SC - Anderson: COUNTY COUNCIL SPECIAL PRESENTATION MEETING

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COUNTY COUNCIL SPECIAL PRESENTATION MEETING

ANDERSON COUNTY SOUTH CAROLINA

Tommy Dunn Chairman

Gracie S. Floyd Council District 2

Thomas F. Allen Council District 4
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1.
2.

AGENDA ANDERSON COUNTY COUNCIL SPECIAL PRESENTATION MEETING August 21 , 2018 at 6:00PM

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Historic Courthouse- Council Chambers - Second Floor Chairman Tommy Dunn, Presiding

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CALL TO ORDER: RESOLUTIONS:

a.
2018-40 a resolution to honor and recognize Medshore Ambulance Services for their outstanding dedication, compassion and commitment in providing public Service to the citizens of Anderson County. Mr. Craig Wooten (allotted 5 minutes)

No additional detail provided

Tagged Passions:recognition and services

b.
2018-045: a resolution to honor and recognize Grace Cromer for her many accomplishments and most recent title as USA National Miss South Carolina.

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Mr. Craig Wooten (allotted 5 minutes)

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3.
PRESENTATION: Recognition for Workplace Principles Pilot Program

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4.
ADJOURNMENT:

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Ms. Laura Cox

AGENDA ANDERSON COUNTY COUNCIL

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REGULAR MEETING August 21 , 2018 at 6:30PM

Historic Courthouse - Council Chambers - Second Floor Chairman Tommy Dunil, Presiding

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1.
CALL TO ORDER: 2. INVOCATION AND PLEDGE OF ALLEGIANCE: Mr. Tom Allen 3. APPROVAL OF MINUTES: minutes from August 7, 2018: not received 4. CITIZENS COMMENTS: Agenda Matters

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5.
ORDINANCE THIRD READING: Ken Waters a. 2018-024: an ordinance authorizing the amendment of Anderson County Ordinance

Council District 6 2014-040, and the documents authorized thereby, in certain limited regards and particulars. PUBLIC HEARING-NO TIME LIMITS

Tagged Passions:ordinance, council, utility, Utility, water, and hearing

M.
Cindy Wilson Mr. Burriss Nelson (allotted 5 minutes) Co unci District 7

Lacey A Croegaert Clerk to Council Rusty Burns County Administrator

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b.
2018-025: an ordinance authorizing the sale of certain property in the Clemson Research Park pursuant to a lease agreement between Anderson County, South Carolina and Anderson County Development Partnership dated July 14, 2006. PUBLIC HEARING-NO TIME LIMITS Mr. Rusty Bums (allotted 5 minutes)

No additional detail provided

Tagged Passions:ordinance, leasing, Clemson, sale, development, parks, Development, property, and hearing

c.
2018-030: an ordinance ordering a referendum to determine whether the South Carolina Department of Revenue may issue temporary permits to allow for the possession, sale and consumption of alcoholic liquors by the drink to bona fide nonprofit organizations and business establishments authorized to be licensed for consumption-on-premises sales to allow the sale of beer and wine at permitted premises locations without regard to the days or hours of sales. PUBLIC HEARING-NO TIME LIMITS Mr. Ray Graham (allotted 10 minutes)

No additional detail provided

Tagged Passions:alcohol, ordinance, business, sale, hearing, license, and referendum

6.
ORDINANCE SECOND READING: a. 2018-027: an ordinance authorizing the execution of a lease purchase agreement in an

amount not exceeding 5 ,400,000 relating to the leasing and purchasing of certain vehicles equipment and personal property, the execution of necessary documents and closing papers. Ms. Rita Davis (allotted 5 minutes) Post Office Box 8002, Anderson, South Carolina 29622 www.andersoncountysc.org I (864) 260 4000

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Page Two Anderson County Council Agenda for August 21 , 2018

b.
2018-028: an ordinance authorizing the addition ofBailtuck, LLC as a sponsor affiliate to that certain fee agreement, dated as of December I, 2012, between Anderson County, South Carolina and Sargent Metal Fabricators. Mr. Buriss Nelson (allotted 5 minutes)

