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STATE OF NORTH CAROLINA
ORANGE COUNTY
PERFORMANCE AGREEMENT BETWEEN ORANGE COUNTY, NORTH CAROLINA,
AND ABB INC .
This Performance Agreement ("Agreement") made and entered into this the day of , 202_ by
and between Orange County, a body politic existing under the laws of the State of North Carolina
(" County") and ABB Inc . , a U . S . operating entity of ABB Ltd, a multinational corporation, with
facilities to be located in Mebane , Orange County, North Carolina (" Company") , for the purpose of
incentivizing Company ' s investment in Orange County .
Company ' s ultimate parent is a multinational corporation situated and headquartered in Zurich ,
Switzerland . Company ' s North American headquarters in Cary, NC . Company ' s Facility shall expand
their existing electrical components manufacturing . Company represents it is duly authorized to conduct
business in North Carolina . It is understood that the levels of performance required by this Agreement
are to be met by Company as a whole at its Facility in Orange County . Accordingly, the term
" Company" as used in this Agreement refers to the entire group at such Facility .
WITNESSETH
THAT WHEREAS , the County has offered to the Company an inducement package as hereinafter set
forth ; and
WHEREAS , the State of North Carolina and the City of Mebane , North Carolina have offered separate
inducement packages to the Company; and
WHEREAS , Pursuant to G . S . Section 153A449 , 158 - 7 . 1 , and 158 - 7 . 2 , as construed by the North
Carolina Supreme Court in its opinion in Maready v . The City of Winston- Salem, et al , 342 N . C . 708
( 1996) , and other judicial authority, the County may enter into an agreement with the Company in
connection therewith ; and
WHEREAS , the County finds that awarding the Company a grant based on its Total Taxable Investment
will increase the taxable property base for the County and help create new jobs in the County at the
agreed average annual salary, all of which will result in an added and valued benefit to the taxpayers of
the County ; and
WHEREAS , but for the offer of an inducement package the Company would not be locating its
manufacturing facility within Orange County ,
NOW, THEREFORE, the parties hereto in consideration of these mutual covenants and agreements
passing from each to the other do hereby agree as follows :
1 . DEFINITIONS . As used in this Agreement the terms below will have the following meanings :
A . "Affiliate . " A company that the Company controls , controls the Company, or is under
common control with the Company .
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B . ` Baseline Employment . " Number of employees , JSa , employed by Company as of
the date of execution of this Agreement .
C . "Baseline Valuation . " Current assessed valuation of the Subject Property as assessed by
the Orange County Tax Administrator prior to the investment contemplated in this
Agreement . Upon revaluation by the County the Baseline Valuation shall be adjusted as
determined by the Orange County Tax Administrator .
D . " Commencement Date . " The date in which the Company begins actual production
operations at the Subject Property, after having obtained applicable governmental
approvals , certificates of zoning compliance , and certificates of occupancy . Unless
delayed by causes beyond the control of the Company, the Commencement Date is
anticipated to be no later than June 30 , 2020 .
E . " Company . " ABB , Inc . and includes its affiliates , successors , and assigns .
F . "Eligible Property . " Includes ( a) the Subject Property (as defined in Exhibit C, Legal
Description of Real Property) , other real property in the County, and all improvements
the Company or an Affiliate . of the Company constructs or installs , or causes to be
constructed or installed, at the Subject Property or such other real property, including all
buildings , building systems , and building improvements , and (b) all personal property
(as defined in Exhibit B , Personal Property) the Company or an Affiliate of the
Company purchases or leases and installs , at or relocates to , the Facility or such other
real property . Does not include property valued for the Baseline Valuation .
G . " Grant . " An economic incentive grant to the County pursuant to Section 2 of this
Agreement .
H . "Inducement Grant . " An economic development grant provided to Company for the
purpose of securing the Company ' s location of its manufacturing facility in Orange
County, North Carolina .
I . "Minimum Taxable Investment . " The aggregate Qualifying Expenditures made by the
Company that Company anticipates will be made annually as reflected in Exhibit A and
verified by the Orange County Tax Assessor and which will be used for calculating the
annual Inducement Grant payment .
J . " Orange County Facility" or "Facility . " The Company constructed and/or owned
primary and secondary structures , utilities , and operations and service areas situated on
the Subject Property in Mebane , Orange County, North Carolina in and on which
Company conducts its business and/or operations .
ividual , partnership , trust, estate, association, limited liability
K . "Person . " Any ind
company, corporation, custodian, nominee , governmental instrumentality or agency,
body politic or any other entity in its own or any representative capacity .
