HomeMy WebLinkAbout2020-037 Economic Dev - Piedmont Metalworks LLC performance agreement STATE OF NORTH CAROLINA
ORANGE COUNTY
PERFORMANCE AGREEMENT BETWEEN ORANGE COUNTY, NORTH CAROLINA ,
AND PIEDMONT METALWORKS , LLC .
�i"
This Performance Agreement ("Agreement") made and entered into this the 21 day of j . �► , 26iff9� by
and between Orange County, a body politic existing under the laws of the State of North Carolina
(" County") and Piedmont Metalworks , LLC . , a U . S . operating entity and privately- owned corporation ,
with facilities located adjacent to 5816 U . S . 70 West in Orange County, North Carolina (" Company") ,
for the purpose of incentivizing Company ' s expansion which will create investment and employment
growth in Orange County . Company ' s Facility shall move their existing sheet metal manufacturing
operation .
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 , Pursuant to G . S . Section 153A449 , 15 & 7 . 1 , and 15 & 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 .
B . "Baseline Employment . " Number of employees , _ 12_, employed by Company as of the
date of execution of this Agreement .
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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 December 31 , 2020 .
E . " Company . " Piedmont Metalworks , LLC . 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 adjacent to 5816 U . S . 70 West, Orange County, North Carolina in
and on which Company conducts its business and/or operations .
K . "Person . " Any individual , partnership , trust, estate , association , limited liability
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
purposes , (d) all additions to any of the foregoing, and all replacements of any of the
foregoing in excess of $ 100 , 000 .
Page 2 of 14
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 .
zc °
Q . " Term " or "Full Term . " The duration of this Agreement meaning l z , 20k0 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
fiscal return to the County . Any such extension or extensions will extend the dates for
payment of Inducement Grant funds .
Page 3 of 14
B . EMPLOYMENT
1 . On or before December 31 , 2024 , at least 42 persons will be employed in full -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 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 42 new full time equivalent employees shall be , as
of the last day of this Agreement, at the annual rate of Forty One Thousand Two
Hundred Thirty Six Dollars ( $ 41 , 236 . 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 .
Notwithstanding 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 Eighty Six
Thousand Two Hundred Sixty One Dollars ( $ 86 , 261 . 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 January 31 , 2021 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 Four Million
One Hundred Fifty Thousand Dollars ( $ 4 , 150 , 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 Four Million One Hundred Fifty Thousand Dollars ( $ 4 , 150 , 000 . 00 ) would result in
an Inducement Grant in the amount of Eighty Six Thousand Two Hundred Sixty One Dollars
( $ 86 , 261 . 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
Eight Six Thousand Two Hundred Sixty One Dollars ( $ 86 , 261 . 00) . Further, this example
assumes a static Total Taxable Investment of Four Million One Hundred Fifty Thousand Dollars
( $ 4 , 150 , 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 .
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C . MAXIMUM COUNTY COMMITMENT $ The Inducement Grant SHALL NOT EXCEED
(Eighty Six Thousand Two Hundred Sixty One Dollars ( $ 86 , 261 . 00 ) . This is the maximum
allowable inducement amount based on an estimated Total Taxable Investment by the Company
of Four Million One Hundred Fifty Thousand Dollars ( $ 4 , 150 , 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 IA 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
December 31 , 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 December 31 , 2020 . In that event this Agreement shall
initiate no later than December 3 1 , 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
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construction such as access road, utilities , water , and sewer lines) . Notwithstanding anything
else herein the Commencement Date shall not be beyond December 31 , 2022 . If Company
cannot meet this deadline 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 ,
valid, or enforceable term or provision , as similar as possible to the term or provision declared
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
Page 7 of 14
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
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 asset
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
id to or for the benefit of the Company pursuant to this Agreement .County all funds pa
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 forty five percent (45 %) 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 31 st day of January of the year in which the final financial inducement
installment is made .
Page 8 of 14
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
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
Page 9 of 14
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 .
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 .
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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 Piedmont Metalworks , LLC . ,
County Manager Richie Richmond
200 S . Cameron Street Chief Executive Officer
Hillsborough, NC 27278 Piedmont Metalworks , LLC .
5816 U . S . 70 West
Mebane , NC 27302
Any addressee may designate additional or different addresses for communications by notice
given under this Section to the other Party .
Page 11 of 14
AGREEMENT REVIEWED AND ACCEPTED BY :
/000
Chief utive Off x 6s
Piedn& t Me w rks , C .
