Res 138-97 9/16/1997RESOLUTION NO. 8-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WICHITA
FALLS, TEXAS, APPROVING THE ASSIGNMENT OF A NON -
ANNEXATION AGREEMENT BETWEEN THE CITY OF WICHITA
FALLS AND HOWMET CORPORATION TO TURBINE AIRFOIL
REFURBISHMENT SERVICES, INC.; FINDING AND DETERMINING
THAT THE MEETING AT WHICH THIS RESOLUTION WAS PASSED
WAS OPEN TO THE PUBLIC AS REQUIRED BY LAW.
WHEREAS, pursuant to Resolution No. 188 -92, the City Council of the City of
Wichita Falls approved a non - annexation agreement with the Howmet Corporation
guaranteeing its immunity from annexation by the City for a period of seven (7) years
from and after January 1, 1993; and,
WHEREAS, the City has been notified that the Howmet Corporation is in the
process of selling its refurbishment operations and assets to Turbine Airfoil
Refurbishment Services, Inc., and has requested consent to the assignment of the
aforementioned non - annexation agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF WICHITA FALLS, TEXAS, THAT:
SECTION 1. That the above preambles and recitals are found to be true and
correct and made a part hereof for all purposes.
SECTION 2. That the City Council of the City of Wichita Falls hereby consents to
the assignment of a certain non - annexation contract by and between the City of Wichita
Falls and the Howmet Corporation, the same approved by Resolution No. 188 -92 on
December 15, 1992, to the Turbine Airfoil Refurbishment Services, Inc., subject to the
terms and conditions of said non - annexation agreement being agreed to by the
assignee evidenced by an instrument delivered to the City in writing consenting to said
assignment by Turbine Airfoil Refurbishment Services, Inc., and further conditioned
upon the aforementioned corporation acquiring through sale the Howmet Corporation
property subject to said non - annexation agreement.
SECTION 3. It is hereby found and determined that the meeting at which this
resolution was passed was open to the public as required by law.
PASSED AND APPROVED this the 16th day of September, 1997.
MAYO
ATTEST:
UAW-
City Clerk
•
CONSENT TO ASSIGNMENT AND TO TERMS
AND CONDITIONS OF NON-ANNEXATION AGREEMENT
WHEREAS, Turbine Airfoil Refurbishment Services, Inc. ("TARS"), a
corporation incorporated under the laws of the State of Delaware and having a place of
business at 400 Main Street, East Hartford, Connecticut 06108 (Attention: Legal
Department), did acquire on September 10, 1997 from Howmet Corporation ("Howmet")
and Howmet Refurbishment Inc. ("HRI") substantially all the refurbishment assets of
Howmet and HRI, including the refurbishment facility located at Wichita Falls, Texas
("Wichita Falls Refurbishment Facility" or"WFRF"); and,
WHEREAS, pursuant to Resolution No. 188-92, the City of Wichita Falls ("City")
and Howmet entered into a Non-Annexation Contract dated 15 December 1992 ("Non-
Annexation Contract") guaranteeing the immunity of WFRF from annexation by the City
for a period of seven (7) years commencing January 1, 1993; and,
WHEREAS, Howmet has assigned its rights and obligations under the Non-
Annexation Contract to TARS; and,
WHEREAS, pursuant to Resolution No. 138-97 the City Council of the City of
Wichita Falls has consented to the assignment of the Non-Annexation Contract to TARS
subject to the terms and conditions of said Contract being agreed to by TARS as
evidenced by an instrument delivered to the City in writing consenting to said assignment
by TARS, and further conditioned upon TARS acquiring through sale the Howmet
property subject to said Non-Annexation Contract.
NOW THEREFORE, TARS does hereby consent and represent as follows:
1. TARS hereby consents to the assignment of the Non-Annexation Contract to it by
both the City and by Howmet.
2. TARS hereby agrees to all terms and conditions of the Non-Annexation Contract.
3. TARS hereby represents that it has acquired the Howmet property subject to the
Non-Annexation Contract, and submits herewith as evidence thereof a copy of the
Warranty Deed dated September 10, 1997.
Tt4
Executed this a') day of October 1997.
