERY ABS 46 TR 93 18.51AC USA 132996 000310-00000-3 1#502500-000010 18.510 SUEZ WTS 300046-000- USA 386438 001250-00000-0 A SAVERY ABS 46 TR 16 2.559AC 2.5590 Total Acreage 30.100 DESCRIPTION OF APPROXIMATELY 30.10 AC. / 1,311,156 SQ. FT. A parcel containing approximately 31.10 AC. / 1,311,156 sq. ft. of land: Beginning at a southwest corner of the City Limits to Beaumont, Texas at the intersection of the most westerly border of the City and the north right-of-way line of College Street, also known as U.S. Highway 90. Also being the southwest corner of Tract 16, A. Savery Survey, Abstract 46 a 2.559 Ac. Tract; Thence, in a northerly direction along the west line of the City Limits of Beaumont and the said 2.559 Ac. Tract, a distance of approximately 899 ft. to the northwest corner of said called 2.559 Ac. Tract and the corner of the herein described Tract. Said point being in the City Limit line; Thence, in an easterly direction along the north line of said 2.559 Ac. Tract approximately 125 ft. to a point, said point being the northeast corner of the said 5.559 Ac. Tract and the northwest corner of Tract 93, A. Savery Survey, Abstract 46, an 18.51 Ac. Tract; Thence, continuing in an easterly direction along the north line of said 18.51 Ac. Tract approximately 1,063 ft. to the northeast corner of said 18.51 Ac. Tract and the northwest corner of Tract 92, S. Savery Survey, Abstract 46, a 9.031 Ac. Tract; Thence, continuing in an easterly direction along the north line of said 9.031 Ac. Tract approximately 531 ft. to the northeast corner of said 9.031 Ac. Tract; Thence, in a south southeasterly direction along the east line of said 9.031 Ac. Tract approximately 639 ft. to the southeast corner of said 9.031 Ac. Tract. Said point being located in the north right-of-way (R.O.W.) line of U.S. Highway 90 (width varies) and the City Limit line; Thence, in an west southwesterly direction along the south line of said 9.031 Ac. Tract, the north R.O.W. line of U.S. Highway 90 and the City Limit Line approximately 841 ft. to the southwest corner of said 9.031 Ac. Tract and the southeast corner of the previously mentioned 18.51 Ac. Tract; Thence, continuing in a west southwesterly direction along the south line of said 18.50 Ac. Tract, the north R.O.W. line of U.S. Highway 90 and the City Limit line approximately 870 ft. to the southwest corner of said 18.51 Ac. Tract and the southeast corner of the previously mentioned 2.559 Ac. Tract; Thence, continuing in a west southwesterly direction along the south line of said 2.559 Ac. Tract, the north R.O.W. line of U.S. Highway 90 and the City Limit line approximately 127 ft. to a corner. Said corner being the southwest corner of said 2.559 Ac. Tract, the southwest corner of the City Limits to Beaumont, Texas and the Point of Beginning and containing approximately 31.10 AC. / 1,311,156 sq. ft. of land. EXHIBIT D — "Abatement Schedule" "Tax Abatement Schedule" Year Abated Percentage of Value Abated 2021 0% 2022 100% 2023 100% 2024 90% 2025 _2=8.0% 2026 70% 16 EXHIBIT E — "City of Beaumont Abatement Policy" It is understood and agreed that all abatement agreements granted herein shall conform to this abatement policy and to the Texas Tax Code. 17 TAX ABATEMENT AGREEMENT FOR PROPERTY LOCATED IN SUEZ WTS USA, INC.-PROJECT CLEAR REINVESTMENT ZONE This Tax Abatement Agreement (hereinafter referred to as "the Agreement") is made, entered, and executed between The City of Beaumont, Texas (hereinafter referred to as the "City"), and Suez WTS USA, Inc., (hereinafter referred to as "Suez"), the owner of taxable property in Beaumont, Jefferson County, Texas, located in the Suez WTS USA, Inc. -Project Clear Reinvestment Zone as described below ("Suez WTS USA, Inc. -Project Clear Reinvestment Zone"). I. AUTHORIZATION This Agreement is authorized by the Texas Property Redevelopment and Tax Abatement Act, Tax Code, Chapter 312, V.T.C.A., as amended, and by authorization of the City following the designation of the Suez WTS USA, Inc. - Project Clear Reinvestment Zone. II. DEFINITIONS 1. As used in this Agreement, the following terms shall have the meanings set forth below: a. The "2020 Certified Appraised Value" means the January 1, 2020 value of the property within the Reinvestment Zone, as certified by the Jefferson County Appraisal District as of that date, and described in Paragraph 3 and Exhibit B. b. "Improvements" means the buildings or portions thereof and other improvements, including fixed machinery, equipment and process units, used for commercial or industrial purposes that are constructed by Suez on the property after December 31, 2020. C. "Construction Phase" means a material and substantial improvement of the property which represents a separate and distinct construction operation undertaken for the purpose of constructing the Improvements. The period of Construction Phase ends when commercial operation .of the New Facility, commences as defined by the completed installation of constructed Eligible Property that serves the purpose for which it is designed. d. "Abatement" means the full or partial exemption from ad valorem taxes of certain property in a Reinvestment Zone designated for economic development purposes. e. "Eligible Property" means the buildings, structures, fixed machinery, equipment and process units, construction in progress and Improvements necessary to the operation and administration of the New Facility. f. "New Eligible Property" means Eligible Property, the construction of which commences subsequent to the date of execution of this Agreement. A list of the New Eligible Property is set forth in the Application for Tax Abatement originally filed by Suez, within the City of Beaumont, Texas ("the Application"), which is incorporated herein by reference and made a part hereof. During the Construction Phase of the New Eligible Property, Suez may make such change orders to the New Eligible Property as are reasonably necessary to accomplish its intended use. g. "Ineligible Property" means land, inventories, supplies, tools, furnishings, and other forms of movable personal property, including but not limited to, vehicles, vessels, aircraft, housing, hotel accommodations, deferred maintenance investments, improvements for the generation or transmission of electrical energy not wholly consumed by a new facility or expansion, any improvements including those to produce, store, or distribute natural gas, fluids or gases, which are not necessary to the operation of the New Facility, and property that has an economic life of less than ten (10) years. h. "Affiliates" of any specified person or entity means any other person or entity which, directly or indirectly, through one or more intermediaries, controls, or is controlled by, or is under direct or indirect common 2 control with such specified person or entity. For purposes of this definition, "control" when used with respect to any person or entity means (i) the ownership, directly or indirectly, or fifty percent (50%) or more of the voting securities of such person or entity, or (ii) the right to direct the management or operations of such person or entity, directly or indirectly, whether through ownership (directly or indirectly) of securities, by contract or otherwise, and the terms "controlling" and "controlled" have meanings correlative to the foregoing. 