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c.
2018-032: an ordinance to return real property located on Pearman Dairy Road (TMS NO. 095-00-09-012) to Atlanta Baking Company which was deeded to Anderson County by Atlanta Baking Company, TN C. on September 21, 1981, to facilitate an industrial development Revenue Bond Project. Mr. Buriss Nelson (allotted 5 minutes)

No additional detail provided

Tagged Passions:ordinance, streets, development, industrial, bond, Development, and property

d.
2018-034: an ordinance authorizing the extension of the term under that certain lease agreement by and between Anderson County, South Carolina and BMW Manufacturing CO. LLC dated as of September I, 1998; the amendment of such lease agreement to reflect such extension.

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Mr. Buriss Nelson (allotted 5 minutes)

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7.
ORDINANCE FIRST READING:

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a.
2018-023: an ordinance amending the Zoning Map to rezone +/- 2.5 acres from C-2(Highway Commercial) to R-MHP (Manufactured Home Park) at 1113 Beaverdam Road. Mr. Jeff Parkey (allotted 5 minutes)

No additional detail provided

Tagged Passions:ordinance, zoning, parks, and commercial

b.
2018-031: a third supplemental ordinance providing for the issuance and sale of Anderson County, South Carolina, Solid Waste System Revenue Bonds, Series 2018, in the Aggregate Principal amount not exceeding 2,800,000;fixing the form and certain details of the bonds; authorizing the Chairman of the County Council, the County Administrator and the Finance Director to determine certain matters relating to the bonds; providing certain payment of the bonds and the disposition of the proceeds thereof.

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Ms. Rita Davis (allotted 5 minutes)

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c.
2018-033: an ordinance authorizing the execution of an Infrastructure Credit Agreement among Anderson County, South Carolina, the City of Anderson , South Carolina, JB Ferguson Properties,LLC and Estate Planning Consultants, TN C. Mr. Buriss Nelson (allotted 5 minutes)

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Tagged Passions:planning, ordinance, and services

d.
2018-037: an ordinance authorizing the execution of an Infrastructure Credit Agreement among Anderson County, Project Accommodation, and the City of Anderson, South Carolina.

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Mr. Buriss Nelson (allotted 5 minutes)

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e.
2018-038: an ordinance to amend an agreement for the development of a Joint County Industrial and Business Park (2010 Park) of Anderson and Greenville Counties as to enlarge the park.

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Tagged Passions:ordinance, business, development, industrial, parks, and Development

Mr. Buriss Nelson (allotted 5 minutes) 8. RESOLUTIONS: none

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9.
REPORT FROM PLANNING AND PUBLIC WORKS COMMITTEE MEETING: HELD AUGUST 13,2018: Chairman M. Cindy Wilson (allotted 15 minutes) a. Solid Waste Revenue Bond Update b. Update on the Housing Analysis c. Update on Subdivisions d. Update on Small Houses e. Update on Kid Venture f. Update on Parks and Recreation Master Plan

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Tagged Passions:planning, utility, bond, solid waste, Utility, subdivision, parks, Public Works, public works, recreation, and housing

10.
ROAD ACCEPTANCE INTO THE COUNTY INVENTORY: Hanna Xing Jacket Lane Part of Scenic Road

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11.
APPOINTMENTS:

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Page Three Anderson County Council Agenda for August 21, 2018

12.
REQUESTS BY COUNCIL: Anderson Life Crisis Pregnancy Center- All Salvation Army of Anderson County-All Anderson Jet Track Club- 03 Iva Museum- 03 Homeland Park Fire Department-03 Belton Area Musuem-03 CESA Tri County- 06 Powdersville High School Fishing Team-06 Powdersville YMCA- 06, 07 Pelzer Heritage Commjssion- 07 Anderson County 4-H, Clemson Cooperative Extension- 07

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Tagged Passions:council, Clemson, fire departments and districts, parks, education, and military