TURB RFO L RIFF IS NT SERVICES, INC.
y✓ Richard R. Barnhart
President
1
OCT-01-9T 15:44 From:DBH HARTFORD 8602750343 T-184 P 02/05 Job-334
MASSA= BEND
Data: September (Q 1997
GrAneer; Ho: at Corporation, a Delaware corporation
Grantor's ►•A i 1 i ng Address
(inI-1».iing county): 475 Steamboat Road
Greenwich, Connecticut 06836
Fairfield County, Connecticut
Grantee: Turbine Airfoil Refurbishment Services, Inc. ,
a Delaware corporation
Grantee's mailing Address
(ink-led-in/3 county): 400 Main Street
East Hartford, Connecticut 06108
Hartford County, Connecticut
Consideration: TEN AND NO/100 Dn7.T-ARS and other gaud and valuable
consideration to the undersigned paid by Grantee, the receipt of
which is hereby acknowledged.
Property (including any improvements):
Lot One (1), Block Twenty-seven (27) or the Lamp & Newby
Subdivision to the City of Wichita Falls, Wichita County,
TexAs (the -Property-) , as more particularly described in
the attached Exhibit A, to which reference is here made
for all purposes.
Reservations from and Exceptions to Conveyance and Warranty: This
conveyance is made subject to the restrictions, covenants,
conditions, rights-of-way, easements and reservations, if any, more
fully described in the attached Exhibit B, to which reference is
here made for all purposes.
Grantor, for the cons i deYation and subject to the reservations
from and exceptions to conveyance and warranty, grants, sells, and
conveys the Property to Grantee, together with all and singular the
rights and appurtenances thereto in any wise belonging, to have and
hold the Property to Grantee, Grantee's successors-in-interest or
or assigns forever. Grantor binds Grantor and Grantor's
successors--in-interest to warrant and forever defend all and
singular the Property to Grantee and Grantee's successors-in-
interest and assigns against every person whomsoever lawfully
claiming or to claim the same or any part thereof, except as to the
reservations from and exceptions to conveyance and warranty.
When the context requires, singular nouns and pronouns include
the plural.
awkicu H:
ROW:! CORPO &TIOJi
By {y J
Title: Viet_ ,,,t-- tom.cr<)
OCT 1 '97 15:35 8602750343 PRGE.002
Y .00T-01-97 15:44 From:DBH HARTFORD 8602750343 T-184 P.03/05 Job-334
TEE STATE OF ezi n/n' c—r t cu"r )
COUNTY OF ,GA ,2 c r Jr )
This inatrum it was acknowledged More rue on 6eptem.ber
., 1997 by RoL-P Aul._ , Vrc& Ressi.. -/or of
Howmet Corporation, a Delaware corporation, on behalf of said
corporation.
ROTARY PUBLIC'S 887►L:
,ta(L,,__,
Notary Public for
the State of C.oe,-,N<Tcrr , T
NC
it Y{TY.I;�S;,i,:,.,:,:_r> 6—3 p--9'
AMER RECORDING RETURN TO: PREPARED IN THE LAM OFFICE OF:
TURBO AIRFOIL REFURBTRwwittm SHERRILL, CNOSNOE Si GOFF
SERVICES, INC. P.O. Drawer 97511
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EXHIBIT A
To Warranty Deed from Howmet Corporation
to Turbine Airfoil Refurbishment Services, Inc .
A tract of land oun of and being a part of Block 27, of Kemp Newby Subdivision, of
Cherokee County School Landz, A-33 , Wichita County, Texas, being more particularly
described as fellows :
Beginning ac a point in the occupied North line of said Block 27, and the South line
of block 26, Kemp and Newby subdivision, South 85 deg. 57' 19" East 28 . 5 feet from
the occupied Northwest corner of said Block 27, said point also being in the East
right-of-way line of Hammon Road and also being in the South line of Tract 1, Unit 3,
Expressway East Industrial District as per plat thereof recorded in volume 23 , Page
265 of the Wichita County Plat Records.
THENCE South 88 deg. 57' 19" East, along the North line of said Block 27 and the
South line of aforementioned Tract 1, Unit 3 , Expressway East Industrial District, a
distance of 1452 .0 feet to a point for the Northeast corner of this tract;
THENCE south 01 deg. 02' 05" West, 600.0 feet to a point for the Southeast corner of
this tract;
THENCE North 88 deg. 57' 19" West, 1452.0 feet to a point for ono occupied Eat
right-of-way line of Hammon Road for the Southwest corner of this tract;
THENCE North 01 deg. 02' 05" East, 600.0 feet co the PLACE OF BEGINNING, known as Lot
one (1) , Block Twenty-seven (27) , Kemp & Newby Subdivision, in volume 24, Page 377,
Wichita County, Texas.
Being the same premises cosIreyed by Cooper Induatri.ea, Inc. , as
grantor, to Howmet Corporation, as grantee, by Special Warranty
Deed dated September 18, 1992 and filed in Volume 1590, Page 763,
gt . of the Deed Records of Wichita County, Texas.