L . "Personal Property . " All personal property the Company or an Affiliate owns or leases
located at the Facility, including all (a) machinery and equipment, (b) furniture ,
furnishings , and fixtures , (c) property that is capitalized for federal or state income tax
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purposes , (d) all additions to any of the foregoing, and all replacements of any of the
foregoing in excess of $ 100 , 000 .
M . " Qualifying Expenditure . " All expenditures the Company, an Affiliate , or lessor to the
Company or an Affiliate makes for Eligible Property which is subject to Tax in the
County, and is not subject to an exemption or exclusion from Tax, that the Company
uses .
N . " State . " The State of North Carolina .
O . " Subject Property . " The property on which Company constructs and/or operates the
Orange County Facility .
P . "Tax" or " Taxes . " Ad valorem property tax levied on real and personal property located
in the Count y pursuant to Article 25 , Chapter 105 of the North Carolina General
Statutes or any successor statute relating to ad valorem property tax the County levies on
property .
Joy d
Q . "Term " or "Full Term . " The duration of this Agreement meaning l� , , 2019 through
and including January 31 , 2025 .
R. "Total Taxable Investment . " The taxable value of all Qualifying Expenditures made by
Company in and to its Orange County Facility as of January 1 , 2025 .
2 . INDUSTRIAL INVESTMENT AND EMPLOYMENT AGREEMENT
A . INVESTMENT
1 . The Company anticipates it shall , during the term of this Agreement, directly invest a
Minimum Taxable Investment annually in accordance with the investment plan attached
as Exhibit A in addition to 2019 assessments in real and taxable business personal
property as described in Exhibit B and Exhibit C . If the Company does not make the
Total Taxable Investment by on or before January 1 , 2025 (and as may be extended
below) , the amount of the Inducement Grants will be adjusted as provided in Subsection
2A3 .
2 . The Company shall achieve the Total Taxable Investment by January 1 , 2025 .
3 . If total increase of taxable investment falls below the Minimum Taxable Investment
levels , due to failure to meet the investment goals set forth in Exhibit A or removal of
equipment, as assessed by the Orange County Tax Assessor, the amount of the
following annual Inducement Grant installment payment will be reduced by , a pro -rata
percentage of the shortfall . The Baseline Valuation shall be excluded from calculations
to determine whether the investment goals have been met .
4 . In the event of the failure of the Company to make the Minimum Taxable Investment,
or to fill the applicable Jobs Minimum by an applicable date , the County in its sole
discretion may grant to the Company a reasonable extension of time to satisfy such
criteria , which grant of extension of time shall not be unreasonably withheld, or
otherwise agree to such other performance criteria that equate to a similar .economic and
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fiscal return to the County . Any such extension or extensions will extend the dates for
payment of Inducement Grant funds .
B . EMPLOYMENT
1 . On or before December 31 , 2024 , at least 403 persons will be employed in fall-time
positions at the Facility (" Jobs Minimum" ) . The number of full -time positions shall be
evidenced by one or more Quarterly Tax and Wage Reports (Form NCUI 101 ) filed
with the N . C . Employment Security Commission ,
2 . During the Term and at the expiration of this Agreement, the Company, and its
Affiliates , shall employ, at the Facility in Orange County, new full time equivalent
employees in accordance with Exhibit A . Employees counted toward the total
numbers reflected in Exhibit A shall include only new employees of the Company
employed and located at Company ' s Facility in Orange County, North Carolina
provided such employees are employed in Orange County on a full time basis and are
eligible to participate in Company sponsored health insurance programs . For purposes
of this section "full time equivalent employees " shall be defined as actively employed
individuals and shall not include vacant positions for which the Company is actively or
otherwise recruiting and shall not include positions counted toward the Baseline
Employment . It is understood that vacancies occur and that when such occur the
Company will immediately, or as soon as is reasonably possible thereafter, fill said
vacancies . The average wage of the 403 new full time equivalent employees shall be ,
as of the last day of this Agreement, at the annual rate of Seventy Thousand Seven
Hundred Eighty-Nine dollars ($ 70 , 789 . 00 ) .
C . DEVELOPMENT GRANT PARTICIPATION : Where applicable , the Company agrees to
partner, through the commitment to create new jobs , with Orange County and other applicable
agencies to apply for development grants that will improve and/or add water, sewer, road or
other necessary infrastructure in order to facilitate the successful completion of this project . The
Company agrees to meet with program representatives , and to participate in the grant request
process as necessary to secure the required funding .
D . GUARANTEED MINIMUM LEVEL OF PERFORMANCE : The Company agrees that its
minimum level of performance pursuant to this Agreement shall be as set out in this Section 2 .