2. The Tax Abatement Policy for granting tax abatements in a reinvestment zone created in Beaumont, Jefferson County, Texas, which was adopted via Resolution No. 20-181 by the City Council of the City of Beaumont September 8, 2020, is incorporated herein by reference, together with any applicable amendments. All definitions set forth therein are applicable to this Agreement. M. SUBJECT PROPERTY 3. The Reinvestment Zone is an area within Beaumont, Jefferson County, Texas, comprising approximately 30.10, more or less. The Suez WTS USA, Inc. - Project Clear Reinvestment Zone was designated by the City under Ordinance No. 20-059 dated October 20, 2020, a copy of which is - attached hereto as Exhibit C and is hereby incorporated. It is understood and agreed that the Suez WTS USA, Inc. -Project Clear Reinvestment Zone boundary is subject to revision based upon the final construction plan for the New Facility and the City agrees to take the steps necessary to amend the Reinvestment Zone boundary upon request by Suez. The 2020 Certified Appraised Value is: Land Only $389,787 Improvements $18,283,004 Personal Property $8,547,720 (includes Inventory) The 2020 Certified Appraised Value is subject to change based upon final certification of the values by Jefferson County Appraisal District. Upon 3 certification, by consent of the parties, the 2020 Certified Appraised Value will be attached to Exhibit B. W. VALUE AND TERM OF AGREEMENT 4. This tax abatement shall be effective on the January 1st valuation date immediately following the date of execution of this Agreement. In each year that this Agreement is in effect, the amount of abatement shall be an amount equal to the percentage indicated below. The appraised value, as defined in the Property Tax Code, of New Eligible Properties shall be abated in accordance with the following scale which is also found in Exhibit D: Year Abated Percentage of Value Abated 2021 0% 2022 100% 2023 100% 2024 90% 2025 60% 2026 70% V. TAXABOLOTY 5. During the period that this tax abatement is effective ("abatement period"): 1. The value of Ineligible Property shall be fully taxable; 2. The appraised value, as defined in the Property Tax Code, of New Eligible Property shall be abated as set forth above under the section entitled "VALUE AND TERM OF AGREEMENT." VL CONTEMPLATED WROVEMEitNTS 6. As set forth in the Application, which is incorporated herein for all purposes, Suez represents that it will modernize the Beaumont facility, including modernizing process, capacity, reliability, infrastructure and safety updates. The approximate cost of this investment is $40,000,000. During the Construction Phase, Suez may make such change orders to the project as are reasonably necessary. All Improvements shall be completed in accordance with the 4 Application and all applicable laws, ordinances, rules, or regulations. Suez agrees to make bidding information available to qualified local contractors, vendors, manufacturers and labor and to conduct pre -bid meetings from time to time with potential local bidders and suppliers of services and materials for the project. W. EVENTS OF DEFAULT 7. During the abatement period covered by this Agreement, the City may declare a default hereunder by Suez if Suez (i) fails to commence construction of the New Facility within one (1) year from the date this Agreement is executed or (ii) fails to construct the New Facility or (iii) fails to comply with any of the material terms of this Agreement, or (iv) if any representation made by Suez in this Agreement is false or misleading in any material respect. 8. If the City declares that Suez is in default of this Agreement, the City shall notify Suez in writing. If such default is not cured within sixty (60) days from the date of such notice ("Cure Period"), then this Agreement may be terminated. In the case of a default for causes beyond Suez's reasonable control which cannot with due diligence be cured within the Cure Period, the Cure Period shall be deemed extended if Suez (i) shall notify the City of Suez's intention to institute steps reasonably necessary to cure such default, (ii) shall proceed to cure such default, and (iii) shall submit a proposed schedule for the completion of the New Facility, including the estimated date for completion of the New Facility, a reasonable explanation concerning the reason for the delay, and a reasonable estimate of the overall percent of the New Facility that is completed as of the date of such notice. 9. In the event Suez (i) allows its ad valorem taxes on the New Facility to become delinquent or fails to timely and properly follow the legal procedures for the protest and appeal of the ad valorem taxes on the New Facility or (ii) defaults under this Agreement and fails to cure, this Agreement may then be terminated. 5 In the event of termination of this Agreement pursuant to the provisions of this paragraph, all taxes previously abated by virtue of this Agreement will be recaptured and paid within sixty (60) days of the termination, together with penalties and interest as required by the Texas Property Tax Code. 10. In the event the New Facility is completed and begins commercial operations, but subsequently discontinues operations for any reason excepting fire, explosion, or other casualty, accident, or natural disaster or governmental mandate, for a period of one (1) year during the abatement period, then this Agreement shall terminate. In the event of termination pursuant to the provisions of this paragraph, the abatement of the taxes for the calendar year during which the New Facility no longer operates shall terminate, but there shall be no recapture of prior years' taxes abated by this Agreement. The taxes otherwise abated shall be paid to the City prior to the delinquency date for such year. In no event shall Suez be required to pay such taxes within less than sixty (60) days of the termination. @ 11H. ADMINISTRATE ON 11. This Agreement shall be administered on behalf of the City by its City Manager. Upon completion of the New Facility, the City Manager shall annually evaluate the New Facility to ensure compliance with this Agreement. 12: The Chief Appraiser of the Jefferson County Appraisal District shall annually determine (i) the taxable value pursuant to the terms of this abatement of the real and personal property comprising the Suez WTS USA, Inc. -Project Clear Reinvestment Zone and (ii) the full taxable value without abatement of the real and personal property comprising the Suez WTS USA, Inc. -Project Clear Reinvestment Zone. The Chief Appraiser shall record both the abatement taxable value and the full taxable value in the appraisal records. The full taxable value listed in the appraisal records shall be used to compute any recapture. Each year Suez shall furnish the Chief Appraiser with the information required by C1 Chapter 22, Tax Code, V.T.C.A. Such information shall also be provided to the City in preparation of its annual evaluation for compliance with this Agreement. 