Res 160-2008 11/4/2008 RESOLUTION NO. 160-2008
RESOLUTION APPROVING A FOURTH GENERATION NON-
ANNEXATION AGREEMENT WITH SIGNAL HILL WICHITA FALLS
POWER, L.P., GUARANTEEING ITS IMMUNITY FROM ANNEXATION
FOR A PERIOD OF ONE YEAR BEGINNING JANUARY 1, 2009;
FINDING AND DETERMINING THAT THE MEETING AT WHICH THIS
RESOLUTION WAS PASSED WAS OPEN TO THE PUBLIC AS
REQUIRED BY LAW.
WHEREAS, the City of Wichita Falls entered into a third generation
non-annexation agreement with Mirant Wichita Falls, L.P. (now Signal Hill Wichita Falls
Power, L.P.), which owns and operates a co-generation facility on a part of the plat of
"Certainteed Products Addition", for a period of seven years from January 1, 2002; and
WHEREAS, the City of Wichita Falls desires to enter into a fourth generation
non-annexation agreement with Signal Hill Wichita Falls Power, L.P., for a period of one
year from January 1, 2009.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF WICHITA FALLS, TEXAS, THAT:
SECTION 1. The City Manager is hereby authorized to enter into a fourth
generation non-annexation agreement with Signal Hill Wichita Falls Power, L.P., a copy
of which is attached hereto.
SECTION 2. It is hereby officially 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 4 th day of November 2008.
MAYOR
ATTEST:
i Clerk
STATE OF TEXAS §
COUNTY OF WICHITA §
NON-ANNEXATION CONTRACT WITH
SIGNAL HILL WICHITA FALLS POWER, L.P.
This contract, made and entered into by and between the City of Wichita Falls,
Texas, a municipal corporation, hereinafter called "City," and Signal Hill Wichita Falls
Power, L.P., hereinafter called "Company,"
WITNESSETH:
WHEREAS, Company is the Lessee of a certain tract of land, hereinafter called
"Subject Property," located in Wichita County, Texas, said land being more fully
described in Exhibit A, which is attached hereto and incorporated herein, and which
land is located within City's extraterritorial jurisdiction; and,
WHEREAS, Subject Property is a part of a larger tract of land owned by St.
Gobain Vetrotex America (formerly known as CertainTeed Corporation), which larger
tract of land is described as Lot 1 of Certain-Teed Products Addition to Wichita Falls;
said Lot 1 of Certain-Teed Products Addition was designated as an industrial district by
the City Council of City by their Resolution No. 1835; and,
WHEREAS, Company has built a cogeneration facility in the immediate proximity
of the City, and the City Council has found that such facility will bring a number of
economic benefits to City; and,
WHEREAS, the City Council, by Resolution No. /'0-24 has authorized and
approved this contract, which it deems to be in the best interest of City.
NOW, THEREFORE, for and in consideration of the mutual covenants
hereinafter contained to be performed by the parties hereto, City and Company do
hereby agree as follows:
1. City guarantees the continuation of the extraterritorial status of Subject
Property, and its immunity from annexation by City, for a period of one (1) year from
January 1 , 2009.
2. City will furnish water service to Company on Subject Property for (i) the
production of steam by Company ("Steam Water") for the generation of electricity and
sale of steam to St. Gobain Vetrotex Corporation or any successor in interest to the
plant located at 4515 Allendale Road in Wichita Falls, Texas, and (ii) domestic uses
such as lavatory, toilet and periodic cleaning ("Domestic Water"). The City will charge
and Company will pay for both Steam Water and Domestic Water rates equal to 100%
of the rates charged to users located within the City limits throughout the term of this
contract. The use of Steam Water and Domestic Water by Company shall be measured
by separate water meters.
3. City will furnish sanitary sewer service to Company on Subject Property
for disposal of wastewater at rates equal to 100% of the rates charged to users located
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within the City limits computed on the basis of the calculated sewage use by Company
as determined by engineering data and certification satisfactory to City as follows:
a. Throughout the term of this contract, Company may place an
average of 24 gallons per minute of water in the sanitary sewer of City servicing Subject
Property. Although the average discharge of Steam Water shall not exceed 24 gallons
per minute, the maximum peak discharge of Steam Water shall not exceed 34 gallons
per minute.
City will furnish sanitary sewer service to Company for disposal of Domestic
Water on Subject Property at rates equal to 100% of the rates charged to users located
within the City limits throughout the term of this contract.
4. Company shall dispose of all the municipal and industrial solid waste (but
not hazardous waste or industrial Class I solid waste) that is being removed from the
Subject Property for disposal at a landfill ("the landfill") owned and operated by the City.
