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HomeMy WebLinkAboutRES 22-172RESOLUTION NO. 22-172 BE IT RESOLA/E13 BY THE CITY COUNCIL OF THE CITY OF 13EAUMONT: THAT the Interim City Manager be and he is hereby authorized to execute an Industrial development Agreement with OCI Fuels USA for Phases I and II Of an industrial development_ The Agreements for Phases I and 11 are substantially in the form attached hereto as Exhibits "A" and "13," respectively, and made a part hereof for all purposes_ 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. PASSEE) E Y THE CITY COUNCIL Of the City Of Beaumont this the 19th day Of July, 2022_ PP A e� - Mayor Robin Moue THE STATE OF TEXAS § COUNTY OF JEFFERSON § Code. AGREEMENT This Agreement is made under the authority of Section 42.044 of the Texas Local Government The parties to the Agreement are The City of Beaumont, a municipal corporation and a home -rule city located in Jefferson County, Texas, hereinafter called "CITY," and OCI Fuels USA, Inc., its parent, subsidiaries and affiliates, hereinafter called "COMPANY" and, together, the "Parties." PREAMBLE WHEREAS, the City has established an industrial district comprising a certain part of the extra- territorial jurisdiction of the City, such industrial district being known as the City of Beaumont Industrial District (the "Industrial District"); and, WHEREAS, Company is considering development of several separate but related manufacturing facilities, possibly in the Industrial District, but is considering other locations for this investment; and, WHEREAS, an affiliate of Company (OCI Beaumont) has another industrial district agreement with the City as it relates to property and improvements currently existing in the industrial district; and, WHEREAS, the existing affiliate industrial district agreement does not apply to Company's proposed manufacturing facilities, as the facilities contemplated by this Agreement have not yet been constructed; WHEREAS, if Company does develop the manufacturing facilities in the industrial district, it will be mutually -advantageous to the Parties for the company to develop the facilities in phases so as to promote local business activities and maximize opportunities for local contractors and sub -contractors to participate; and, WHEREAS, a second Company affiliate, OCI Clean Ammonia, LLC, is considering development of several separate manufacturing projects; and, WHEREAS, together, Company and affiliate OCI Clean Ammonia, LLC have expressed an interest in five annual up -front payments to City beginning in fiscal year 2023, and, 1 EXHIBIT "A" WHEREAS, given the total proposed investment amount, permanent job creation and other benefits, the City finds the terms of the Agreement to reasonable and appropriate. In view of the above and foregoing reasons, and in consideration of the mutual agreements herein contained, Company and City hereby agree as follows: ARTICLE I COMPANY'S COMMITMENT 1. Company will construct a methanol to gasoline manufacturing facility as its Phase I project. This Agreement applies only to the Phase I project. Company's Phase II project, a renewable synthesis gas and methanol synthesis manufacturing facilities, will be the subject of a separate Agreement. The total Phase I and Phase II investment is anticipated to be $1.7-$2.1 billion and together will employ between 600 and 1,00 peak construction workers during construction and up to 120 permanent employees. 2. Company will receive 100 percent tax abatement for payments due in the fifteen (15) tax years beginning January 1, 2028, or immediately following completion of construction, whichever is earlier, on all new construction and improvements, unless shortened as per the provisions of Paragraph 4, below. This abatement does not include the value of existing property owned by Company affiliates, which is the subject of separate industrial district agreements. If construction does not commence on Phase I by December 31, 2025, this Agreement is void. The Company shall notify City in writing at least thirty (30) days prior to the date any construction that will be subject to abatement is scheduled to commence. 3. Company will make a good faith effort to utilize a diverse local workforce in constructing the project and will utilize established local contractor lists, including historically underutilized businesses and minority and women -owned businesses. 4. Company and its affiliate OCI Fuels USA, Inc., shall make five annual payments to the City, for a combined total of $1 million (one million dollars) annually, beginning in fiscal year 2023 and concluding in fiscal year 2027. 5. At the expiration of this Agreement, which may not be renewed or extended, Company 2 agrees to enter into a new Industrial district agreement with City containing City's standard terms to encompass all of Company's property and improvements in the Industrial District. ARTICLE II PROPERTY COVERED BY AGREEMENT It is the intention of the Parties hereto that this Agreement shall govern and affect only the Phase I methanol to gasoline manufacturing facility (facilities, real, personal, and mixed) as described in Article I of this Agreement, and does not govern and affect other properties of Company affiliates that are subject to industrial district agreements that were in effect prior to execution of this Agreement ARTICLE III SALE BY COMPANY 1. Company shall notify City of any sale of any or all of Company's facilities to any person or entity. It is the intent of the Parties that no sale of any of Company's facilities will