13.
ADMINISTRATORS REPORT: a. Building Codes Report b. Special Projects Report c. Paving Report d. Sheriffs Department Report

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Tagged Passions:public safety, administrator, and building codes

14.
CITIZENS COMMENTS: 15. REMARKS FROM COUNCIL: 16. ADJOURNMENT:

All Districts (allotted 14 rrunutes) (allotted 2 rrunutes) Anyone who requires an auxiliary aid or service for effective communication. or a modification of policies or procedures in order to pat1icipate in this program, service or activity please contact the otiice of the program, service or activity as soon as possible but no later than 24 hours before the scheduled event. RESOLUTION R2018-040

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A
RESOLUTION TO HONOR AND RECOGNIZE MEDSHORE AMBULANCE SERVICES FOR THEIR OUTSTANDING DEDICATION, COMPASSION AND COMMITMENT IN PROVIDING PUBLIC SERVICE TO THE CITIZENS OF

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ANDERSON COUNTY; AND OTHER MATTERS RELATED THERETO.

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Whereas, Medshore Ambulance Service was founded in 1976, working continuously to provide medical transport services for more than 40 years. The mission of Medshore ambulance service is to provide the highest quality of patient care that is cost effective to the communities in which they serve. Medshore is the largest privately owned ambulance service in South Carolina serving more than 100,000 patients each year; and,

Whereas, Medshore is headquartered in Anderson, South Carolina, but additionally provides medical transport services to 17 counties in South Carolina with 100 emergency vehicles and 520 employees. Medshore is the 9-1-1 service provider for Anderson, Barnwell and Chesterfield counties; and, Whereas, Medshore was the first ambulance service provider in South Carolina to receive accreditation by the Commission on Accreditation of Ambulance Service for achieving a gold standard in operation and clinical performance excellence in the EMS industry; and, Whereas, on July 18,2018 Medshore was chosen as the recipient of the American Heart Association's Mission: Lifeline EMS Recognition awards. The Anderson County division received the Gold Plus Award and Barnwell and Chesterfield County divisions both received Silver Plus awards. Medshore was chosen for these awards for efficiently administering the highest level of pre-hospital cardiac care, meeting the specific criteria for treating patients experiencing severe heart attacks; and,

Tagged Passions:recognition, hospital, 911, boards and commissions, services, performance, emergency, healthcare, EMS, and accreditation

Whereas, The Anderson County Council and the citizens of Anderson County are pleased to honor and recognize Medshore Ambulance Service. We are appreciative of the exceptional standard of care you provide to patients, your continuing efforts in improving our systems of care and for improving the quality of life for all citizens.

RESOLVED in a meeting duly assembled this 2tst day of2018. FOR ANDERSON COUNTY:
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Tommy Dunn, Chairman County Council

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Ray Graham District Three

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M.
Cindy Wilson District Seven

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Craig Wooten District One

Tom Allen District Four ATTEST:

Rusty Burns County Administrator Gracie S. Floyd District Two
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Ken Waters District Six

Lacey A. Croegaert Clerk to Council RESOLUTION 2018-045
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RESOLUTION TO HONOR AND RECOGNIZE GRACE CROMER FOR HER MANY ACCOMPLISHMENTS, AND MOST RECENT TITLE AS USA NATIONAL MISS SOUTH CAROLINA;

AND OTHER MATTERS RELATED THERETO: Whereas, in 2009 Grace Cromer created her own business called Gracie's Gourmet which consisted of baking an assortment of sweet treats for various occasions; and, Whereas, in 2013, Grace was named SC Young Entrepreneur of the Year by Governor Nikki Haley; and, Whereas, in 2014 Grace started the program Pennies for Preemies to help raise and provide support for local Children's Miracle Network Hospitals and to assist local families faced with premature births or special needs. On August 28, 2014 Pennies for Preemies became a 501(c) 3 non-profit organization and in 2015 Pennies for Preemies received the award of YesCarolina Young Entrepreneur of the Year; and, Whereas, Grace Cromer has been participating in pageants since she was 14 years old . In June 2014 , Grace was crowned Miss Walterboro Teen 2014 ,receiving this award for her 90 second Jazz dance performance to 80's and 90's retro mix music and also receiving the award as Miss Congeniality; and,
Tagged Passions:recognition, business, hospital, arts, program, performance, and healthcare