Company shall use no other landfill for the disposal of its municipal and industrial solid
waste during the term of this contract, but Company is free to reuse, recycle or reclaim
its waste. Company shall pay the City a disposal rate of Twenty Seven ($27.00) Dollars
per ton for all waste deposited in the City landfill. The City shall have the right to
request from Company at any time during the term of this contract an adjustment in the
disposal rate, and the rate may be adjusted in the event of a material change in the
operating costs of the City due to or as a direct result of revised federal or state laws, ad
valorem taxes, governmental fees and regulations or unforeseen increases in fuel costs.
The City shall have the right to petition Company for these unusual cost adjustments
and shall provide Company with documents and records in any reasonable form and
sufficient detail to reasonably establish the necessity of any requested rate adjustment
at the time of the request.
5. The water service, sanitary sewer service and solid waste collection
service provided to Company by City shall be subject to the ordinances of City as
presently existing and as may be hereinafter amended.
6. City will furnish fire protection service to Company on Subject Property.
7. Company shall not allow the sale of fireworks on Subject Property.
8. Company will pay to the City each year during the one (1) year of this
contract, as payment in lieu of all taxes, an amount in cash, or cash
equivalents acceptable to City, equal to a certain percentage, as specified
below, of the amount that its normal City taxes would have been for that
year had it been within the City limits. The appraised value of the land,
buildings and other improvements, machinery, equipment, inventory, and
other personal property shall be determined by the Wichita County
Appraisal District each year as set forth in the Texas Property Tax Code,
as amended. Each annual payment shall be made within thirty (30) days
after the receipt by Company of the bills therefore, the first of such
payment shall be due December 31, 2009. In computing the amount
payable to the City each year during this contract, the sum of the two of
the following amounts shall be applied :
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(a) Eighty percent (80%) of the then property tax rate as established by
the City Council shall be applied to the appraised value of land,
buildings and improvements, machinery, equipment, inventory, and
other personal property for the incremental amount of the total
appraised value up to but not exceeding $5,300,000.
(b) Twenty-five percent (25%) of the then-current property tax rate as
established by the City Council shall be applied to the appraised value
of land, buildings and improvements, machinery, equipment, inventory,
and other personal property for the incremental amount of the total
appraised value that exceeds $5,300,000.
9. This contract does not release nor waive any obligation to the City in
connection with any paving, curb and gutter, or other improvement liens, which may be
assessed against Subject Property.
10. Company shall not assign this contract, nor assign nor sublet the lease or
any part thereof on Subject Property without the written consent of City; except no
consent shall be required for any mortgage or collateral assignment in connection with
financing the purchase of improvements located on Subject Property. Company shall
not, without written consent of City, construct any improvements on Subject Property
which are not related to the cogeneration facility. This contract shall be binding upon
and inure to the benefit of the successors and assigns (as permitted) of each party
hereto.
11. In the event Company should breach any of the provisions of this contract,
and it fails to remedy such breach within thirty (30) days after having been notified in
writing by City to do so, then City shall have the right to terminate this contract, and to
proceed to annex Subject Property.
12. City shall initiate proceedings to annex Subject Property into the City limits
early enough to be able to complete such proceedings by December 31, 2009, and
Subject Property shall be included on the tax rolls of City on January 1, 2010.
13. This contract shall be effective as of January 1, 2009.
IN WITNESS WHEREOF, the parties hereto have caused this contract to be
executed by their duly authorized officers on this the 4' day •• Afor674,30t, 2008.
y of 'chits Falls, e -s
By: I
Darro iLeiker, City Manager
EST:
Al)dofi, "(1A.0
► , City Clerk
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Approved as to Form:
City Attorney
Signal Hill Wichita Falls Power, L.P.
By: Signal Hill Power LLC
Its General Partner,
By:
CEO, Signa (ail bwer LLC
ATTEST:
President, Signal Hill Power LLC
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EXHIBIT A
WICHITA COGENERATION FACILITY
PROPERTY DESCRIPTION
COGENERATION SITE AND TESCO SUBSTATION
STATE OF TEXAS §
COUNTY OF WICHITA §
That part of the plat of "CertainTeed Products Addition" described as: Commencing at
the intersection of the Northwest right-of-way line of the Fort Worth and Denver Railroad
and the North right-of-way line of Farm-Market Highway No. 369 which is the southerly
Southeast corner of said plat; Thence North 1,045.34 feet; Thence East 643.92 feet to
the point of beginning; Thence North 330 feet; Thence East 420 feet; Thence South 330
feet; Thence West 188.15 feet; Thence South 177 feet; Thence West 153 feet; Thence
North 177 feet; Thence West 78.85 feet to the place of beginning, containing 3.80
acres, more or less.
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