Furthermore , Company agrees that failure to meet the minimum level of new employment as
reflected in Section 2B shall entitle the County to make reductions in inducement installments
paid to the Company in an amount of Five Hundred dollars ( $ 500 . 00 ) per employee not hired as
reflected in Exhibit A . Company further agrees that failure to meet, the minimum level of direct
investment as reflected in Section 2A shall entitle County to make pro rata reductions in
inducement installments paid to the Company as set out in Section 3 . It is agreed and
understood by the parties hereto that the failure of the Company to meet the level of
performance with respect to minimum level of investment or minimum level of new
employment as specified herein shall not be considered a breach of this Agreement .
Nothwithstanding the above reductions to the inducement installments paid to Company based
on failure to meet the minimum levels of new employment in Section 2B in any year, Company
shall be entitled to such recoupment (in the same $ 500 increments) in the event in following
years that it not only meets the following year minimum levels of new employment but makes
up any prior year ' s deficits .
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E . STATUTORY COMPLIANCE : The Company understands that the County' s participation is
contingent upon authority found in North Carolina General Statute 158 - 7 . 1 and other relevant
North Carolina General Statutes and that should such statutory authority be withdrawn by the
North Carolina General Assembly County may terminate this Agreement without penalty to
County and without further compliance with this Agreement .
3 . INDUCEMENT PACKAGE
A . COUNTY INDUCEMENT GRANT : Subject to the limitations set out herein the County,
upon execution of this Agreement, shall provide to the Company an Inducement Grant to offset
Facility development, expansion, and acquisition costs in an amount estimated at Nine Hundred
Seventy- Two Thousand Seven Hundred Twenty- Two Dollars ( $ 972 , 722 . 00) payable in five
installments . The estimated annual amount of each year ' s grant payment is shown in Exhibit A .
The first installment shall occur on January3l , 2020 upon receipt of proof, as described in
Section 5 of this Agreement, that the minimum employment and investment numbers referenced
in Section 2 of this Agreement have been met and proof that all outstanding local property taxes
on the real and business personal property owned by the Company and located within Orange
County, for which a bill for such taxes has been issued to the Company, have been paid .
Subsequent annual installments will occur during the month of January for the term of this
Agreement with the final installment occurring in January 2025 . No installment shall be
required to be paid until such time as County receives proof of the payment of all outstanding
property taxes and verification of employment and investment levels has been submitted to the
County . Subject to Section 3C the final Inducement Grant amount shall be determined based - on
the Company ' s Total Taxable Investment at the time of the final inducement installment and
according to the formula in 3B .
B . TOTAL COUNTY COMMITMENT : The maximum amount of the Inducement Grant
payment is based on the Total Taxable Investment by Company in an amount of Thirty-Nine
Million Nine Hundred Thousand Dollars ($ 39 , 900 , 000 . 00 ) . The Inducement Grant payments
shall be calculated based on the Company ' s Minimum Taxable Investment for the time period
preceding the current Inducement Grant payment . County shall adjust the Inducement Grant
payment amount according to the following formula : Amount of investment divided by 100
multiplied by the current ad valorem tax rate ( currently $ 0 . 8679 per $ 100 of valuation)
multiplied by 0 . 75 (percentage of inducement) multiplied by 5 (number of years) . Utilizing this
formula, and an estimate of depreciation as outlined in Exhibit A, a taxable investment currently
estimated at Thirty-Nine Million Nine Hundred Thousand Dollars ($ 39 , 900 , 000 . 00 ) would result
in an Inducement Grant in the amount of Nine Hundred Seventy- Two Thousand Seven Hundred
Twenty- Two Dollars ($ 972 , 722 . 00 ) payable in 5 installments . Subject to 3C below, in the event
the amount of taxable investment increases or decreases , the amount of inducement shall
increase or decrease based on the formula specified herein, however the total amount of
inducement shall not exceed Nine Hundred Seventy- Two Thousand Seven Hundred Twenty-
Two Dollars ($ 972 , 722 . 00) . Further, this example assumes a static Total Taxable Investment of
Thirty-Nine Million Nine Hundred Thousand Dollars ($ 39 , 900 , 000 . 00 ) throughout the 5 year
term . The formula specified herein shall be applied to the taxable investment annually during
the term to determine the actual amount of the 5 inducement installments .
C . MAXIMUM COUNTY COMMITMENT : The Inducement Grant SHALL NOT EXCEED
Nine Hundred Seventy- Two Thousand Seven Hundred Twenty- Two Dollars ($ 972 , 722 . 00 ) .
This is the maximum allowable inducement amount based on an estimated Total Taxable
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Investment by the Company of Thirty-Nine Million Nine Hundred Thousand Dollars
($ 39 , 900 , 000 . 00) . This maximum amount may be reduced based on lower than anticipated
investment by the Company .