13. If after notice of default and failure to cure, the City terminates this Agreement, it shall provide Suez written notice of such termination. In the event of termination, Suez may file suit in the Jefferson County District Court appealing termination within ninety (90) days after receipt from the City of written notice of termination. If an appeal is filed, Suez shall remit to the City within sixty (60) days after receipt of the notice of termination, any recaptured taxes as may be payable during the pendency of the litigation under Section 42.08, Tax Code, V.T.C.A. If the final determination of the appeal increases Suez tax liability, Suez shall pay the additional tax to the City pursuant to Section 42.42, Tax Code, V.T.C.A. If the final determination of the.appeal decreases Suez tax liability, the City shall refund to Suez the difference between the amount of tax paid and the amount of tax for which Suez is liable together with interest pursuant to Section 42.43, Tax Code, V.T.C.A. [IX. ASSIGNMENT 14. Suez may assign this Agreement to an Affiliate without the written consent of the City, provided that Suez shall provide written notice. of such assignment to the City. Except as provided in the immediately preceding sentence, Suez may assign this Agreement with the written consent of the City, which consent shall not be unreasonably withheld, delayed or conditioned. Any assignment shall provide that the assignee shall irrevocably and unconditionally assume all the duties and obligations of the assignor upon the same terms and conditions as set out in this Agreement. No assignment shall be approved if Suez or the assignee is delinquent in ad valorem taxes due the City. X. NOTICE 15. Any notice required to be given under the provisions of this Agreement shall be in writing and shall be served when it is deposited, enclosed in a 7 wrapper with the postage prepaid thereon, and by registered or certified mail, return receipt requested, in a United States Post Office, addressed to the City or Suez. If mailed, any notice shall be deemed to be received three (3) days after the date of deposit in the United States Mail. Unless otherwise provided in this Agreement, all notices shall be delivered to the following addresses: To Suez: OWNER: Mr. Joseph J. Devine Vice -President, Taxes 4636 Somerton Road Trevose, PA 19053 With a copy to: Mr. Steve Quataert Managing Partner —Affinity P.O. Box 51049 Fort Myers, FL 33994 To the City: City of Beaumont Kyle Hayes City Manager 801 Main Beaumont, TX 77701 With a copy to: Tyrone Cooper City Attorney 801 Main Beaumont, TX 77701 Chris Boone Director of Planning & Community Development 801 Main Beaumont, TX 77701 8 Either party may designate a different address by giving the other party ten (10) days written notice. X9. AUTH®RUY 16. Each of the parties hereto represents and warrants to the other party that (i) it has all requisite power and authority to execute and deliver, to perform its obligations under and to consummate the transactions contemplated by this Agreement and (ii) the execution and delivery of this Agreement, the performance of its obligations under and the consummation by each party of the transactions contemplated by this Agreement have been duly authorized by all requisite corporate authority on the part of Suez and by all requisite governmental authority on the part of the City and (iii) upon execution and delivery of this Agreement, this Agreement will constitute valid and binding legal obligations of such party. X99. ®ATE 17. This Agreement may be executed in counterparts and the effective date of the Agreement shall be the date the City executes this Agreement, so authorizing, on the date of the countersignature hereto by the Manager of the City of Beaumont on this A day of be&M�1 , 2020. I X511L MISCELLANEOUS r1 18. In the event any section, subsection, paragraph, sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. 19. The City agrees to record certified copy of this Agreement in the Deed Records of Jefferson County, Texas. 20. This Agreement shall be construed under the laws of the State of Texas. Venue .for any action under this Agreement shall be the State District Court of Jefferson County, Texas. 21. This Agreement shall be subject to change, modification or, except in the event of default which has not been cured. as provided herein, termination, only with the mutual written consent of the City and Suez. 22. SEVERABILITY In the event any provision of this AGREEMENT is illegal, invalid, or unenforceable under present or future laws, then, and in that event, it is the intention of the Parties hereto that the remainder of this AGREEMENT shall not be affected thereby, and it is also the intention of the Parties to this AGREEMENT that in lieu of each clause or provision that is found.to be illegal, invalid, or unenforceable, a provision be added to this AGREEMENT which is legal, valid, and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 23. This complete Agreement has been executed by the parties in multiple originals, each having full force and effect. 10 Suez WTS USA, Inc. Z4t---- )!6= By: (Si ature) Mr. Joseph J. Devine Vice President, Taxes /z/ 2 3 zz'a 20 (Date) City of Beaumont By: (Signature) Kyle Hayes City Manager ZO A' jnature) Aq &Ilir erjr, nted Name and Title) 9-�) (Date) Executed in duplicate this the day of , 2020. EXHIBIT A "Description of Project and OWNER Property" The proposed project is to modernize the Beaumont facility, including modernizing process, capacity, reliability, infrastructure and safety updates. The facility would be constructed on the OWNERS land, located within the City of Beaumont's Municipal Boundaries and within the boundaries of the Suez WTS USA, Inc. -Project Clear Reinvestment Zone. 12 EXHIBIT B "Base Year Property" The reinvestment zone contains existing improvements. The base year taxable value as certified will be attached, by consent of the parties, when same is calculated and adopted by the Jefferson County Appraisal District. 13 EXHIBIT C — "Reinvestment Zone" 14 ORDINANCE NO. 20-059 ENTITLED AN ORDINANCE DESIGNATING AN AREA AS THE SUEZ WTS USA, INC. REINVESTMENT ZONE PURSUANT TO THE TEXAS REDEVELOPMENT AND TAX ABATEMENT ACT (TEXAS TAX CODE, CHAPTER 312); PROVIDING TAX INCENTIVES; PROVIDING FOR. SEVERABILITY; AND PROVIDING FOR REPEAL. WHEREAS, the City of Beaumont endeavors to create the proper economic and social environment to induce the investment of private resources in productive business enterprises located in areas of the City; and, WHEREAS, Suez WTS USA, Inc. is seeking incentives for an investment to upgrade its facility located on College Street just west of the Municipal Airport; and, WHEREAS, it is necessary to establish a Reinvestment Zone for the purpose of commercial and industrial tax abatement before Suez WTS USA, Inc. is to be considered for incentives; and, WHEREAS, it is found to be feasible and practical and would be a benefit to the land to be included in the zone and to the City of Beaumont after the expiration of any agreement entered into pursuant to the Property Redevelopment and Tax Abatement Act; and, WHEREAS, to further this purpose, it is in the best interest of the City of Beaumont to designate the area described in Exhibit "A" and shown on Exhibit "B" as the Suez WTS USA, Inc. Reinvestment Zone pursuant to the Texas Redevelopment and Tax Abatement Act (Texas Tax Code, Chapter 312); and, WHEREAS, the zone is eligible for Commercial -Industrial tax abatement; and, WHEREAS, the