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Res 083-2017 6/6/2017Resolution No. _83-2017_ Resolution approving a seventh generation non-annexation agreement with Howmet Castings and Services, guaranteeing its immunity from annexation for a period of five years beginning January 1, 2017 WHEREAS, the City of Wichita Falls entered into a sixth generation non-annexation agreement with Howmet Castings and Services for a period of five years from January 1, 2012; and, WHEREAS, the City of Wichita Falls desires to extend that agreement for an additional five-year term. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WICHITA FALLS, TEXAS, THAT: The City Manager is hereby authorized to enter into a seventh generation non- annexation agreement with Howmet Castings and Services effective retroactively to January 1, 2017, a copy of which is attached hereto. PASSED AND APPROVED this the 6th day of June, 2017. ______________________________ M A Y O R ATTEST: ___________________ City Clerk STATE OF TEXAS § COUNTY OF WICHITA § NON-ANNEXATION CONTRACT WITH HOWMET CASTINGS AND SERVICES, INC. This contract, made and entered into by and between the City of Wichita Falls, Texas, a municipal corporation, hereinafter called “City,” and Howmet Castings and Services, Inc., hereinafter called “Howmet,” W I T N E S S E T H : WHEREAS, Howmet is the owner of a certain tract of land containing 60.58 acres, more or less, hereinafter called “Subject Property,” being a part of the Thomas Curry Survey, A-345, Wichita County, Texas, more fully described by metes and bounds in Exhibit A, which is attached hereto and incorporated herein, and which land is located within City’s extraterritorial jurisdiction; and, WHEREAS, the City Council of City did, by Resolution No . 2230, designate Subject Property as an industrial district, and approved a non -annexation agreement with the Wichita Falls Board of Commerce and Industry, who then owned such property. Subsequently, the Board of Commerce and Industry sold Subject Propert y to Howmet, and assigned to Howmet the non -annexation agreement, which was dated September 20, 1978; and, WHEREAS, an industrial plant has been constructed on Subject Property, and said plant is owned and operated by Howmet; and, WHEREAS, the City has agreed to multiple non-annexation agreements for this industry, and WHEREAS, the City desires to renew this non -annexation contract under new terms and conditions. NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter contained to be performed by the parties hereto, City and Howmet 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 five (5) years, from January 1, 2017. 2. City will furnish water service to Howmet on Subject Property at rates equal to 100% of the rates charged users located within the City limits during the term of this contract. 3. City will furnish sanitary sewer service to Howmet on Subject Property at rates equal to 100% of the rates charged to users located within the City limits during the term of this contract. 4. Howmet shall dispose of all the municipal and industrial solid waste (but not hazardous waste as defined by Howmet) that is being removed f rom the Subject Property for disposal at a landfill (“the landfill”) owned and operated by the City pursuant to the terms of an agreement between the City and Howmet for the disposal of municipal industrial solid waste. Howmet shall use no other landfill f or the disposal of its municipal and industrial solid waste during the term of this contract, but Howmet is free to reuse, recycle or reclaim its waste. Howmet shall pay the City a disposal rate of Twenty-Five ($25.00) Dollars per ton for all waste deposi ted in the City landfill. The City shall have the right to request from Howmet 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 Ci ty 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 Howmet for these unusual cost adjustments and shall prov ide Howmet 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, sewer and sanitation disposal service provided to Howmet by Cit y 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 Howmet on Subject Property. 7. Howmet shall not allow the sale of fireworks on Subject Property. 8. Howmet shall pay to the City each year during the five (5) years of this contract, as payment in lieu of all taxes, an amount in cash, or cash equivalents acceptable to City, equal to 100% of the amount that its City property taxes would have been for that year had it be en within the City limits. Each annual payment shall be made within thirty (30) days after the receipt by Howmet of the bills therefore. The appraised value of the land, buildings and other improvements, machinery, equipment, inventory, and other persona l property shall be determined by the Wichita County Appraisal District each year as set forth in the Texas Property Tax Code, as amended. 9. This contract does not release nor waive any obligation to the City in connection with any paving, curb and gutter, o r other improvement liens which may be assessed against Subject Property. 10. Howmet shall not assign this contract, nor sell nor lease Subject Property or any part thereof, without the written consent of City; except, no consent shall be required for any mor tgage or collateral assignment in connection with financing the purchase or construction of improvements located on Subject Property and which are supplementary to the industrial plant located thereon. Such written consent shall not be unreasonably withhel d so long as such assignment is consistent with the purposes of City’s industrial non-annexation policy. One of the reasons City originally entered into a non-annexation agreement regarding Subject Property was to encourage Howmet and its predecessor to construct this industrial plant at this location; should Howmet sell or lease any of the unimproved portions of Subject Property for some use not related to this industrial plant, and which is inconsistent with the purpose of City’s industrial non - annexation policy, City may terminate this contract insofar as it relates to those portions of Subject Property devoted to such incompatible use. 