4 . EXPANSION OPPORTUNITY
Participation in this Agreement shall not exclude the Company from consideration for additional
inducements from the County either during or upon completion of this Agreement . Future
projects shall be considered on a case -by- case basis and induced at the discretion of the County
based on new taxable investment and job creation in excess of the minimum levels outlined in
Section 2 above . Any such agreement shall require a separate "Performance Agreement" which
shall conform to all relevant North Carolina Statutes and/or Orange County Ordinances , Policies
or Resolutions , shall be in writing, and shall be mutually agreed upon by the Parties .
5 . PROOF AND CERTIFICATION
The officials of the parties to this Agreement shall furnish the necessary reports and certificates
to verify that each party' s respective goals are met . Acceptable forms of proof for taxable
investment shall be the records of the County Tax Administrator . Acceptable forms of proof of
payment of taxes shall be in the form of cancelled checks , and receipts of payment from the
County Tax Administrator . Acceptable forms of proof for employment numbers shall be in the
form of a notarized statement from a North Carolina licensed Certified Public Accountant and
shall be verified by the North Carolina Employment Security Commission .
Until that date which is one ( 1 ) year following the date of the final Incentive Grant payment, the
Company shall allow representatives of the County to enter the Facility during normal business
hours upon forty- eight (48 ) hours prior notice for the purpose of confirming that the claimed
investment and employment goals have been met . Company will not be held liable for injuries to
representatives of the County while at the Facility .
6 . REMEDY
A . INDUCEMENT PACKAGE : If the County does not meet and maintain the terms set forth
in the inducement package , the Company has the option to the rights set forth in Section 1 lA of
this Agreement upon thirty (30 ) days written notice to the County .
B . DELAY OF INDUCEMENT PACKAGE INITIATION : If the Company believes that it will
not meet employment and investment goals that are to be met pursuant to this Agreement by
June 30 , 2020 , the onset of this Agreement may be delayed up to one ( 1 ) year, at the option of
the Company . Written notification of the exercise of this option to delay onset must be received
by the County no later than June 30 , 2020 . In that event this Agreement shall initiate no later
than June 30 , 2021 and shall expire no later than January 31 , 2026 . In the event the employment
and investment goals are not met due to causes beyond the control of the Company, the period in
which such employment and investment goals are to be met may, upon written notice to , and
agreement by the County, be tolled by the period of such delay, up to one ( 1 ) year, caused by
such causes beyond the control of the Company (for purposes of this Section 6B causes beyond
the control of the Company are limited to delay in completion of public works construction such
as access road, utilities , water, and sewer lines) . Notwithstanding anything else herein the
Commencement Date shall not be beyond June 3 0 , 2022 . If Company cannot meet this deadline
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this Agreement shall terminate automatically without fault or further obligation to County .
Company shall remain free to negotiate a new incentive agreement with County based on new
terms and timelines .
C . INVESTMENT AND EMPLOYMENT PACKAGE : If the Company does not meet and
maintain either the investment or employment goals within the annual timetable set forth in this
Agreement, and does not opt to delay the onset of this Agreement as described above , then the
county will reduce the annual installment payment as set forth in Section 2D of this Agreement
until such time as the Company once again meets both the investment and employment goals .
Reduction shall be computed based on the percentage of the goal not met . In order to qualify for
the full reimbursement, including recovery of any prior reductions , both investment and
employment must meet or exceed the minimum standards outlined above prior to the natural
termination of this Agreement .
7 . SEVERABILITY
If any term or provision of this Agreement is held to be illegal , invalid, or unenforceable , the
legality, validity, or enforceability of the remaining terms , or provisions of this Agreement shall
not be affected thereby ; and in lieu of such illegal , invalid or unenforceable term or provision,
there shall be added by mutually agreed upon written amendment to this Agreement, a legal ,
ision, as similar as possible to the term or provision declared valid, or enforceable term or prov
illegal , invalid, or unenforceable .
8 . COMPLIANCE WITH THE LOCAL GOVERNMENT BUDGET AND FISCAL CONTROL
ACT OF NORTH CAROLINA GENERAL STATUTES
All appropriations and expenditures pursuant to this Agreement shall be subject to the provisions
of the Local Government Budget and Fiscal Control Act of the North Carolina General Statutes
for cities and counties and shall be listed in the annual report submitted to the Local Government
Commission by the County .
9 . GOVERNING LAWS , DISPUTE RESOLUTION , & FORUM
This Agreement shall be governed and construed by the Laws of the State of North Carolina .