area being designated is reasonably likely as a result of the designation to contribute to the retention or expansion of primary employment or to attract major investment in the zone that would be a benefit to the property and that would contribute to the economic development of the City of Beaumont; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: Section 1. That the statements and findings set out in the preamble to this ordinance are hereby, in all things, approved and adopted. Section 2. That the City Council hereby designates the area described in in Exhibit A and shown on Exhibit "B," attached hereto and incorporated herein for all purposes, as the Suez WTS USA, Inc. Reinvestment Zone (herein referred to as the "Zone") Section 3. That the City Council finds that the Zone meets the criteria contained in the Texas Redevelopment and Tax Abatement Act (Texas Tax Code, Chapter 312). Section 4. That the City Council finds that the designation of the reinvestment zone would contribute 'to retention or expansion of primary employment in the area and/or would contribute to the attraction of major investments that would be a benefit to the property and would contribute to the economic development of the municipality. Section 5. That the City Council may provide certain tax incentives applicable to business enterprises in the Zone, which are not applicable throughout the city, as allowed for in the Act. Section 6. That the City Council has established certain guidelines and criteria governing tax abatement agreements and is therefore eligible to participate in tax abatement. Section 7. That a public hearing to consider this ordinance was held by the City Council on October 20, 2020. Section 8: That this ordinance shall take effect from and after its passage as the law and charter provide. Section 9. That if any section, subsection, sentence, clause, or phrase of this ordinance, or the application of same to a particular set of persons or circumstances should for any reason be held to be invalid, such invalidity shall not affect the remaining, portions of this ordinance, and to such end the various portions and provisions of this ordinance are declared to be severable. Section 10. That all ordinances or parts of ordinances in conflict herewith are repealed to the extent of the conflict only. The meeting at which this ordinance was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. PASSED BY THE CITY COUNCIL of the City of Beaumont this the 20th day of Octol ter, 2020. DESCRIPTION OF APPROXIMATELY 30.10 AC. / 1,311,156 SQ. FT. A parcel containing approximately 31.10 AC. / 1,311,156 sq. ft. of land: Beginning at a southwest corner of the City Limits to Beaumont, Texas at the intersection of the most westerly border of the City and the north right-of-way line of College Street, also known as U.S. Highway 90. Also being the southwest corner of Tract 16, A. Savery Survey, Abstract 46 a 2.559 Ac. Tract; Thence, in a northerly direction along the west line of the City Limits of Beaumont and the said 2.559 Ac. Tract, a distance of approximately 899 ft. to the northwest corner of said called 2.559 Ac. Tract and the corner of the herein described Tract. Said point being in the City Limit line; Thence, in an easterly direction along the north line of said 2.559 Ac. Tract approximately 125 ft. to a point, said point being the northeast corner of the said 5.559 Ac. Tract and the northwest corner of Tract 93, A. Savery Survey, Abstract 46, an 18.51 Ac. Tract; Thence, continuing in an easterly direction along the north line of said 18.51 Ac. Tract approximately 1,063 ft. to the northeast corner of said 18.51 Ac. Tract and the northwest corner of Tract 92, S. Savery Survey, Abstract 46, a 9.031 Ac. Tract; Thence, continuing in an easterly direction along the north line of said 9.031 Ac. Tract approximately 531 ft. to the northeast corner of said 9.031 Ac. Tract; Thence, in a south southeasterly direction along the east line of said 9.031 Ac. Tract approximately 639 ft. to the southeast corner of said 9.031 Ac. Tract. Said point being located in the north right-of-way (R.O.W.) line of U.S. Highway 90 (width varies) and the City Limit line; Thence, in an west southwesterly direction along the south line of said 9.031 Ac. Tract, the north R.O.W. line of U.S. Highway 90 and the City Limit Line approximately 841 ft. to the southwest corner of said 9.031 Ac. Tract and the southeast corner of the previously mentioned 18.51 Ac. Tract; Thence, continuing in a west southwesterly direction along the south line of said 18.50 Ac. Tract, the north R.O.W. line of U.S. Highway 90 and the City Limit line approximately 870 ft. to the southwest corner of said 18.51 Ac. Tract and the southeast corner of the previously mentioned 2.559 Ac. Tract; Thence, continuing in a west southwesterly direction along the south line of said 2.559 Ac. Tract, the north R.O.W. line of U.S. Highway 90 and the City Limit line approximately 127 ft. to a corner. Said corner being the southwest corner of said 2.559 Ac. Tract, the southwest corner of the -City Limits to Beaumont, Texas and the Point of Beginning and containing approximately 31.10 AC. / 1,311,156 sq. ft. of land. PROJECT CLEAR Legal Description Summary: Owner Geo perpaae SUEZ WTS USA 132295 SUEZ WTS USA 132996 SUEZ WTS USA 386438 Identification 300046-000- 000300-00000-4 300046-000- 000310-00000-3 300046-000- 001250-00000-0 A SAVERY ABS-46 TR 92 9.031 AC A SAVERY ABS 46 TR 93 18.51AC A SAVERY ABS 46 TR 16 2.559AC Total Acreage 9.0310 18.510 2.5590 30.100 EX EBIT D — "Abatement Schedule" "Tax Abatement Schedule" Year Abated - Percentage of Value Abated 2021 0% 2022 100% 2023 100% 2024 00% 2025 30% 2026 70% 15 EXHIBIT E — "City of Beaumont Abatement Policy" It is understood and agreed that all abatement agreements granted herein shall conform to this abatement policy and to the Texas Tax Code. 16 CITY OF BEAUMONT REEWESTIMIENT ZONE TAX ABATEMENT POLICY PBILOSOPHY Tax abatement is an economic development strategy to mitigate the substantial costs usually associated with the construction of a new or expansion of an existing facility that enhances the economic and/or social base of the community. Because property tax revenue is the means to provide vital community services, it is the position of City of Beaumont that tax abatement be utilized sparingly, and only after careful consideration of the economic impact on the community. Nothing herein shall imply or warrant that the City of Beaumont is under any obligation to provide tax abatement to any applicant. ELIGIBILITY This policy document provides criteria for eligibility and policy implementation as adopted by the City Council of the City of Beaumont, in accordance with Texas Tax Code, Chapter 312, otherwise known as the Property Redevelopment and Tax Abatement Act (Act), governing property tax abatement agreements within Reinvestment Zones. All applications will be considered on a case -by -case basis. The following types of enterprises are eligible to apply for tax abatement. Industrial/Manufacturing - activities such as engaging in the mechanical or chemical transformation of materials or substances into new products; assembling component parts of manufactured products, if the new product is neither a structure nor other