affect any amounts to be paid to City as provided under this Agreement. Accordingly, and as to payments due under this Agreement, no such sale shall reduce the amount due City under this Agreement until the purchaser of such facility has entered into a contract in lieu of taxes with City that provides for a continuation of like payments to City. 2. Company shall have the right to assign, transfer or convey all, or any part of, its rights title and interest in the Agreement in connection with any transfer or conveyance of title to all or any part of the properties subject to this Agreement to any person or entity at any time of this Agreement; provided, however, that Company shall provide City with written notice of such assignment. Company shall be relieved of its obligations under this Agreement to the extent that an assignee expressly assumes Company's obligations in a written instrument binding such assignee to City. Subject to the preceding, this Agreement shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns. ARTICLE IV CITY'S OBLIGATIONS 1. City agrees that it will not annex, attempt to annex or in any way cause or permit to be 3 annexed any portion of lands or facilities or properties of said Company covered by this Agreement for the period of this Agreement except as follows: (a) If the City determines that annexation of all or any part of the properties covered by this Agreement belonging to said Company is reasonably necessary to promote and protect the general health, safety and welfare of persons residing within or adjacent to the City, the City will notify Company in accordance with State law of the proposed annexation. In the event of such annexation, Company will not be required to make further payment under this Agreement for any calendar year commencing after such annexation with respect to the property so annexed but shall nevertheless be obligated to make full payment for the year during which such annexation becomes effective if the annexation becomes effective after January 1 of said year. (b) In the event any municipality other than the City attempts to annex separately or in the event the creation of any new municipality shall be attempted so as to include within its limits any land which is the subject matter of this Agreement, City shall, with the approval of Company, seek immediate legal relief against any such attempted annexation or incorporation and shall take such other legal steps as may be necessary or advisable under the circumstances with all cost of such action being borne equally by the City and by the said Company or companies with the Company's portion allocated on the basis of assessed values. 2. The City further agrees that during the term of this Agreement, there shall not be extended or enforced as to any land and property of Company within said City of Beaumont Industrial District, any rules, regulations, or any other actions: (a) seeking in any way to control the platting and subdivisions of land, (b) prescribing any buildings, electrical, plumbing or inspection standards or equipment, or (c) attempting to regulate or control in any way the conduct of Company's activities, facilities or personnel thereof. 3. It is understood and agreed that during the term of this Agreement, the City shall not be required to furnish any municipal services to Company's property located within the City of Beaumont Industrial District; provided, however, City agrees to furnish fire protection to Company should such protection be requested by Company in the event an unusual emergency situation occurs. The City will also provide police protection if called upon by the Jefferson County Sheriff's Department for assistance. M ARTICLE V TERMINATION FOR BREACH It is agreed by the Parties to this Agreement that only full, complete and faithful performance of the terms hereof shall satisfy the rights and obligations assumed by the Parties and that, therefore, in addition to any action at law for damages which either party may have, Company shall be entitled to enjoin the enactment or enforcement of any ordinance or charter amendment in violation of, or in conflict with, the terms of this Agreement and shall be entitled to obtain such other equitable relief, including specific performance of the Agreement, as is necessary to enforce its rights. It is further agreed that should this Agreement be breached by Company, the City shall be entitled, in addition to any action at law for damages, to obtain specific performance of this Agreement and such other equitable relief necessary to enforce its rights. ARTICLE VI TERM OF AGREEMENT The term of this Agreement shall be for fifteen (15) years, commencing January 1 of the year following completion of construction or January 1, 2028, whichever is earlier, and ending on December 31 fifteen (15) years later, unless shortened by Company's failure to make payments as provided in Article I, Paragraph 5, or otherwise terminated as provided in this Agreement. ARTICLE VII NOTICES Any notice provided for in this Contract, or which may otherwise be required by law shall be given in writing to the Parties hereto by Certified Mail addressed as follows: TO CITY City Manager City of Beaumont 801 Main Beaumont, Texas 77704 Fax: (409) 880-3132 E-mail: 5 TO COMPANY OCI Fuels USA Inc Beshoy Guirguis 2800 Post Oak, Suite 3150 Houston, Texas 77056 Fax: 832-747-9966 E-mail: beshoy.guirguis@oci.nl ARTICLE VIII CONTINUATION If this Agreement shall be held invalid by any court of competent jurisdiction, such holding shall not affect the right of City to any payment