Whereas, on August 4, 2018 Grace was crowned USA National Miss South Carolina at the USA National Miss Pageant. The pageant provides extraordinary opportunities for young women ages 4-25 to assist in developing lifestyle services, personal achievement, and community involvement. Many of these young ladies become ambassadors of worthy causes, charities and taking part in the anti-bullying platform the Crown C.A.R.E.S encouraging each of them to make a difference; and,

Whereas, Grace Cromer is currently a sophomore majoring in Business Economics at Wofford College, in Spartanburg, South Carolina . She is a Wofford Bonner Scholar and Ambassador and actively participates as a member of the Wofford Activities Council. Grace is a member of Wofford Companions a program that connects students with adults with special needs; and,
Tagged Passions:business, council, services, program, university, bullying, and students

Whereas, The Anderson County Council is proud to honor and recognize the youth in our community who demonstrate qualities of dedication, vision and commitment. Developing life skills such as leadership, responsibility and selflessness to help others throughout our community. We are proud of your accomplishments and would like to wish you great success in all of your future endeavors.

RESOLVED in meetin g duly assembled this 2Jst day of A ugust, 2018. FOR ANDERSON COUNTY: Tommy Dunn, Chairman District Five
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Ray Graham District Three

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M.
Cindy Wilson District Seven

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Craig Wooten District One

Tom Allen District Four ATTEST:

Rusty Bums County Administrator Gracie S. Floyd District Two
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Ken Waters District Six

Lacey Croegaert Clerk to Council
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STATE OF SOUTH CAROLINA

COUNTY OF ANDERSON

) ) ) ORDINANCE 2018-024
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AN ORDINANCE AUTHORIZING THE AMENDMENT OF ANDERSON COUNTY ORDINANCE 2014-040, AND THE DOCUMENTS AUTHORIZED THEREBY, IN

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CERTAIN LIMITED REGARDS AND PARTICULARS, ONLY; AND OTHER MATTERS RELATING TO THE FOREGOING.

WHEREAS, Anderson County, South Carolina (the County ), acting by and through its County Council (the County Council ) is authorized and empowered under and pursuant to the provisions of the Code of Laws of the State of South Carolina, 1976, as amended (the Code ), including, without limitation, Titles 4 and 12, including, particularly, Chapter 44 of Title 12 of the Code (collectively, the FILOT Act ), and the case law of the Courts of the State of South Carolina (the State ), to offer and provide certain privileges, benefits, and incentives to prospective manufacturers and commercial enterprises as inducements for economic development within the County; to acquire, or cause to be acquired, properties (which such properties constitute projects as defined in the FILOT Act) and to enter into agreements with any business to construct, operate, maintain and improve such projects; to enter into or allow financing agreements with respect to such projects; and, to accept any grants for such projects through which powers the industrial and business development of the State will be promoted and trade developed by inducing manufacturing and commercial enterprises to locate and remain in the State and thus utilize and employ the manpower, agricultural products and natural resources of the State and benefit the general public welfare of the County by providing services, employment, recreation, tourism or other public benefits not otherwise provided locally; and WHEREAS, the County is authorized by Article Vill, Section 13 of the South Carolina Constitution and Section 4-1-170 of the Code (the Joint-County Industrial and Business Park Act ), to enter into agreements with one or more counties for the creation and operation of one or more joint-county industrial and business parks; and WHEREAS, pursuant to the authority granted by the FILOT Act and the Joint-County Industrial and Business Park Act, and pursuant to the authority of Anderson County Ordinance 2014-040, finally enacted by County Council on, and dated December 2, 2014, the County entered into a fee in lieu of tax ( FILOT ) agreement dated as of December 31, 2014 (the Fee Agreement ) with Foxfarm Soil Fertilizer Company ( Foxfarm ), a California corporation, and GOGO, LLC, a South Carolina limited liability company Uointly, the Company ), and into a joint county industrial and business park agreement (the MCIP Agreement ) with Greenville County, South Carolina, pertaining to and encompassing the Company FILOT project and property; and WHEREAS, Foxfarm Soil Fertilizer Company is the d/b/a name for United Compost Organics, Inc. ( United ), a California corporation, which is the legal name for that company; and WHEREAS, the South Carolina Department of Revenue ( S.C. DOR ) has requested that the Fee Agreement and related documents all reflect the legal name of Foxfarm, since it is the legal

