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HomeMy WebLinkAboutR2026-014 20260112RESOLUTION NO. R2026-14 A Resolution of the City Council of the City of Pearland, Texas, authorizing the City Manager or his designee to enter into an Industrial District Agreement (5-year initial term; one 5-year renewal term) with Exxon Mobile Corporation. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That the City and Exxon Mobile Corporation desire to enter into an Industrial District Agreement. Section 2. That certain Industrial District Agreement by and between the City of Pearland and Exxon Mobile Corporation, a copy of which is attached hereto as Exhibit “A” and made a part hereof for all purposes, is hereby approved. Section 3. That the City Manager or his designee is hereby authorized to execute and the City Secretary to attest an Industrial District Agreement. PASSED, APPROVED and ADOPTED this the 12th day of January, A.D., 2026. ________________________________ J.KEVIN COLE MAYOR ATTEST: ________________________________ FRANCES AGUILAR, TRMC, MMC CITY SECRETARY APPROVED AS TO FORM: ________________________________ DARRIN M. COKER CITY ATTORNEY Docusign Envelope ID: 8098862D-ACFD-4202-B0B4-7CBAE34E5141 Exhibit A INDUSTRIAL DISTRICT AGREEMENT STATE OF TEXAS KNOW ALL MEN BY THESE PRESENTS: COUNTY OF BRAZORIA THAT THIS INDUSTRIAL DISTRICT AGREEMENT (the "Agreement") is made on this the 12th day of January 2026, by and between the City of Pearland, Texas, a municipal corporation in Brazoria County, Texas (the "City") and Exxon Mobile Corporation ("Exxon"). WITNESSETH WHEREAS, the City desires to adopt reasonable measures to attract industry and thereby enhance the economic stability of the City; and WHEREAS, under authority granted pursuant to Section 42.044 of the Texas Local Government Code, the City seeks to establish an industrial district within the exclusive extraterritorial jurisdiction of the City; and WHEREAS, Exxon Mobil Corporation has purchased, leased, or otherwise acquired land and assets located in the proposed industrial district; and WHEREAS, Denbury Onshore LLC is a wholly owned subsidiary of Exxon Mobil Corporation; and WHEREAS, Exxon Mobil Corporation recognizes the benefits to be derived by being located within an industrial district; and WHEREAS, the City and Exxon Mobil Corporation desire to enter into this Agreement upon the terms and conditions stated hereinafter; NOW, THEREFORE, For and in consideration of the covenants and agreements contained herein and pursuant to authority granted to the City under the provisions of Section 42.044 of the Texas Local Government Code, the City and Exxon Mobil Corp. hereby agree as follows: I. DEFINITIONS "Annual Payments" means payments made to City by Exxon Mobil Corp. in lieu of taxes on said Property equal to sixty five percent (65%) of the amount of ad valorem tax value, as determined by BCAD, which would otherwise be payable to City by Exxon Mobil Corp. if said Land were situated within the city limits of Pearland. "BCAD" means Brazoria County Appraisal District and includes its successors and assigns. - 1 - Pearland IDA Mod 2026 "City" is defined in the preamble hereof and includes its successors and assigns. "Exxon" means Exxon Mobil Corp., its subsidiaries and affiliates and includes their successors and assigns. For purposes of this Agreement, "affiliates" means all companies and entities which Exxon, directly or indirectly, owns or controls, is owned or controlled by, or with which Exxon is under common ownership or control. "Industrial District" means the industrial district created pursuant to this Agreement as described by metes and bounds on Exhibit "A" and depicted on Exhibit "B" attached hereto. Such industrial district includes all of Exxon's Land described therein together with any and all improvements, personal property and minerals owned, leased or possessed by Exxon. "Property" includes all of the real property owned, leased or possessed by Exxon and located in the Industrial District ("Exxon's Land"), and all minerals, improvements and personal property located on, under, or in Exxon's Land whether such minerals, improvements or personal property are owned, leased or possessed by Exxon. "Value Year" means a calendar year commencing on January 1 and ending on December 31. II. ANNEXATION/INDUSTRIAL DISTRICT RIGHTS 2.1 City Services and City Codes. During the term hereof, the City shall not provide the Property with any City services except Fire Suppression and Emergency Medical Services nor shall the City, to the extent allowed by law, apply its ordinances, rules or regulations to the Property or Exxon's operations on the Property. 