Any action brought to enforce or contest any term or provision of this Agreement shall be
brought in the North Carolina General Court of Justice sitting in Orange County, North
Carolina . The Parties hereto stipulate to the jurisdiction of said court . It is agreed by the
parties that no other court shall have jurisdiction or venue with respect to any claims ,
complaints , suits , or actions . Binding arbitration may not be initiated by either party, however,
the parties may agree to nonbinding mediation of any dispute prior to the bringing of a claim,
complaint, suit or action .
10 . INDEMNIFICATION
The Company hereby agrees to indemnify , protect and save the County and its officers ,
directors , and employees harmless from all liability, obligations , losses , claims , damages ,
actions , suits , proceedings , costs and expenses , including reasonable attorneys ' fees , arising
out of, connected with , or resulting directly or indirectly from the business , construction ,
maintenance , or operations of the Company or the Facility or the transactions contemplated
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by or relating to this Agreement, including without limitation, the possession, condition,
construction or use thereof, insofar as such matters relate to events subject to the control of
the Company and not the County . The indemnification arising under this Article shall
survive the Agreement' s termination :
11 . TERMINATION
A . COMPANY : Upon Company ' s meeting its Employment and Investment obligations as set
out in Section 2 above and upon Company ' s certification to such and certification of the
payment of all real and personal property taxes , as set out in Section 5 above, then upon the
occurrence of any of the following events , the Company shall have the option of terminating
this Agreement : Failure of the County , to provide the initial inducement installment as
provided in Section 3 of this Agreement; or, under the same circumstances , failure of the
County to make future inducement installments , as provided for in Section 3 of this
Agreement . Should the Company exercise its option to terminate this Agreement, pursuant to
this Section for failure by the County, the Company shall be entitled to retain all funds paid to or
for the benefit of the Company pursuant to this Agreement . On the other hand, should the
Company terminate this Agreement for any reason other than the default by the County to
provide for any inducement installment to the Company, the Company shall repay to the
County all funds paid to or for the benefit of the Company pursuant to this Agreement .
Thereafter, the County shall have no further obligation to make inducement installments
annually or otherwise . Any such termination of this Agreement by the Company shall be in
writing and shall meet notice requirements as set out herein .
B . COUNTY : The County shall have the option of terminating this Agreement upon any
Abandonment of Operations by the Company , without penalty or further obligation to the
County , which option shall be executed by giving written notice to the Company .
Abandonment of Operations shall be defined as a period in excess of eight ( 8 ) weeks during
which the Company ' s level of Full Time Equivalent Employees or Direct Investment goes
below thirty percent (30 %) of the guaranteed minimum levels of performance commitments for
either Full Time Equivalent Employees or Direct Investment as reflected in Section 2 above .
Notwithstanding the foregoing, if the aforesaid decline in the number of full time equivalent
employees or the Company ' s failure to make the required direct investments is attributable to an
overall national economic decline (as such may be recognized by the United States Bureau of
Labor Statistics) , this shall not be deemed an abandonment of operations entitling the County to
terminate this Agreement, and the Company shall not be deemed in default . In such event, the
Company ' s and the County ' s obligations shall be suspended for one year and resume thereafter .
If after one year the aforesaid decline continues the County may declare an Abandonment of
Operations and proceed as set forth herein .
C . NATURAL : In any event, the above terms notwithstanding, this Agreement shall
terminate upon the 3 lst day of January of the year in which the final financial inducement
installment is made .
12 . LIMITATION OF COUNTY ' S OBLIGATION
NO PROVISION OF THIS AGREEMENT SHALL BE CONSTRUED OR
INTERPRETED AS CREATING A PLEDGE OF THE FAITH AND CREDIT OF
THE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL DEBT
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LIMITATION . NO PROVISION OF THIS AGREEMENT SHALL BE
CONSTRUED OR INTERPRETED AS DELEGATING GOVERNMENTAL POWERS
NOR AS A DONATION OR A LENDING OF THE CREDIT OF THE COUNTY
WITHIN THE MEANING OF THE STATE CONSTITUTION .
THIS AGREEMENT SHALL NOT DIRECTLY OR INDIRECTLY OR
CONTINGENTLY OBLIGATE THE COUNTY TO MAKE ANY PAYMENTS BEYOND
THOSE APPROPRIATED IN THE COUNTY ' S SOLE DISCRETION FOR ANY
FISCAL YEAR IN WHICH THIS AGREEMENT SHALL BE IN EFFECT .