made or accruing to City hereunder prior to such adjudication, and this provision is intended to be an independent and separable provision not to be affected by such adjudication. IN WITNESS THEREOF, this Agreement, consisting of 6 pages, is executed in duplicate counterparts as of this day of 2022. OCI FUELS USA, INC. CITY OF BEAUMONT, TEXAS A Beshoy Guirguis ATTEST: Tina Broussard, City Clerk By: Chris Boone, Interim City Manager THE STATE OF TEXAS § COUNTY OF JEFFERSON § Code. AGREEMENT This Agreement is made under the authority of Section 42.044 of the Texas Local Government The parties to the Agreement are The City of Beaumont, a municipal corporation and a home -rule city located in Jefferson County, Texas, hereinafter called "CITY," and OCI Fuels USA, Inc., its parent, subsidiaries and affiliates, hereinafter called "COMPANY" and, together, the "Parties." PREAMBLE WHEREAS, the City has established an industrial district comprising a certain part of the extra- territorial jurisdiction of the City, such industrial district being known as the City of Beaumont Industrial District (the "Industrial District"); and, WHEREAS, Company is considering development of several separate but related manufacturing facilities, possibly in the Industrial District, but is considering other locations for this investment; and, WHEREAS, an affiliate of Company (OCI Beaumont) has another industrial district agreement with the City as it relates to property and improvements currently existing in the industrial district; and, WHEREAS, the existing affiliate industrial district agreement does not apply to Company's proposed manufacturing facilities, as the facilities contemplated by this Agreement have not yet been constructed; WHEREAS, if Company does develop the manufacturing facilities in the industrial district, it will be mutually -advantageous to the Parties for the company to develop the facilities in phases so as to promote local business activities and maximize opportunities for local contractors and sub -contractors to participate; and, WHEREAS, a second Company affiliate, OCI Clean Ammonia, LLC, is considering development of several separate manufacturing projects; and, WHEREAS, together, Company and affiliate OCI Clean Ammonia, LLC have expressed an interest in making five annual up -front payments to City beginning in fiscal year 2023, and, 1 EXHIBIT "B" M WHEREAS, given the total proposed investment amount, permanent job creation and other benefits, the City finds the terms of the Agreement to reasonable and appropriate. In view of the above and foregoing reasons, and in consideration of the mutual agreements herein contained, Company and City hereby agree as follows: ARTICLE I COMPANY'S COMMITMENT 1. Company will construct a renewable synthesis gas and methanol synthesis manufacturing facilities as its Phase II project. This Agreement applies only to the Phase II project. Company's Phase I project, a methanol to gasoline manufacturing facility, will be the subject of a separate Agreement. The total Phase I and Phase II investment is anticipated to be $1.7-$2.1 billion and together will employ between 600 and 1,00 peak construction workers during construction and up to 120 permanent employees. 2. Company will receive 100 percent tax abatement for payments due in the fifteen (15) tax years beginning January 1, 2030, or immediately following completion of construction, whichever is earlier, on all new construction and improvements, unless shortened as per the provisions of Paragraph 4, below. This abatement does not include the value of existing property owned by Company affiliates, which is the subject of separate industrial district agreements. If construction does not commence on Phase II by December 31, 2028, this Agreement is void. The Company shall notify City in writing at least thirty (30) days prior to the date any construction that will be subject to abatement is scheduled to commence. 3. Company will make a good faith effort to utilize a diverse local workforce in constructing the project and will utilize established local contractor lists, including historically underutilized businesses and minority and women -owned businesses. 4. Company and its affiliate OCI Fuels USA, Inc., shall make five annual payments to the City, for a combined total of $1 million (one million dollars) annually, beginning in fiscal year 2023 and concluding in fiscal year 2027. 5. At the expiration of this Agreement, which may not be renewed or extended, Company agrees to enter into a new Industrial district agreement with City containing City's standard terms to 2 encompass all of Company's property and improvements in the Industrial District. ARTICLE II PROPERTY COVERED BY AGREEMENT It is the intention of the Parties hereto that this Agreement shall govern and affect only the Phase II renewable synthesis gas and methanol synthesis manufacturing facilities (facilities, real, personal, and mixed) as described in Article I of this Agreement, and does not govern and affect other properties of Company affiliates that are subject to industrial district agreements that were in effect prior to execution of this Agreement ARTICLE III SALE BY COMPANY 1. Company shall notify City of any sale of any or all of Company's facilities to any person or entity. It is the intent of the Parties that no sale of any of Company's facilities will affect any amounts to be paid to City as provided under this Agreement. Accordingly, and as to payments due under this Agreement, no such sale shall reduce the amount due City under this Agreement until