2.2 Protection of City Annexation Authority. City hereby guarantees that the Property shall remain in its extraterritorial jurisdiction and shall be immune from annexation by the City during the term of this Agreement. EXXON PAYMENTS 3.1 Method of Appraisal. Under the terms of the Texas Tax Code, the appraised value for tax purposes of property lying within the corporate limits of the City is determined by BCAD. Although the City and Exxon recognize that BCAD has no authority to appraise the Property for purposes of computing the payments to be made by Exxon hereunder, nonetheless the City and Exxon hereby agree that the final value of the Property as determined by BCAD after the resolution of all appeals, if any, shall be the value of the Property for purposes of this Agreement. Exxon recognizes that in making such appraisal for purposes of Exxon's payments, BCAD must appraise the entire Property. Exxon agrees that BCAD employees or agents shall have the right and privilege at reasonable times to go upon Exxon's Property for purposes of appraising the Property, and Exxon shall furnish appropriate information regarding the Property. Nothing in this Agreement shall be construed to be in derogation of BCAD's authority to establish the appraised value of land, - 2 - Pearland IDA Mod 2026 improvements and tangible personal property within the corporate limits of the City for ad valorem tax purposes. 3.2 Annual Payments. On or before January 31ST of each year covered by this Agreement, beginning with January 31, 2026 and ending on January 31, 2031, Exxon shall make five Annual Payments to City. 3.3 Method of Protest. In the event Exxon elects to protest the valuation set on any of its Property for any year or years during the term hereof, nothing in this Agreement shall preclude such protest and Exxon shall have the right to take all legal steps desired by it to reduce the same as if such property were located in the City limits. Notwithstanding any such protest by Exxon, Exxon agrees to pay City each Annual Payment in full, on or before the January 31St due date, based on the uncontested portion of the value proposed by the tax authorities. When the valuation of said property has finally been determined, either as the result of an appraisal review board decision, final judgment of a court of competent jurisdiction or as a result of other final resolution or settlement of the controversy, the excess portion of the Annual Payment, if any, collected by the City shall be returned to Exxon or Exxon shall pay the City any shortfall in prior payments, all within forty-five (45) days after said final determination. In the event Exxon defaults and fails to timely pay any amounts due City under this Agreement, Exxon shall be obligated to pay all penalties, interest, fees and costs associated with City's enforcement of its rights hereunder. IV. TERM OF AGREEMENT 4.1 Unless terminated earlier in accordance with the terms of this Agreement or extended by Exxon in accordance with the terms of this Agreement, the term of this Agreement shall commence on January 31, 2026, and shall end upon the City's receipt of the fifth (5th) Annual Payment, but in no event later than January 31, 2031. Exxon may extend the term of this Agreement for an additional 5 -year period (the "Extension Term") by delivering written notice to the City of its intent to extend this Agreement no later than January 1, 2031. In the event Exxon elects to extend the term of this Agreement for the Extension Term, the term of this Agreement shall commence on January 31, 2031, and shall end upon the City's receipt of the tenth (10th) Annual Payment, but in no event later than January 31, 2036. For clarification purposes, it is agreed by the parties hereto that the taxes on the Property for the calendar year in which this Agreement terminates or expires are not considered part of this Agreement. 4.2 This Agreement may be extended for an additional period or periods of time upon mutual consent of the parties hereto as provided in Section 42.044 of the Texas Local Government Code, as such may be hereafter amended. Following the termination or expiration of this Agreement, the covenant of the City not to annex the Land shall terminate, and the City shall have the right to commence immediate annexation proceedings as to all of the Property covered by this Agreement without regard to any limitations established in this Agreement. - 3 - Pearland IDA Mod 2026 V. TERMINATION 5.1 Default in Payments. This Agreement may be terminated by the City upon thirty (30) days advance written notice upon Exxon's failure to make any payments required hereunder. 