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 Howmet should breach any of the provisions of this contract, and fail 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. In the event the City should breach any of the provisions of this contract, and fail to remedy such breach within thirty (30) days after having been notified in writing by Howmet to do so, then Howmet shall have all r ights and remedies afforded to it under the law to remedy such breach. Notwithstanding the foregoing, if thirty (30) days is not sufficient time for either Howmet or the City to cure any breach occasioned by it, then the party in breach shall be given suc h additional time as is needed and reasonable under the circumstances to finalize a cure as long the party continues to diligently prosecute said cure. The City shall have no right to terminate this contract and proceed to annex the Subject Property durin g any cure period. 12. Prior to 180 days of the expiration date of this agreement, the City shall either (1) negotiate in good faith with Howmet the terms for renewal of this agreement for an additional five year term; or (2) subject to Howmet’s right to cont ext any annexation proceeding, initiate proceedings to annex Subject Property into the city limits early enough to be able to complete such proceedings by December 31, 2021, and Subject Property shall be included on the tax rolls of the city on January 1, 2022. Should the City choose to annex Subject Property into the city limits, City will notify Howmet in writing 30 days prior to initiating such proceedings. Nothing in this paragraph 12 or elsewhere in this contract shall be construed as Howmet’s consent to annexation now or in the future. Howmet shall retain all rights afforded to it by law or regulation to challenge and contest any attempts by the City to annex the Subject Property into the city limits. 13. This contract shall be effective as of January 1 , 2017. IN WITNESS WHEREOF, the parties hereto have caused this contract to be executed by the duly authorized officers on this the _________ day of ________________, 2017. City of Wichita Falls, Texas By: ______________________________ Darron Leiker, City Manager ATTEST: ________________________ City Clerk Approved as to Form: ________________________ City Attorney Howmet Castings and Services, Inc. By: ______________________________ President Attest: ________________________ EXHIBIT A ALCOA HOWMET A tract of land out of the Thomas Curry Survey, A-345, Wichita County, Texas, and being more specifically described by metes and bounds as follows: BEGINNING at the point of intersection of the West right -of-way line of a 50 foot wide County Road (Howmet Road) and the centerline of Bacon Switch Road, said point bears West 360.00 feet from the Northwest corner of Section 39, H. & H. G. R. R. Co. Survey, A-161, and an ell corner of said Thomas Curry Survey, f or the Northeast corner and place of beginning of this description; THENCE West 1,770.00 feet along said centerline of Bacon Switch Road to a point for the Northwest corner of this tract; THENCE South 515 feet to a ½-inch set iron rod with cap for corner; THENCE North 89 degrees 50 minutes 07 seconds West, a distance of 170.00 feet to a ½-inch set iron rod with cap for corner; THENCE South 00 degrees 11 minutes 35 seconds West, a distance of 505.00 feet to a ½-inch set iron rod with cap for corner; THENCE North 89 degrees 50 minutes 07 seconds West, a distance of 160.00 feet a ½-inch set iron rod with cap for corner on the common line between the east line of said Dwyer tract and the west line of said Bacon Switch Addition, Block 2; THENCE South 00 degrees 29 minutes 43 seconds West, a distance of 247.78 feet to a point for the Southwest corner of this tract; THENCE East 2,448.96 feet to a point in said West right -of-way line of County Road (Howmet Road) for the Southeast corner of this tract; THENCE North 15° 26’ West 1,311.29 feet along said West right -of-way line of a 50’ County Road (Howmet Road) to the Place of Beginning and containing 66.00 acres, more or less. This tract of land is also described as Bacon Switch Addition, Block 2, acc ording to the plat of said subdivision recorded in the Plat Records of Wichita County, Texas. Excepting therefrom the following: THAT certain tract of land in the Thomas Curry Survey, Abstract No. 345, in Wichita County, Texas, being a portion of that t ract of land described in Special Warranty Deed to Howmet Castings & Services, Inc., as recorded in Volume 2828, Page 779 in the Deed Records of Wichita County, Texas (D.R.W.C.T.), and being a portion of Bacon Switch Addition, Block 2, an addition to Wichita County, as recorded in Volume 22, Page 320 & 321 in the Plat Records of Wichita County, Texas, and being more particularly described as follows: COMMENCING from a found Mag nail in the centerline of Bacon Switch Road (variable width right -of-way) for t he most northerly northeast corner of that tract of land described in Partition Deed to Fred Dwyer, as recorded in Volume 3908, Page 390 D.R.W.C.T.; THENCE South 00 degrees 11 minutes 35 seconds West, along the east line of said Dwyer tract, a distance of 45.00 feet to a 1/2-inch set iron rod with yellow plastic cap stamped "HALFF ASSOC. INC." (hereinafter referred to as "with cap") for the POINT OF BEGINNING being the northwest corner of said Bacon Switch Addition, Block 2; THENCE South 89 degrees 50 minutes 07 seconds East, departing said east line and along the north line of said Bacon Switch Addition, Block 2, a distance of 330.00 feet to a 1/2 -inch set iron rod with cap for corner; THENCE South 00 degrees 11 minutes 35 seconds West, departing said no rth line, a distance of 470.00 feet to a 1/2-inch set iron rod with cap for corner; THENCE North 89 degrees 50 minutes 07 seconds West, a distance of 170.00 feet to a 1/2 -inch set iron rod with cap for corner; THENCE South 00 degrees 11 minutes 35 seconds West, a distance of 505.00 feet to a 1/2-inch set iron rod with cap for corner; THENCE North 89 degrees 50 minutes 07 seconds West, a distance of 160.00 feet to a 1/2 -inch set iron rod with cap for corner on the common line between the east line of said Dwyer tract and the west line of said Bacon Switch Addition, Block 2; THENCE North 00 degrees 11 minutes 35 seconds East, along said common line, a distance of 975.00 feet to the POINT OF BEGINNING AND CONTAINING 235,900 square feet or 5.416 acres of land, more or less. Which said land was transferred via Special Warranty Deed to Oncor Electric Delivery Company LLC on December 20, 2016 (County of Wichita document number 201620150).