2018-024 Master Economic Development Agreement between the City, PEDC and American Spiralweld Pipe

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C. In order to protect American from any liability stemming from known environmental contamination committed by previous owners, American shall take ownership of the Second Phase Property once a TCEQ Voluntary Cleanup Program ("VCP") Certificate has been sought by the PEDC and issued by the TCEQ. American shall assist the PEDC throughout the VCP process and shall be permitted to be a named co -applicant for such VCP Certificate. In conjunction with and in addition to enrolling the relevant Property in the Texas VCP, the PEDC shall demolish and remove all permanent structures or fixtures presently on the Second Phase Property. The PEDC shall be financially responsible for the permitting or approvals necessary for the planned development of the Facility in connection with the USACE jurisdictional wetlands on the Property, which are more particularly described in Exhibit D. American shall be permitted to work directly with Berg+Oliver, or any other PEDC-authorized environmental consultant, to establish a wetlands permitting plan and receive the necessary USACE permits and/or approvals to proceed with the Facility's planned development. For the purposes of this agreement, the forgoing terms of this paragraph shall collectively mean the "Environmental Remediation Requirements". D. PEDC's conveyance of a portion the Property to American is in consideration for American's commitment to locate the Facility in Paris, Texas. At the time of conveyance of the First Phase Property, PEDC shall provide, at its expense, an owner's title insurance policy as to such First Phase Property. E. Upon satisfaction of the Environmental Remediation Requirements with respect to the Second Phase Property, PEDC shall to convey to American fee simple title to such Second Phase Property in the same manner as provided for the First Phase Property in paragraph 3.3.A above (including, without limitation, delivery of a duly executed and acknowledged Warranty Deed conveying fee simple title to the Second Phase Property to American). At the time of conveyance, PEDC, at its expense, shall provide owner's title insurance as to the Second Phase Property. The satisfaction of the Environmental Remediation Requirements and subsequent conveyance of the Second Phase Property to American shall occur no later than twelve (12) months following the Effective Date. During this twelve month period, PEDC shall allow American and its contractors access to and over the Second Phase Property such that construction on the First Phase Property may occur concurrently with the environmental remediation efforts on the Second Phase Property to the extent that such access and construction is permitted 7 32300891x10