Chair Attest : Donna a er
Orange C unty Boa d Ao Commissioners Clerk to the Board
Orange County Commissioners
This instrument has be pre - audited in the manner required by the Local Government Budget and
Fiscal Con 1 Ac
Chief Financ ' al Wficer
Approve as o form and legal sufficiency .
Offic the County Attorney
Page 12 of 14
EXHIBIT A - PROPOSED ORANGE COUNTY INCENTIVE
Project FFM Last Updated: 8/6/2019
!COMPANY $4,150,000 $0.8679 �I . . . • .�ni•J•�tru(•611\I ,ttili:JOBS 42 IINCENTIVE 75% of new property tax for 5 years
AVERAGE WAGE $41,236 ON 10%
Real $1,500,000 $1,500,000 $2,250,000 $2,250,000 $3,050,000 $3,050,000 $3,050,000 $3,050,000 $3,050,000 $3,050,000 $3,050,000 $3,050,000
Pers Prop Yr 1 $150,000 $135,000 $121,500 $109,350 $98,415 $88,574 $79,716 $71,745 $64,570 $58,113 $52,302 $150,000
Pers Prop Yr 2 $0 $200,000 $180,000 $162,000 $145,800 $131,220 $118,098 $106,288 $95,659 $86,093 $77,484 $200,000
Pers Prop Yr 3 $0 $0 $250,000 $225,000 $200,000 $175,000 $150,000 $125,000 $100,000 $75,000 $50,000 $250,000
Pers Prop Yr 4 $0 $0 $0 $250,000 $225,000 $200,000 $175,000 $150,000 $125,000 $100,000 $75,000 $250,000
Pers Prop Yr 5 $0 $0 $0 $0 $250,000 $225,000 $200,000 $175,000 $150,000 $125,000 $100,000 $250,000
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 $0 $_0 so $0 $0
Tax Value $1,650,000 $1,835,000 $2,801,500 $2,996,350 $3,969,215 $3,869,794 $3,772,814 $3,678,033 $3,585,229 $3,494,207 $3,404,786 $4,150,000
Property Tax $0 $14,320 $15,926 $24,314 $26,005 $34,449 $33,586 $32,744 $31,922 $31,116 $30,326 $274,709
Incentives $0 -$10,740 -$11,944 -$18,236 -$19,504 -$25,837 $0 $0 $0 $0 $0 -$86,261
Annual Net $0 $3,580 $3,981 $6,079 $6,501 $8,612 $33,586 $32,744 $31,922 $31,116 $30,326 $188,448
Cash Flow $0 $3,580 $7,562 $13,640 $20,141 $28,754 $62,340 $95,084 $127,006 $158,122 $188,448
$200,000 -
$180,000 ----------- ------ -
$160,000 --------- -- -- ---------
$140,000 - ---- - - ..- --- ------- ---- ----
$120,000 - - - - -- - - - -- - -
$100,000 - ---- ---._ ._.--- - ---- - ---------- ---- --- ----------- -
$80,000 --- ---- --- -----
$60,000 ----- ----- --- --- --- -
$40,000 - -
$0
Yr 1(2020) Yr 2(2021) Yr 3 (2022) Yr 4(2023) Yr 5(2024) Yr 6(2025) Yr 7(2026) Yr 8(2027) Yr 9(2028) Yr 10(2029) Yr 11(2030)
�Annual Net .__-.,Cash Flow
Jobs y r 112020) • • • • • s • • • • • •
15 4 10 4 9 42
EXHIBIT B —BUSINESS REAL & PERSONAL PROPERTY IN ORANGE COUNTY NC
(Forma-Fab Metals facilities currently owned & managed by Richie Richmond's RJR Properties LLC)
PIN # 9834594810
Address: 5816 U.S. 70 West, Cheeks Township, Orange County NC
Acreage: 3.43 acres
Land value: $30,200.00
Owner: RJR Properties LLC
PIN # 9834598771
Address: 5816 U.S. 70 West, Cheeks Township, Orange County NC
Acreage: 14.39 acres
Land value: $3919400.00
Building value: $1,4089000.00
Owner: RJR Properties LLC
PIN # 9834191848
Address: 6600 E Washington St, Mebane, Orange County NC
Acreage: 3.78 acres
Land value: $935500.00
Building value: $993,500.00
Personal value: $1,216,150.00
Owner: RJR Properties LLC