fixed improvement; and blending of materials, such as lubricating oils, plastic toxins or liquors. Other eligible activities include specialty resins and polymers, pharmaceuticals, medical devices and specialty foods. Distribution - activities described as the wholesale distribution of durable and/or nondurable goods, such as motor vehicles, furniture, lumber and other construction materials, professional and commercial equipment, electrical goods, hardware and plumbing and heating equipment, paper and paper products, apparel and groceries. Central administrative office services - examples include performing management, support services or telecommunication functions for related entities. Properties subject to a Texas Commission on Environmental Quality (TCEQ) Voluntary Cleanup Program Agreement. Eligible property for which abatement may be granted includes non-residential real property and/or tangible personal property located on the real property other than that personal property 1 that was located on the real property at any time before the abatement agreement is executed. Abatement of taxes shall be the value of real or personal property located on the property for each year of the Tax Abatement Agreement only to the extent that the value for the year exceeds the value for the year in which the agreement was executed. Excluded from eligible personal property are inventory or supplies. Personal property with a useful life of less than ten years is also not eligible for tax abatement. A. The City of Beaumont herein ("Governmental Entity") adopts these guidelines and criteria for tax abatement ("Policy") for real property owners who propose a project ("Project") to develop, redevelop and improve taxable qualifying real property ("Real Property"). The Governmental Entity is willing to provide a subsidy to a Real Property Owner in the form of a special exemption from certain taxes provided the Real Property Owner agrees to accept and abide by this Policy. If the Real Property owner leases said property to a third party, the Governmental Entity may require assurances that the conditions outlined in this policy for the Real Property Owner will be met. B. The abatement of ad valorem taxes on Real Property Improvements and Eligible Personal Property will be evaluated and determined according to the following formula and will be subject to the remaining terms of this policy. PERCENT OF CREATED VALUE TO BE ABATED 100% for 2 yrs. after project completion 100% for 3 years 100% for 4 years Individual Case Basis CAPITAL COST OF THE PROJECT (OR) $ 0 - $ 500,000 $ 500,001 - $2,000,000 $2,000,001 - $3,500,000 $3,500,001 - $5,000,000 $5,000,001 or more NUMBER OF NEW FULL-TIME JOBS TO BE CREATED Not Applicable 20-30 31-40 41-50 51 or more A full-time equivalent employment position is one that provides at least 2,080 hours annually within the City's taxing jurisdiction. The number of full-time equivalent employment positions is determined by adding the total number of hours worked and/or actual paid leave (such as vacation, sick leave, jury duty) of all employees, less overtime hours, and dividing that sum by 2,080. All existing jobs as well as those created must be maintained throughout the term of a tax abatement agreement. C. With respect to a Project with a minimum investment of $5,000,001, each tax abatement request will be individually reviewed by the Governmental Entity and approved or declined based on the merits of the application. The percentage of taxes abated is one hundred percent abatement until Project Completion, not to exceed the first and second Tax Year. The percentage of taxes abated for the first through fifth Tax Years next following Project Completion shall be that percentage of abatement granted by the Governmental Entity at the time of the application. The City Council may extend the abatement period longer than the periods stated above if warranted based on an analysis of the direct economic impact. 2 The period of time that the taxes are abated will be referred to as the "Abatement Period". The "first Tax Year" is defined as the first full calendar year next following the commencement of construction of the Project. PROPERTIES SUBJECT TO VOLUNTARY CLEANUP AGREEMENT Tax abatement may apply to properties that are subject to a Voluntary Cleanup Program Agreement as executed with the Texas Commission on Environmental Quality (TCEQ) in accordance with §361.601 et. seq. of the Health and Safety Code for the cleanup or removal of a hazardous substance or contaminant from the environment, as follows: Capital Expenditure Minimum of $250,000 Abatement Years 100% 1 75% 2 50% 3 25% 4 Tax abatement for such properties shall not exceed four years and will take effect on January 1 of the year following the date the property owner receives a certificate of completion for the property. The City -of Beaumont may cancel or modify the agreement if it determines that the use of the land is changed from the use specified in the certificate of completion, and the new use may result in an increased risk to human health or the environment. D. Prior to beginning the actual construction work or buying personal property for the Project proposed for tax abatement, the Real Property Owner requesting tax abatement within a lawfully created reinvestment zone must: (1) Provide the Governmental Entity with (a) a description of the Project clearly defining and delineating the work, to perform; (b) a statement agreeing to expend a designated amount ("Project Cost") for the Project and, if the abatement is based on Required Jobs, a separate statement agreeing that the required minimum number of full-time jobs will be created ("Required Jobs") and maintained during the term of the Contract; (c) an explanation as to how the Project will provide long term significant positive economic benefit to the community, the Governmental Entity and its taxpayers; (d) information as to what attempt will be made to utilize Jefferson County contractors and workers; and (e) information as to what attempt will be made to utilize Jefferson County minority contractors and workers. (2) Furnish the Governmental Entity with a written statement that tax abatement will be a significant factor in determining whether the Project for the development, redevelopment or improvement of the Real Property will take place. (3) Agree to execute a Contract with the Governmental Entity containing the covenants and conditions required by the Governmental Entity. E. Should the Governmental Entity agree to grant an abatement to the Real Property Owner after compliance with the procedure outlined above, then: (1) Subject to the terms and conditions of the contract, a stipulated percentage as set forth above of those particular ad valorem real property taxes ("Taxes") which are generated by virtue of fair market value created ("Created Value") solely due to the construction and completion of the Project on the real Property will be abated. (2) The Period of Construction ("Construction Period") for the Project shall not go beyond the end of the second Tax Year. During the Construction Period the Real Property Owner must actually expend the Project Cost. (3) Within six months next following the end of the Construction Period, the Project must be operational; i.e., it