5.2 City's Rights in Event of Exxon's Default. In addition to any other rights or remedies provided at law or in equity, the City shall be entitled to a tax lien on Property in the event of Exxon's default in making payments required in this Agreement. Said delinquent payments shall accrue penalty and interest in like manner as delinquent ad valorem taxes and may be collected by the City in the same manner as provided by law for delinquent ad valorem taxes. VI. MISCELLANEOUS PROVISIONS 6.1 Binding Effect. This Agreement shall inure to the benefit of and be binding upon the City and Exxon and shall remain in force whether Exxon sells, assigns or in any other manner disposes of, either voluntarily or by operation of law, all or any part of the Property, and the agreements herein contained shall be held to be covenants running with the land for as long as this Agreement or any extension thereof remains in force. This Agreement supersedes all prior agreements and understandings relating to the subject matter hereof. 6.2 Non -waiver. Failure of either party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing hereunder upon default or failure of performance shall not be considered a waiver of the right to insist on and to enforce by any appropriate remedy, strict compliance with any other obligation hereunder or to exercise any right or remedy occurring as a result of any future default or failure of performance. 6.3 Applicable Laws. This Agreement is subject to and shall be construed in accordance with the laws of the State of Texas, the City Charter and Ordinances of the City of Pearland, the laws of the federal government of the United States of America and all rules and regulations thereof. This Agreement is performable in Brazoria County, Texas and the Parties hereto agree that venue shall be exclusively set in Brazoria County, Texas. 6.4 Notices. All notices required or permitted hereunder shall be in writing and shall be deemed received on the earlier date of actual receipt or the third (3rd) day following deposit in a United States Postal Service post office or receptacle with return receipt requested addressed to the other party at the address set forth below or at such other address as the receiving party may be prescribed by notice of the sending party: - 4 - Pearland IDA Mod 2026 TO CITY: City of Pearland c/o Trent Epperson, City Manager 3519 Liberty Drive Pearland, Texas 77581 TO COMPANY: Exxon Mobil Corporation c/o Jeff D. Farish 22777 Springwoods Village Parkway Spring, Texas 77389 6.5 Captions. The captions at the beginning of the articles, sections, and subsections of this Agreement are guides and labels to assist in locating and reading such articles, sections and subsections and therefore will be given no effect in construing this Agreement and shall not be restrictive of or be used to interpret the subject matter of any article, section, subsection or part of this Agreement. 6.6 Remedies. The rights and remedies contained in this Agreement shall not be exclusive but shall be cumulative of all rights and remedies now or hereafter existing, whether by statute, at law, or in equity. 6.7 Ambiguities. In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. 6.8 Severability. In the event any one or more words, phrases, clauses, sentences, paragraphs, sections, or other parts of this Agreement or the application hereof to any person, firm, corporation or circumstances shall be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, then the application, invalidity or unconstitutionality of such word(s), phrase(s), clause(s), sentence(s), paragraph(s), section(s), or other part(s) of this Agreement shall be deemed to be independent of and severable from the remainder of this Agreement, and the validity of the remaining parts of this Agreement shall not be affected thereby. 6.9 Payment to Outside Consultants. Exxon also agrees to compensate for, or pay directly, the Brazoria County Appraisal District's outside tax consultant's actual charges each year, not to exceed $10,000.00 annually during the term of the Agreement. 7.0 Entire Agreement. This Agreement contains all agreements of the parties relating to the subject matter hereof and is the full and final expression of the Agreement between the parties. IN WITNESS WHEREOF, the parties have made and executed this Agreement in multiple copies, each of which shall be an original, as of this 12 P- day of , 2026. CITY OF PEARLAND, TEXAS By: Name: Trent Ep rson Title: City Manager EXXON M r : ILE CORP RAT ON, LLC By: Name: Lauro A. Porto Title: North American Property Tax Manager - 5 - Pearland IDA Mod 2026 CITY OF BLAND: Attest: l/"' Name: Title: Date: 1 yes AlLIALO-i Ce-Lre-f-zti J/26-i(", STATE OF TEXAS COUNTY OF BRAZORIA § This instrument was acknowledged before me on this ILO day of . (1 AIA I , 2026, by Trent Epperson, City Manager — City of Pearland (Texas). STATE OF TEXAS COUNTY OF R.( § § This instrument was acknowledged before me by .GAuR& vek,t, ,%" 1"1'11., JULIE C THOMPSON ,3 L _°-• �� Notary Public, State of Texas Comm. Expires 0408-2028 '%,°;,-; Notary ID 11992098 on this / g day of AGetneeA , 2026, No ry Public - 6 - Pearland IDA Mod 2026