NO PROVISION OF THIS AGREEMENT SHALL BE CONSTRUED TO PLEDGE
OR TO CREATE A LIEN ON ANY CLASS OR SOURCE OF THE COUNTY ' S
MONEYS , NOR SHALL ANY PROVISION OF THE AGREEMENT RESTRICT TO
ANY EXTENT PROHIBITED BY LAW , ANY ACTION OR RIGHT OF ACTION
ON THE PART OF ANY FUTURE COUNTY GOVERNING BODY ,
TO THE EXTENT OF ANY CONFLICT BETWEEN THIS ARTICLE AND ANY
OTHER PROVISION OF THIS AGREEMENT , THIS ARTICLE SHALL TAKE
PRIORITY.
13 . LIABILITY OF PUBLIC OFFICERS
No officer, agent or employee of the County or the Company shall be subject to any personal
liability or accountability by reason of the execution of this Agreement or any other
documents related to the transactions contemplated hereby . Such officers , agents , or
employees shall be deemed to execute such documents in their official capacities only ; and
not in their individual capacities . This Section shall not relieve any such officer, agent or
employee from the performance of any official duty provided by law .
14 . MISCELLANEOUS
A . ENTIRE AGREEMENT : This Agreement, including all exhibits attached, constitutes the
entire contract between the parties , and this Agreement shall not be amended except in
writing signed by the Parties .
B . BINDING EFFECT : Subject to the specific provisions of this Agreement, this
Agreement shall be binding upon and inure to the benefit of and be enforceable by the
Parties and their respective successors and assigns .
C . TIME : Time is of the essence in this Agreement and each and all of its provisions .
D . CONSTRUCTION : Nothing in this Agreement shall be construed to the effect that the
County has any right to influence the Company ' s business decisions or to receive business
information from the Company (except as expressly provided in Section 2B and Section 5
hereof) .
E . SIGNATURES : This Agreement together with any amendments or modifications may be
executed electronically . All electronic signatures affixed hereto evidence the intent of the
Parties to comply with Article 1 IA and Article 40 of North Carolina General Statute Chapter 66 .
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F . AUTHORITY : The parties and each person executing this Agreement on behalf thereof
represent and warrant that they have the full right and authority to enter into this Agreement,
which is binding, and to sign on behalf of the party indicated, and are acting on behalf of
themselves , the constituent members and the successors and assigns of each of them . The parties
shall reasonably assist one another and cooperate in the defense (should any defense ever be
necessary) of this Agreement and/or the incentives granted hereunder, so as to support and in no
way undercut the same .
G . FORCE MAJEURE : Subject to the provisions of Section 6 neither party shall be liable
towards the other party for non- compliance with its contractual obligations hereunder, if and to
the extent such non- compliance is directly attributable to events of force majeure . Events of
force majeure are events or causes which are not under a party ' s reasonable control and render
the execution of a party ' s obligations impossible . Each party shall forthwith inform the other
parties of the occurrence of a force majeure event preventing such party from complying with its
contractual obligations . Force Majeure does not include failure of the Company to secure
permitting necessary for the project to proceed .
15 . COMPLIANCE WITH LAW
A . NON-DISCRIMINATION : Company shall at all times remain in compliance with all
applicable local , state , and federal laws , rules , and regulations including but not limited to all
state and federal anti - discrimination laws , policies , rules , and regulations and the Orange County
Non -Discrimination Policy . Company shall not discriminate against any person based on age ,
race , ethnicity, color, national origin, religion, creed, sex, gender, gender identity, gender
expression, marital status , familial status , source of income , disability, political affiliation,
veteran status , and disabled veteran status . Any violation of this requirement is a breach of this
Agreement and County may immediately terminate this Agreement without further obligation on
the part of the County . This section is not intended to limit and does not limit the definition of
breach to discrimination .
B . E-VERIFY, ISRAEL BOYCOTT , AND IRAN DIVESTMENT : By executing this
Agreement Company affirms that Company, and any North Carolina Affiliates of Company, is
and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General
Statutes . By executing this Agreement Company certifies that Company, and any North
Carolina Affiliates of Company, have not been identified, and have not utilized the services of
any agent or subcontractor, on the list created by the North Carolina State Treasurer pursuant to
Articles 6E and 6G of Chapter 147 of the North Carolina General Statutes .
16 . NOTICES
Any notices pursuant to and/or required by this Agreement shall be in writing and shall be
delivered via United States Mail , certified, return receipt requested ,
If to Orange County ; If to ABB Inc . ;
County Manager Allan Wells
200 S . Cameron Street Director of Indirect Taxes
Hillsborough , NC 27278 ABB Inc .
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305 Gregson Drive
Cary, NC 275111
Any addressee may designate additional or different addresses for communications by notice
given under this Section to the other Party .