the purchaser of such facility has entered into a contract in lieu of taxes with City that provides for a continuation of like payments to City. 2. Company shall have the right to assign, transfer or convey all, or any part of, its rights title and interest in the Agreement in connection with any transfer or conveyance of title to all or any part of the properties subject to this Agreement to any person or entity at any time of this Agreement; provided, however, that Company shall provide City with written notice of such assignment. Company shall be relieved of its obligations under this Agreement to the extent that an assignee expressly assumes Company's obligations in a written instrument binding such assignee to City. Subject to the preceding, this Agreement shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns. ARTICLE IV CITY'S OBLIGATIONS 1. City agrees that it will not annex, attempt to annex or in any way cause or permit to be 3 annexed any portion of lands or facilities or properties of said Company covered by this Agreement for the period of this Agreement except as follows: (a) If the City determines that annexation of all or any part of the properties covered by this Agreement belonging to said Company is reasonably necessary to promote and protect the general health, safety and welfare of persons residing within or adjacent to the City, the City will notify Company in accordance with State law of the proposed annexation. In the event of such annexation, Company will not be required to make further payment under this Agreement for any calendar year commencing after such annexation with respect to the property so annexed but shall nevertheless be obligated to make full payment for the year during which such annexation becomes effective if the annexation becomes effective after January 1 of said year. (b) In the event any municipality other than the City attempts to annex separately or in the event the creation of any new municipality shall be attempted so as to include within its limits any land which is the subject matter of this Agreement, City shall, with the approval of Company, seek immediate legal relief against any such attempted annexation or incorporation and shall take such other legal steps as may be necessary or advisable under the circumstances with all cost of such action being borne equally by the City and by the said Company or companies with the Company's portion allocated on the basis of assessed values. 2. The City further agrees that during the term of this Agreement, there shall not be extended or enforced as to any land and property of Company within said City of Beaumont Industrial District, any rules, regulations, or any other actions: (a) seeking in any way to control the platting and subdivisions of land, (b) prescribing any buildings, electrical, plumbing or inspection standards or equipment, or (c) attempting to regulate or control in any way the conduct of Company's activities, facilities or personnel thereof. 3. It is understood and agreed that during the term of this Agreement, the City shall not be required to furnish any municipal services to Company's property located within the City of Beaumont Industrial District; provided, however, City agrees to furnish fire protection to Company should such protection be requested by Company in the event an unusual emergency situation occurs. The City will also provide police protection if called upon by the Jefferson County Sheriff's Department for assistance. rd ARTICLE V TERMINATION FOR BREACH It is agreed by the Parties to this Agreement that only full, complete and faithful performance of the terms hereof shall satisfy the rights and obligations assumed by the Parties and that, therefore, in addition to any action at law for damages which either party may have, Company shall be entitled to enjoin the enactment or enforcement of any ordinance or charter amendment in violation of, or in conflict with, the terms of this Agreement and shall be entitled to obtain such other equitable relief, including specific performance of the Agreement, as is necessary to enforce its rights. It is further agreed that should this Agreement be breached by Company, the City shall be entitled, in addition to any action at law for damages, to obtain specific performance of this Agreement and such other equitable relief necessary to enforce its rights. ARTICLE VI TERM OF AGREEMENT The term of this Agreement shall be for fifteen (15) years, commencing January 1 of the year following completion of construction or January 1, 2030, whichever is earlier, and ending on December 31 fifteen (15) years later, unless shortened by Company's failure to make payments as provided in Article I, Paragraph 5, or otherwise terminated as provided in this Agreement. ARTICLE VII NOTICES Any notice provided for in this Contract, or which may otherwise be required by law shall be given in writing to the Parties hereto by Certified Mail addressed as follows: TO CITY City Manager City of Beaumont 801 Main Beaumont, Texas 77704 Fax: (409) 880-3132 E-mail: 5 TO COMPANY OCI Fuels USA Inc Beshoy Guirguis 2800 Post Oak, Suite 3150 Houston, Texas 77056 Fax: 832-747-9966 E-mail:beshoy.guirguis@oci.nl ARTICLE VIII CONTINUATION If this Agreement shall be held invalid by any court of competent jurisdiction, such holding shall not affect the right of City to any payment made or accruing to City hereunder prior to such adjudication, and this provision is intended to be an independent and separable provision not to be affected by such adjudication. IN WITNESS THEREOF, this