must actively seine the purpose for which it is designed. (4) In the event the Project is either: (a) Not complete at the Minimum Cost by the end of the Construction Period; or (b) Is timely completed at the Minimum Cost but is not operational within six months next following the end of the Construction Period; or (c) Is timely completed but the Required Jobs are not created or maintained as set forth in paragraph (B); or (d) Is timely completed at the Minimum Cost, is operational within six months next following the end of the Construction Period and, if applicable, meets the job requirements, but its operations are discontinued for a continuous period of six months, then the Contract shall terminate with respect to the Project and so shall the abatement of Taxes for the Created Value of the Project. The Taxes otherwise abated with respect to the Project shall be paid to the Governmental Entity on the date specified by law, or, if such date has passed, then within sixty (60) days of the accelerated termination of the Abatement Period. (5) Employees and/or designated representatives of the Governmental Entity will have access to the Project during the term of the contract for inspection purposes so as to determine if the terms and conditions of the Contract are being met. All inspections will be made only after the giving of twenty-four (24) hours prior notice and will only be conducted in such a manner as to not unreasonably interfere with the construction and/or operation of the Project. All inspections will be made with one or more representatives of the Real Property Owner, and in accordance with its safety standards. (6) In the event that (a) The Real Property Owner allow its ad valorem taxes owed the Governmental Entity to become delinquent and fails to timely and properly follow the legal procedures for their protest and/or contest; or (b) the Real Property Owner violates any of the terms and conditions of the Contract, and fails to cure during the Cure Period (as hereafter provided), then the Contract may be terminated by the Governmental Entity, and all taxes otherwise abated by virtue of the Contract will be recaptured and paid to the Governmental Entity by the Real Property Owner within sixty (60) days of the termination. (7) The term "Base Year Value" as used herein is the market value of all realty improvements of the Real Property Owner located within the taxing entity as of January l of the year a contract is executed less the abated value of all projects granted the Real Property Owner by the taxing entity for the "Base Year". The term "Taxable Value" is determined by deducting the amount of any abatements granted for that Tax Year from the appraised market value of all realty improvements of the Real Property Owner located within that taxing entity. If on January I" of any Tax Year all of the legally determined realty improvements owned by the Real Property Owner within the jurisdiction of the Governmental Entity is less than the legally determined Base Year Value and/or in the event that the Real Property Owner reduces their ad valorem taxes on personal property otherwise payable to the Governmental Entity by participating in a foreign trade zone or by having otherwise taxable property exempted pursuant to special legislation, e.g., the "Freeport Amendment" ("Special Treatment"), then the abatement otherwise available shall be reduced by one dollar for each dollar that the taxable value is less than the Base Year Value and, also, for each dollar of tax reduction attributable to Special Treatment; provided, however, that in no event shall the offset exceed the Created Value of the Project otherwise subject to the abatement of taxes. (8) Notwithstanding any other provision herein to the contrary in the event that the Governmental Entity adopting this Policy is required to adopt a tax rate which would subject the Entity to a tax rollback election under Section 26.07 of the Property Tax Code, and this increase is caused by requirements set forth by the State; mandated by the judiciary; expenses required to repair, rebuild or rehabilitate improvements which are damaged or destroyed; or due to a significant decline in value of a major industrial complex located in the jurisdiction of the Entity, then the Entity may allocate the taxable value necessary to reduce the actual rate below the rollback rate to the Owners of abated property based on the Owner's prorate share of the total abated value for the current tax year. (9) Should the Governmental Entity determine that the Real Property Owner is in default in the terms and conditions of the Contract, then the Governmental Entity will notify the Real Property Owner at the address stated in the Contract of such claimed default, and if such is not cured within sixty (60) days from the date of such notice ("Cure Period"), the Contract may be terminated by the Governmental Entity. Any notice of default shall be in writing and shall be given by personal delivery or by certified mail, return receipt requested. In the event the notice is affected by personal delivery, the date and hour of actual delivery shall be the time and date of such notice to the Business. Absent a postal strike or the stoppage of the mails, in the event of delivery of notice by registered or certified United States mail, the date and hour following 48 hours after the date and hour at which the sealed envelope containing the notice is deposited in the United States mail, properly addressed, and with postage prepaid, shall be the time and date of such notice to Real Property Owner. F. The Governmental Entity adopting this Policy shall have the final decision with respect to its interpretation and, also, as to whether the minimum standards set forth above have been met by the Real Property Owner. G. This Policy shall terminate on the second anniversary from the date of its adoption by the Governmental Entity. APPLICATION For additional information on tax abatement, contact the Planning & Community Development Department at (409) 880-3100. In determining how and with whom tax abatement will be utilized, the City will examine the potential return on the public's investment, including net jobs created, jobs retained, broadening of the tax base, expansion of the economic base and competitive impact upon existing industries and businesses. Approval is contingent upon final consideration and action by the Beaumont City Council. To the extent permitted by law, information provided by an applicant in connection with a request for tax abatement is confidential and not subject to public disclosure until the tax abatement agreement is executed. Application for Tax Abatement City of Beaumont This application will become part of the Tax Abatement Agreements and any knowingly false representations will be grounds for the voiding of the agreement. An original copy of this request should be submitted to the Community Development Department, City of Beaumont, P. 0. Box 3827, Beaumont, Texas 77704. Part I — Applicant Information Application Date Company Name: Address: Telephone: Current Number of Employees: _ Annual Sales: Employees in Taxing Jurisdiction: Beaumont Address: Years in Jefferson County: Legal Counsel: Address: Telephone: ❑ Corporation U Partnership ❑ Proprietorship