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AGREEMENT REVIEWED AND ACCEPTED BY :
P xvlsiden4 Attest :
ABB Inc .
w k
ABB Inc . Atte t :
C it Attest : Donna Baler
Orange Coun Board of Commissioners Clerk to the Board
Orange County Commissioners
This i trum s been pre - audited in the manner required by the Local Government Budget and
Fiscja4o ntr 1 t .
Chief an
al Officer
Approved as to fo nd legal sufficiency .
It ce of the County Attorney
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EXHIBIT A - PROPOSED ORANGE COUNTY INCENTIVE
COMPANY $39,900,000 TAX RATE $0-8679 Highlighted area indicates the incentive period for jobs
JOBS 403 INCENTIVE 75% of new property tax for 5 years
AVERAGE WAGE $70,789 'DEPRECIATION RATIE 10%
Real $5,000,000 $21,600,000 $24,300,000 $24,300,000 $24,300,000 $24,300,000 $24,300,000 $24,300,000 $24,300,000' $24,300,000 - $24,300,000 $24,300,000
Pers Prop Yr 1 $200,000 $18Q000 $162,1300 $145,800 $131,220 $118,098 $106,288 $95,659 $86,093 $77,484 $69,736 $200,000
Pers Prop Yr 2 $0 $10,200,000 $9,180,000 $8,262,000 $7,435,800 $6,692,220 $6,022,998 $5,42Q698 $4,878,628 $4,390,766 $3,951,689 $10,200,000
Pers Prop Yr 3 $0 $0 $5,200,000 $4,680,000 $4,160,000 $3,640,000 $3,120,000 $2,600,000 $2,080,000 $1,560,000 $1,040.000 $5,200,000
Pers Prop Yr 4 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Pers Prop Yr 5 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Pers Prop Yr 6 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Pers Prop Yr 7 $0 $0 $0 $0 $0 $0 $0 50 L 0 0- $0
Tax Value 55,200,000 $31,980,000 538,842 OCO $37,387,800 $36,027,020 $34.750,318 $33,549,286 $32,416,358 $31,344,722 $30,328,250 $29,361,425 539,900,000
Property Tax $0 $45,131 $277,554 $337,110 5324,489 $312,679 $301,598 $291,174 $281,342 $272,041 $263,219 $2,706,336
Incentives $0 -$33,848 -$208,166 -$252,832 -5243,367 -$234,509 $0 $0 SC SO SO -$972,722
Annual Net $C 511,283 $69,389 $84,277 $81,122 $78,170 $301,593 $291,174 5281,3~2-7 $272,041 $263,219 $1,733,614
Cash Flow SC 511,283 $90,671 $164,949 5146,11?1 $324,241 $625,839 $917,013 S_198,55= $1,470,395. $1,733,614
52,000,00 G -- -- --- - ..
51,800,0D0
51,600,000
$1,40D,00D -
51,zoo,00D --_-------
51,000,000 _-- -----
S8D0,0D0 -
5600,0D0
5400,000
5200,000 ■ ■ --■ ■ ■
Yr 1(2019) Yr 2(2020) Yr 3(2021) Yr 4(2022) Yr 5(2023) Yr 6(2024) Yr 7(2025) Yr 8(2026) Yr 9(2027) Yr 10(2028) Yr 11(2029)
liimiAnnua]Net -CashRow
0 1041 2741 81 8 9 0 0 0' 0 0 403
EXHIBIT B -BUSINESS PERSONAL PROPERTY
Parcel Identification Number 9834088521
Address 6801 Industrial Drive, Mebane,NC 27302
2019 Orange County Personal Property Value $7,192,268
EXHIBIT C -DESCRIPTION OF REAL PROPERTY
Parcel Identification Number 9834088521
Address 6801 Industrial Drive, Mebane,NC 27302
Acreage 100.75
Building Size 400,000 SF
2019 Orange County Real Property Value $1209,300
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20171027000213880 DEED
Bk:RBS383 Pg:392
10/27/2017 02:20:E4 PM 1/5 ap
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FILED Mark ChllLon
Rasltlar of Daada, Oranse Ca,NC
Ra X: $.ccrdln99 Fat: 5Go
NC Real Eatata 5.00
Prepared by: Richard J. Archie
WHITE & ALLEN, P .A.