Agreement, consisting of 6 pages, is executed in duplicate counterparts as of this OCI FUELS USA, INC. By: Beshoy Guirguis ATTEST: Tina Broussard, City Clerk day of 2022. CITY OF BEAUMONT, TEXAS 0 Chris Boone, Interim City Manager THE STATE OF TEXAS § COUNTY OF JEFFERSON § Code. AGREEMrNS This Agreement is made under the authority of Section 42.044 of the Texas Local Government The parties to the Agreement are The City of Beaumont, a municipal corporation and a homo-rule city located in Jefferson County, Texas, hereinafter called "CITY," and OCI Fuels USA, Inc., its parent, subsidiaries and affiliates, hereinafter called "COMPANY" and, together, the "Parties." PREAMBLE WHEREAS, the City has established an industrial district comprising a certain part of the extra- territorial jurisdiction of the City, such Industrial district being known as the City of Beaumont Industrial District (the "Industrial District"); and, WHEREAS, Company is considering development of several separate but related manufacturing facilities, possibly In the Industrial District, but is considering other locations for this investment; and, WHEREAS, an affillate of Company (OCI Beaumont) has another industrial district agreement with the City as it relates to property and improvements currently existing in the industrial district; and, WHEREAS, the existing affiliate industrial district agreement does not apply to Company's proposed manufacturing facilities, as (lie facilities contemplated by this Agreement have not yet been constructed; WHEREAS, if Company does develop the manufacturing facilities In the Industrial district, it will be mutually -advantageous to the Parties for the company to develop the facilities in phases so as to promote local business activities and maximize opportunities for local contractors and sub -contractors to participate, and, WHEREAS, a second Company affiliate, OCI Clean Ammonia, LLC, is considering development of several separate manufacturing projects; and, WHEREAS, together, Company and affiliate OCI Clean Ammonia, LLC have expressed an Interest in five annual upfront payments to City beginning in fiscal year 2023, and, 1 WHEREAS, given the total proposed investment amount, permanent job creation and other benefits, the City finds the terms of the Agreement to reasonable and appropriate. In view of the above and foregoing reasons, and in consideration of the mutual agreements herein contained, Company and City hereby agree as follows: ARTICLE 1. COMPANY'S COMMITMENT 1. Company will construct a methanol to gasoline manufacturing facility as its Phase I project. This Agreement applies only to the Phase I project. Company's Phase li project, a renewable synthesis gas and methanol synthesis manufacturing facilities, will be the subject of a separate Agreement. The total Phase I and Phase II investment is anticipated to be $1.7-$2.1 billion and together will employ between 600 and 1,00 peak construction workers during construction and up to 120 permanent employees. 2. Company will receive 100 percent tax abatement for payments due In the fifteen (16) lax years beginning January 1, 2028, or immediately following completion of construction, whichever is earlier, on all new construction and improvements, unless shortened as per the provisions of Paragraph 4, below. This abatement does not include the value of existing property owned by Company affiliates, which is the subject of separate industrial district agreements. If construction does not commence on Phase I by December 31, 2025, this Agreement is void. The Company shall notify City in writing at least thirty (30) days prior to the date any construction that will be subject to abatement Is scheduled to commence. 3. Company will make a good faith effort to utilize a diverse local workforce In constructing the project and will utilize established local contractor lists, Including historically underutilized businesses and minority and women -owned businesses, 4. Company and Its affiliate OCI Fuels USA, Inc., shall make five annual payments to the City, for a combined total of $1 million (one million dollars) annually, beginning in fiscal year 2023 and concluding in fiscal year 2027. 5. At the expiration of this Agreement, which may not be renewed or extended, Company 2 agrees to enter Into a new Industrial district agreement with City containing City's standard terms to encompass all of Company's property and improvements in the Industrial District, ARTICLE 11 PROPERTY COVERED BY AGREEMENT It is the intention of the Parties hereto that this Agreement shall govern and affect only the Phase I methanol to gasoline manufacturing facility (facilities, real, personal, and mixed) as described in Article I of this Agreement, and does not govern and affect other properties of Company affiliates that are subject to industrial district agreements that were In effect prior to oxocutlon of this Agreement ARTICLE III SALE BY COMPANY 1, Company shall notify Clty of any sale of any or all of Company's facilities to any person or entity. It is the intent of the Parties that no sale of any of Company's facilities will affect any amounts to be paid to City as provided under this Agreement. Accordingly, and as to payments due under this Agreement, no such sale shall reduce the amount due City under this Agreement until the purchaser of such facility has entered into a contract in lieu of taxes with City that provides for a continuation of lice payments to City. 2. Company shall have the right to assign, transfer or convey all, or any part of, its rights title and