Has the Applicant Company recently been cited or currently under investigation for any violations of Federal, State, and/or City laws, codes, or ordinances? ( ) No ( ) Yes If yes, please provide detailed information on the nature and status of the violation(s) on a separate sheet of paper. Is any interest in the project presently held by a member of the Beaumont City Council, Planning and Zoning Commission, or any City employee? ( ) No ( ) Yes Attach a description of the Applicant Company, including a brief history, corporate structure, and business plan and annual statement, if available. Part II — Project Information Location Address: Legal Description: Tax Acct. Numbers: Attach statement fully explaining project, describe existing site and improvements, describe all proposed improvements and provide list of improvements and equipment for which abatement is requested If available, provide a map showing location of existing and proposed improvements. Section A — Economic Development Type of Facility/abatement: ❑ Industrial ❑ Manufacturing ❑ Brown fields site Describe product or service to be provided: Part III — Economic Information Construction Estimate: Contractor: Start Date: Completion Date: _ If Modernization: LI Central Administrative office services f 1 Distribution ❑ Other Estimated current economic life of structure Added economic life from modernization Permanent Job Creation/Retention: Contract Amount: Peak Construction Jobs: years years Current employment Jobs to be Retained: Full-time jobs created at opening 20 at 3 years 20 (A full-time equivalent position is one that provides at least 2,080 hours annually within the City's taxing jurisdiction.) Provide information, if available, on (1) new employee needs; e. g. skilled vs. non -skilled, level of education, experience, etc.; (2) any training the company will provide to its new employees; (3) attach a list of new jobs to be created by job class with associated wage and salary ranges. Also, provide an average wage for hourly jobs and an average salary for management jobs; (4) attach a list of benefits provided to employees. Indicate if employees'dependents have access to the company's health plan; (5) attach a list describing the type of incentive and/or assistance you will be requesting from other City departments and/or utility companies; (6) describe any goodwill benefits your company will provide to the community. PERSONAL PROPERTY (FURNITURE FIXTURES ESTIMATED APPRAISED VALUE ON SITE LAND IMPROVEMENTS AND E UTPMENT Value on January 1 proceeding abatement Estimated value of new abatable investment Fstimated value of properties not subject to abatement i, e. inventory,supplies) Fstimated value of property subject to ad valorem tax at end of abatement * Please state the method used to determine the estimated value of proposed improvements (i. e. appraisal of plans and specs, etc.) (1) Provide the Governmental Entity with (a) a statement agreeing to expend a designated amount ("Project Cost") for the Project and, if the abatement is based on Required Jobs, a separate statement agreeing that the required minimum number of full-time jobs will be created ("Required Jobs") and maintained during the term of the Contract; (b) an explanation as to how the Project will provide a long term significant positive economic benefit to the community, the Governmental Entity and its taxpayers; (c) information as to what attempt will be made to utilize Beaumont contractors and workers; and (d) information as to what attempt will be made to utilize Beaumont or Jefferson County contractors and workers; and (e) information as to what attempt will be made to utilize Beaumont or Jefferson County minority contractors and workers. (2) Furnish the Governmental Entity with a written statement that tax abatement will be a significant factor in determining whether the Project for the development, redevelopment or improvement of the Real Property will take place. (3) Agree to execute a Contract with the Government Entity containing the covenants and conditions required by the Governmental Entity. Company Representative to be Contacted: Authorized Company Official: Name: Title: Authorized Signature Name and Title Address: Telephone: Application for Tax Abatement City of Beaumont This application will become part of the Tax Abatement Agreements and any knowingly false representations will be grounds for the voiding of the agreement. An original copy of this request should be submitted to the Community Development Department, City of Beaumont, P. 0. Box 3827 Beaumont Texas 77704. Part 1— Applicant Innformationn Application Date: October 15, 2020 Company Name: Suez WTS USA, Inc. Address: 4636 Somerton Road, 'Trevose, PA 19053 Telephone: (239) 208-7776 Current Number of Employees: 60 Annual Sales: $544MM (total based on 2019 direct external sales) Employees in Taxing Jurisdiction: Approx. 36 emp➢oyees ("60% of existing workfoa ce") Beaumont Address: Highway 90 & Main Lnn, Beaumont, TX 77713 Years in Jefferson County: Facility year built,1983. Under current ownership as of 2017 Legal Counsel (Tax Incentives Consultant): Popp Hutcheson PLLC Address: 1301 S. Mo ]Pac ]Expressway, Ste. 430, Austin, TX 78746 Telephone: (512) 473-2661 (X) Corporation Partnership C Proprietorship Has the Applicant Company recently been cited or currently under investigation for any violations of Federal, State, and/or City laws, codes, or ordinances? (X) No () Yes If yes, please provide detailed information on the nature and status of the violation(s) on a separate sheet of paper. N/A Is any interest in the project presently held by a member of the Beaumont City Council, Planning and Zoning Commission, or any City employee? (X) No () Yes Attach a description of the Applicant Company, including a brief history, corporate structure, and business plan and annual statement, if available. Please see Supplement No. 1, attached. Part H - Project Information Location Address: U.S. Highway 90 at Main Ln, Beaumont TX; 10658 Highway 90, Beaumont, TX, Jefferson County, 'Texas 77705 (mailing purposes only) Legal Description: ]Please see attached Tax Acet. Numbers: Jefferson County Ap praiS21 District account numbers: Property ID Geographic ID Type owner Name 386438 300046-000.001250-00000 Real SUEZ WTS USA, INC 132995 300046-000-000300-00000 Real SUEZ WTS USA, INC 132996 300046.000-000310-00000 Real SUEZ WTS USA,INC 143873 502500-000-000010-00000 Real SUEZ WTS USA, INC 143874 502500-000-000015-00000 Personal SUEZ WTS USA, INC 143880 502500-000-000040-00000 Personal SUEZ WTS USA, INC Attach statementfully explaining project, describe existing site and improvements, describe all proposed improvements and provide list of improvements and equipment for which abatement is requested If available, provide a map showing location of existing and proposed improvements. Section A —Economic Development Type of Facility/abatement: E Industrial ❑ Central Administrative office services (X) Manufacturing L Brown fields site Describe product or service to be provided: Part III — Economic Information Construction Estimate: Contractor: PENDING Start Date: ®4 2020 Completion Date: flQ� 2022 (J Distribution ❑ Other If Modernization: Estimated current economic life of sti-ucture Added economic life from modernization