Mail to: Melissa Meyrowitz
Weil, Gotshal & Manges LLP 1
767 Fifth Avenue, New York,
NY 10153
Property was/was not Grantors primary residence
NORTH CAROLINA I
SPECIAL WARRANTY DEED
Orange
Excise Tax : Exempt, pursuant to NC
statute § 105-228.29
Parcel No. : 9834087459 (Tract 1) and
9834IB9598 (Tract 2)
THIS DEED, made this 27th day of June, 2017, effective as
of August 1, 2017 ("Effective Date") , by GENERAL ELECTRIC COMPANY,
whose address is 1 River Road, Schenectady, New York 12345,
Grantor; to INDUSTRIAL CONNECTIONS & SOLUTIONS LLC, whose address
is 4200 Wildwood Parkway, Atlanta, GA 30339, Grantee;
W I T N E S S E T H:
That Grantor, for a valuable consideration paid by )
Grantee, the receipt of which is hereby acknowledged, has sold, and
by these presents, does, as of the Effective Date, grant, bargain,
sell and convey unto Grantee, his/her/their heirs and assigns, that
parcel of land lying and being in MEBANE/ORANGE County, North
(300000.0003211766068111
WEIL-19617204118147890.0307
submitted electronically by "Kennon Craver, PLLC"
in compliance with North Carolina statutes governing recordable documents
and the terms of the submitter agreement with the orange county Register of Deeds_
S
II���II<Ill��l�U�i���llllllillllilllllllllllll
RB5383 393 2/5 i
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Carolina, and more particularly described on Exhibit A attached
hereto and incorporated herein by reference . II
This property was conveyed to Grantor by Deed recorded in
the above named County Registry in Book 22B, Page 731; Book 228;
Page 829; Book 228 , Page 1031; Book 232, Page 586; Book 232, Page
590; and Book 241, Page 1432 .
TO HAVE AND TO HOLD the aforesaid parcel of land and all
privileges and appurtenances thereto belonging to the Grantee in
fee simple .
And the Grantor covenants with the Grantee that Grantor
has done nothing to impair such title as Grantor received, and
Grantor will warrant and defend the title against the lawful claims
of -all persons claiming by, under or through Grantor, subject to
taxes and other assessments, reservations in patents and all
easements, rights-of-way, encumbrances, liens, covenants,
conditions, restrictions , obligations and liabilities, and such
additional exceptions as may be hereinafter stated . Title to the
property hereinabove described is subject to the following
additional exceptions :
None .
The designation Grantor and Grantee as used herein shall
include said parties, their heirs, successors and assigns, and
shall include singular, plural, masculine, feminine or neuter as
[300000-00032/1766068/I)
W EI LA9 B 17204118147890.0307
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1I2D1710I270002I73690I IIIIIII I IIIIIII III IIIII {E
R06383394 p
required by context . Grantor makes no other representations or di`rl`
warranties of any kind or nature, statutory express or implied. i
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] y
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(300000-00032/176606811
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W EIL•19 6 1 7 2 0 4110W7890.0307
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RB6383 396 4I6 {
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IN WITNESS WHEREOF, Grantor has duly executed the foregoing as of the day and year first above written.
GENERAL ELECTRIC COMPANY,
a New York corporation j
By:
Name: Au ngapore
Title: Authorized Signatory
ACKNOWLEDGMENT
STATE OF CONNECTICUT )
SS.:
COUNTY OF T(?ri f.Gii:4 )
On the_ _) day of A-.' 2017, before me, the undersigned, personally appeared Aun Singapore,
who acknowledged himself/herself to be t e Authorized Signatory of General Electric Company, a corporation, and that
he/she, as such Authorized Signatory, being authorized so to do, executed the foregoing instruments for the purposes
therein contained by signing the name of the corporation by himself/herself as Authorized Signatory.
In witness whereof I hereunto set my hand.
pIA IFgL'►..
Notary Public ��g�tolVEto
Date Commission Expires: ; OIAR}-m
* AUB1 .'
[Signature Page to-ftrU (-warranty Deed (Mebane,North Carolina)]
4
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RUM 395 /�llllllllllllllllllll��
EXHIBIT A
Lying and being more particularly described as follows:
TRACT 1:
BEING all of that tract of land, containing 96,753 acres, more or less, labeled as "Sewer Easement Plat
Property of General Electric Co." and shown on that plat dated July 13, 2011 by Jeffrey P. Williams, PLS,
and recorded in Plat Book 109, Page 15, Office of the Register of Deeds of Orange County,North Carolina,
being most of the property conveyed to Deed Book 228, Page 731,Office of the Register of Deeds of Orange
County, North Carolina.
TRACT 2:
Being all of that tract of land, containing 4 acres, more or less, adjoining the lands of Albright, William
Holman and Oldham and more particularly described in the deed recorded In Book 61, Page 47, Office of
the Register of Deeds of Orange County, North Carolina. See also Deed Book 236, Page 784 and Deed
Book 241, Page 1432, Office of the Register of Deeds of Orange County, North Carolina.
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(300000-00032/176606VI)
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