interest in the Agreement in connection with any transfer or conveyance of title to all or any part of the properties subject to this Agreement to any person or entity at any lime of this Agreement; provided, however, that Company shall provide City with written notice of such assignment. Company shall be relieved of its obligations under this Agreement to the extent that an assignee expressly assumes Company's obligations In a written instrument binding such assignee to City. Subject to the preceding, this Agreement shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns. ARTICLE. IV CITY'$ OBLIGATIONS 1. City agrees that it will not annex, attempt to annex or in any way cause or permit to be 3 annexed any portion of lands or facilities or properties of said Company covered by this Agreement for the period of this Agreement except as follows; (a) If the City determines that annexation of all or any part of the properties covered by this Agreement belonging to said Company is reasonably necessary to promote and protect the general health, safety and welfare of persons residing within or adjacent to the City, the City will notify Company In accordance with State law of the proposed annexation. In the event of such annexation, Company will not be required to make further payment under this Agreement for any calendar year commencing after such annexation with respect to the properly so annexed but shall nevortholoss be obligated to make full payment for the year during which such annexation becomes effective if the annexation becomes effective after January 1 of said year. (b) In the event any municipality other than the City attempts to annex separately or in the event the creation of any new municipality shall be attempted so as to Include within its limits any land which is the subject matter of this Agreement, City shall, with the approval of company, seek immediate legal relief against any such attempted annexation or incorporation and shall take such other legal steps as may be necessary or advisable under the circumstances with all cost of such action being borne equally by the City and by the said Company or companies with the Company's portion allocated on the basis of assessed values. 2. The City further agrees that during the term of this Agreement, there shall not be extended or enforced as to any land and property of Company within said City of Beaumont Industrial District, any rules, regulations, or any other actions: (a) seeking in any way to control the platting and subdivisions of land, (b) prescribing any buildings, electrical, plumbing or inspection; standards or equipment, or (c) attempting to regulate or control In any way the conduct of Company's activltles, facilities or personnel thereof. 3, it is understood and agreed that during the term of this Agreement, the City shall not be required to furnish any municipal services to Company's property located within the City of Beaumont Industrial District, provided, however, City agrees to furnish fire protection to Company should such protection be requested by Company In the event an unusual emergency sltuatlon occurs. The City will also provide police protection if called upon by the Jefferson County Sheriff's Department for assistance. 4 ARTICLE VV TERMINATION FOR BREACH it is agreed by the Parties to this Agreement that only full, complete and faithful performance of the terms hereof shall satisfy the rights and obligations assumed by the Parties and that, therefore, in addition to any action at law for damages which either party may have, Company shall be entitled to enjoin the enactment or onforcement of any ordinance or charter amendment In violation of, or In conflict with, the terms of this Agreement and shall be entitled to obtain such other equitable relief, including specific performance of the Agreement, as is necessary to enforce its rights, It is further agreed that should this Agreement be breached by Company, the City shall be entitled, in addition to any action at law for damages, to obtain specific performance of this Agreement and such other equitable relief necessary to enforce its rights. ARTICLE VI TERM OF AGREEMENT The term of this Agreement shall be for fifteen (16) years, commencing January 1 of the year fallowing completion of construction or January 1, 2028, whichever is earlier, and ending on December 31 fifteen (15) years later, unless shortened by Company's failure to make payments as provided in Article I, Paragraph 5, or otherwise terminated as provided in this Agreement. ARTICLE VII NOTICES Any notice provided for in this Contract, or which may otherwise be required by law shall be given in writing to the Parties hereto by Certified Mail addressed as follows: TO CITY City Manager City of Beaumont 801 Main Beaumont, Texas 77704 Fax: t409) 880-3132 E-mail: ke a u M t) n4ie Xas � U 5 III 0161ultlJi;i'� OCI Fuels USA Inc Bashir Lebada 2800 Post Oak, Suite 3150 Houston, Texas 77056 Fax: 832-747-9966 E-mall:beshoy.gulrguls c@r ocl.nl ARTICLE VIII CONTINUATION If this Agreement shall be held Invalid by any court of competent Jurisdiction, such holding shall not affect the right of City to any payment made or accruing to City hereunder prior to such adjudication, and this provision is Intended to be an independent and separable provision not to be affected by such adjudication. IN WITNESS THEREOF, this Agreeme t, consisting of 6 pages, Is executed in duplicate counterparts as of this�day of " 2022. OCI FUELS USA, INC. By: Ed Ray CFO Methanol ATTEST: i na Broussard, City Clerk JENNIFER L C''RVANTL5 _ Notary 