Contract Amount: Peale Construction Jobs: 75 05 Years 25 nears Permanent Job Creation/Retention: Current employment 60 Jobs to be Retained: 60 Full-time. j obs created: N/A at .opening 20 at 3 years 20 (A full-time equivalent position is one that provides at least 2,080 horns annually witliin the City's taxing jurisdiction.) Provide information, if available, on (1) new employee needs; e. g. skilled vs. non -skilled, level of education, experience, etc.; N/A (2) any training the company will provide to its new employees; N/A (3) attach a list of new jobs to be created by job class with associated wage and salary ranges. Also, provide an average wage for hourly jobs and an average salary for management jobs; N/A (4) attach a list of benefits provided to employees. Indicate if employees' dependents have access to the company's health plan; (5) attach a htit dt.: cribing the type of incentive: and.'or a�sisiatiec you will be requesting from other City deparu»ents and/or utility companies. Please see SuppleJ>ment. No. 1. (6) describe any gloodwill henelits your comparly «gill provide to the community_ PERSONAL PROPERTY 1r41LNITURE FIXTURES Esrs�l,+ i rn .1rt'R &IwLI3 VALUE ON' i.:iNi) t•rn1u)� c +aLti rS ,00 eQullMvTFN'T)— SJ t'l I MA.cl ir.0 Vuiur on January I plocceda)p ahatomem 5389,787 �18.283,004 $8,547,720 i.,tiirrtted value ofnov ah:uallie ntvel.uncnt S41,900,000 Estin-mted value ol'pr„pertics not ;ubjcct to S389.787 S18.283,004 S8,547,720 abatement i.c. itrvcntory, ,u )Ik'.,0 _ Estimated value orproperty subiect to ad S389,787' $55 113.004 SSM7,720 valorem tax at end of abatemzni J Phase ytatc rite ntcth �d um!d io dci,;nnrn� the c,timatc4 a atuc r,t luoposed impl.— cmtnt, I t... app, . it of plan; and spcch, etc.) lstltnnced value based ou prAjecied invt-,trn.-nt i-nit,, depreciated using cosy approach vyhtatinn uurllinrl. (i } Provide die GoVcrnrTicrilal Eritity with (a) a staLenlcnt agreeing to expend a designated amount ("Project Cost") for the Project and, if die abatement is based on Required John, a N-eparate statement agrei:ing that the required minimum number of fitll-time jobs will be created ("Required Jobs") and maintained during the term of the Contract, (b) an explanation as to how the Protect will provide a long, term significant positive economic belled( to the community, the Governmental Entity and its taxpayers., (c) Information as to what attempt will be made to utilize Beaumont contractors and workers: and (d) information as to what attempt will be made to utilize Beaumont or Jefferson County contractors and workers: lord (e) information as to what attempt will be made to utilize Beaumont or Jefferson COLInty nlitlority contractors and workers. (2) Furnish the Governmental Entity with it written statemem that tax abatement will be it significant factor in determining whether the Project for the development, redevelopment or improvement of the Beal Property will take; place. (3) Agree to execute a Contract with the Government Entity containing the covenants and conditions regUired by [lie Governmental Entity. Company Representative to be Contacted: Name: Steve Quataert Managing Parwer Title: Affinity Property Tax Solutions PC) Rox 51049 Address: Ft Myers. PL. 33994 33 orized C n�an _Official: Lit orized g ,ioseph J Devine, VP -Tax Name and Title Teleplionc: `i 15-596=6433 Supplement No. 1: Company Statement: SU EZ WTS USA, Inc. ("Suez"), headquartered in Trevose, Pennsylvania, is a subsidiary of Suez S.A. and produces and markets a variety of specialty chemical products with various industry applications. Suez employs approximately 4,000 total employees in fourteen locations across the globe. Suez Water Technologies & Solutions' Chemical & Monitoring Solutions (CMS) Beaumont facility produces a wide range of unique active and intermediate components. The facility is currently located at Highway 90 near Beaumont Municipal Airport in Jefferson County Precinct No. 1. Suez S.A. is a multinational corporation with 150 years of experience in water and waste management. Please find attached to this application, as )Exhibit A, Consolidated Financial Statements of Suez for the Fiscal Years Ended December 31, 2019 and 2018. This exhibit provides additional summary statement information regarding the company operations and financial stability of Suez. Project )(Description: Modernization and expansion of the Suez WTS CMS Beaumont facility (new expansion within an existing facility). The project includes various process capacity, reliability, infrastructure, and safety updates to the facility. (a) a statement agreeing to expend a designated amount ("Project Cost") for the Project and, if the abatement is based on Required Jobs, a separate statement agreeing that the required minimum number of full -tune jobs will be created ("Required Jobs") and maintained during the term of the Contract: - The Applicant expects to expend an estimated capital investment of $40,000,000 with an additional $5,000,000 in eligible tangible personal property. (b) an explanation as to how the Project will provide a long term significant positive economic benefit to the community, the Governmental Entity and its taxpayers: - The proposed project has a net positive economic impact based on a report fronn an independent third -party economic development firm, Imjgact I<DataSource. A copy of the report is available to the City, upon reguest. (c) information as to what attempt will be made to utilize Beaumont contractors and workers; and (d) information as to what attempt will be made to utilize Beaumont or Jefferson County contractors and workers; and (e) information as to what attempt will be made to utilize Beaumont or Jefferson County minority contractors and workers: - Suez provides equal opportunity for all employees and atoplicants and will make reasonable efforts to hire and utilize local vendors. Currently, Suez is vetting smaller, local IEPC contractors. Statement that tax abatement will be a significant factor in determining whether the Project for the development, redevelopment or improvement of the Real Property will take place: Suez greatly appreciates the City's support for the project. This is the largest conceived expansion in the facility's history. Due to a high property tax burden, the importance of tax incentives is vital to the success of theproject and overall .economic viability of the site. 'I is ongoing. 'Therefore, the City's support, in the form of a tax abatement incentive, is crucial for project financing. It is the Applicant's intention to agree to execute a Contract with the City of Beaumont containing the covenants and conditions reguired by the established guidelines and criteria. Suez looks forward to entering onto an agreement pursuant to the City's abatement guidelines and is willing to work with city officials to potentially expedite the process. Legal Description Summary: �_ ; ,� P;t?` v' 3132992N 44 1' �z1a� L •U! Owner Geo Wamn Parf`pl Irfantificafinn I Pnal rlcasrrin+inn ArrPaae SUEZ WTS 300046-000- USA 132295 000300-00000-4 A SAVERY ABS-46 TR 92 9.031 AC 9.0310 SUEZ WTS 300046-000- A SAVERY ABS 46 TR 93 18.51AC USA 132996 000310-00000-3 1#502500-000010 18.510 SUEZ WTS 300046-000- USA 386438 001250-00000-0 A SAVERY ABS 46 TR 16 2.559AC 2.5590 Total Acreage 30.100