11) u428566381 Y My Commission Expires r�� J '� May 10, 2023 CITY OF BEAUMONT, TEXAS By: Chris Boone, Interim City Manager THE STATE OF TEXAS § COUNTY OFJEFFERSON § Code, F,W71 iTni:illl This Agreement is made under the authority of Section 42,044 of the Texas Local Government The parties to the Agreement are The City of Beaumont, a municipal corporation and a home -rule city located in Jefferson County, Texas, hereinafter called "CITY," and 001 Fuels USA, Inc,, its parent, subsidiaries and affiliates, hereinafter called "COMPANY" and, together, the "Parties." PREAMBLE WHEREAS, the City has established an Industrial district comprising a certain part of the extra- territorial jurisdiction of the City, such industrial district being known as the City of Beaumont Industrial District (the "Industrial District"); and, WHEREAS, Company is considering development of several separate but related manufacturing facilities, possibly in the Industrial District, but is considering other locations for this investment; and, WHEREAS, an affiliate of Company (OCI Beaumont) has another Industrial dlstrlct agreement with the City as it relates to property and Improvements currently existing in the Industrial district; and, WHEREAS, the existing affiliate Industrial district agreement does not apply to Company's proposed manufacturing facilities, as the facilities contemplated by this Agreement have not yet been constructed; WHEREAS, if Company does develop the manufacturing facilities in the industrial district, it will be mutually -advantageous to the Parties for the company to develop the facilities in phases so as to promote local business activities and maximize opportunities for local contractors and sub -contractors to participate; and, WHEREAS, a second Company affiliate, OCI Clean Ammonia, LLC, Is considering development of several separate manufacturing projects; and, WHEREAS, together, Company and affiliate OCI Clean Ammonia, LLC have expressed an interest in making five annual up -front payments to City beginning in fiscal year 2023, and, 1 WHEREAS, given the. total proposed investment amount, permanent job creation and other benefits, the City finds the terms of the Agreement to reasonable and appropriate. In view of the above and foregoing reasons, and in consideration of the mutual agreements heroin contained, Company and City hereby agree as follows: ARTICLE COMPANY'S COMMITMENT 1. Company will construct a renewable synthesis gas and methanol synthesis manufacturing facilities as its Phase II project. This Agreement applies only to the Phase It project. Company's Phase I project, a methanol to gasoline manufacturing facility, will be the subject of a separate AgroomonL The total Phase I and Phase II investment is anticipated to be $1.742.1 billion and together will employ between 600 and 1,00 peak construction workers during construction and up to 120 permanent employees. 2. Company will receive 100 percent tax abatement for payments due in the fifteen (15) tax years beginning January 1, 2030, or immediately following completion of construction, whichever is earlier, on all new construction and improvements, unless shortened as per the provisions of Paragraph 4, below. This abatement does not include the value of existing property owned by Company affiliates, which is the subject of separate Industrial district agreements. If construction does not commence on Phase 11 by December 31, 2028, this Agreement is void. The Company shall notify City in writing at least thirty (30) days prior to the date any construction that will be subject to abatement Is scheduled to commence, 3. Company will make a good faith effort to utilize a diverse local workforce in constructing the project and will utilize established local contractor lists, including historically underutilized businesses and minority and women -owned businesses. 4. Company and its affiliate OCI Fuels USA, Inc., shall make five annual payments to the City, for a combined total of $1 million (one million dollars) annually, beginning In fiscal year 2023 and concluding In fiscal year 2027. 5, At the expiration of this Agreement, which may not be renewed or extended, Company agrees to enter into a new Industrial district agreement with City containing City's standard terms to 2 encompass all of Company's property and improvements in the Industrial District. ARTICLE II PROPERTY COVERED BY AGREEMENT It is the intention of the Parties hereto that this Agreement shall govern and affect only the Phase II renewable synthesis gas and methanol synthesis manufacturing facilities (facilities, real, personal, and mixed) as described In Article I of this Agreement, and does not govern and affect other properties of Company affiliates that are subject to Industrial district agreements that were in effect prior to execution of this Agreement ARTICLE III SALE BY COMPANY 1. Company shall notify City of any sale of any or all of Company's facilities to any person or entity. It Is the intent of the Parties that no sale of any of Company's facilities will affect any amounts to be paid to City as provided under this Agreement. Accordingly, and as to payments duo under this Agreement, no such sale shall reduce the amount due City under this Agreement until the purchaser of such facility has entered into a contract In lieu of taxes with City that provides for a continuation of like payments to City. 2. Company shall have the right to assign, transfer or convey all, or any part of, its rights title and interest in the Agreement in connection with any transfer or conveyance of title to all or any part of the properties subject to this Agreement to any person or entity at any time of this Agreement; provided, however, that Company shall provide City with written notice of such assignment. Company shall be relieved of its obligations under this Agreement to the extent that an assignee expressly assumes Company's obligations in a written Instrument binding such assignee to City. Subject to the preceding, this Agreement shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns. ARTICLE IV CITY'S OBLIGATIONS 1. City agrees that it will not annex, attempt to annex or In any way cause or permit to be 3 annexed any portion of lands or facilities or properties of said Company covered by this Agreement for the period of this Agreement except as follows: (a) if the City determines that annexation of all o• any part of the properties covered by this Agreement belonging to said Company is reasonably necessary to promote and protect the general health, safety and welfare of persons residing within or adjacent to the City, the City will notify Company in accordance with State law of the proposed annexation. In the event of such annexation, Company will not be required to make further payment under this Agreement for any calendar year commencing after such annexation with respect to the property so annexed but shall nevertheless be obligated to matte full payment for the year during which such annexation becomes effective if the annexation becomes effective after January 1 of said year. (b) in the event any municipality other than the City attempts to annex separately or in the event the creation of any new municipality shall be attempted so as to include within its limits any land which is the subject matter of this Agreement, City shall, with the approval of Company, seek immediate legal relief against any such attempted annexation or incorporation and shall take such other legal steps as may be necessary or advisable under the circumstances with all cost of such action being borne equally by the City and by the said Company or companies with the Company's portion allocated on the basis of assessed values. 2, The City further agrees that during the term of this Agreement, there shall not be extended or enforced as to any land and property of Company within said City of Beaumont Industrial District, any rules, regulations, or any other actions; (a) seeking in any way to control the platting and subdivisions of land, (b) prescribing any buildings, electrical, plumbing or inspection standards or equipment, or (c) attempting to regulate or control In any way the conduct of Company's activities, facilities or personnel thereof. 3, It is understood and agreed that during the term of this Agreement, the City shall not be required to furnish any municipal services to Company's property located within the City of Beaumont Industrial District; provided, however, City agrees to furnish fire protection to Company should such protection be requested by Company in the event an unusual emergency situation occurs. The City will also provide police protection if called upon by the Jefferson County Sheriff's Department for assistance. M A TIR CLE V TERMINATION FOR BREACH It is agreed by the Parties to this Agreement that only full, complete and faithful performance of the terms hereof shall satisfy the rights and obligations assumed by the Parties and that, therefore, In addition to any action at law for damages which either party may have, Company shall be entitled to enjoin the enactment or enforcement of any ordinance or charter amendment in violation of, or in conflict with, the terms of this Agreement and shall be entitled to obtain such other equitable relief, including specific performance of the Agreement, as is necessary to enforce its rights. It is further agreed that should this Agreement be breached by Company, the City shall be entitled, In addition to any action at law for damages, to obtain specific performance of this Agreement and such other equitable relief necessary to enforce its rights. RTICLE VI TERM OF AGREEMENT The term of this Agreement shall be for fifteen (15) years, commencing January 1 of the year following completion of construction or January 1, 2030, whichever is earlier, and ending on December 31 fifteen (15) years later, unless shortened by Company's failure to make payments as provided in Article 1, Paragraph 5, or otherwise terminated as provided in this Agreement. AR11CLE VII NOTICES Any notice provided for in this Contract, or which may otherwise be required by law shall be given in writing to the Parties hereto by Certified Mail addressed as follows: TO CITY City Manager City of Beaumont 801 Main Beaumont, Texas 77704 Fax: (409) 880.3132 E-mail: 5 TO COMPANY OCI Fuels USA Inc Bashfr Lebada 2800 Post Oak, Suite 3160 Houston, Texas 77056 Fax: 832-747-9966 E-mail:beshoy.guirgids@oci,nl ARTICLE Vlil CONTINUATION If this Agreement shall be held Invalid by any court of competent jurisdiction, such holding shall not affect the right of City to any payment made or accruing to City hereunder prior to such adjudication, and this provision Is Intended to be an independent and separable provision not to be affected by such adjudication. IN WITNESS THEREOF, this Agreement, consisting of 6 pages, Is executed In duplicate counterparts as of this day of A2022. OCI FUELS USA, INC, CITY OF BEAUMONT, TEXAS By: By: ✓ Ed Ray Chris Boone, Interim City Manager CFO Methanol ATTEST: �! Tina Broussard, City Clerk JENNIFEtt L CERVANTES Notary W Hi28566381 My Commission Expires ' M'1Y W. 2023