Tagged Passions:grant, ordinance, business, council, legal, economic development, agriculture, taxes, Taxes, development, industrial, tourism, services, employment, parks, Development, property, commercial, trade, Fee-in-lieu, mcip, incentive, court, and recreation

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name (United) under which that company reports to S.C. DOR:

NOW, THEREFORE, BE IT ORDAINED by Anderson County, South Carolina, acting by and through the County Council, in meeting, duly assembled, as follows: Section 1. of this Ordinance. The foregoing recitals are all hereby adopted as findings of fact, for purposes Section 2. As contemplated by the Fll..OT Act and based on the representations of the Company as recited herein, it is hereby found, determined and reiterated, as stated in Anderson County Ordinance 2014-040, by the County Council, as follows:
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(a) The Project will constitute a project as said term is referred to and defined in the FILOT Act, and will subserve the purposes and in all respects conform to the provisions and requirements of the FILOT Act;

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(b) It is anticipated that the Project will benefit the general public welfare of the County by providing employment, services, and other public benefits not otherwise provided locally;

(c) Neither the Project, nor any documents or agreements entered into by the County in connection therewith will constitute or give rise to any pecuniary liability of the County or a charge against its general credit or taxing power; (d) The purposes to be accomplished by the Project, i.e., economic development, creation or retention of jobs, and addition to the tax base of the County, are proper governmental and public purposes; (e) The benefits of the Project to the public are greater than the costs to the public; (f) The Fee Agreement will require the Company to make fee-in-lieu of tax payments in accordance with the provisions of the Fll...OT Act; and (g) The fee-in-lieu of tax payments referred to in item (f) above shall be calculated as specified in Section 5.01 and Section 5.02 of the Fee Agreement. Section 3. Wherever in Anderson County Ordinance 2014-040 and all documents authorized thereby and associated therewith, including without limitation, the Fee Agreement, the d/b/a name of Foxfarm Soil Fertilizer Company appears, the complete company name of United Compost Organics, Inc. (d/b/a Foxfarm Soil and Fertilizer Company) shall be substituted therefor. A copy of the final form of the Fee Agreement authorized by Anderson County Ordinance 2014-040, reflecting that full company name as is hereby directed to appear, is hereby attached hereto as Ex. A, and hereby incorporated herein by reference.

Tagged Passions:ordinance, economic development, taxes, Taxes, development, services, employment, Development, Fee-in-lieu, and jobs

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Section 4. The Chairman of County Council and the Clerk to County Council, for and

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on behalf of the County, are hereby each authorized and directed to do any and all things necessary or proper to effect the acts authorized hereby.

Section 5. The Chairman of County Council and the Clerk to County Council, and any other proper officer of the County, be and each of them is hereby authorized and directed to execute and deliver any and all documents and instruments, including, without limitation, the attached, revised Ordinance 2014-040, and to do and to cause to be done any and all acts and things necessary or proper for carrying out the transactions contemplated by this Ordinance.

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Section 6. The provisions of this Ordinance are hereby declared to be separable and if any section, phrase, or provision shall for any reason be declared by a court of competent jurisdiction to be invalid or unenforceable, such declaration shall not affect the validity of the remainder of the sections, phrases, and provisions hereunder.

Section 7. All orders, resolutions, ordinances, and parts thereof in conflict herewith are, to the extent of such conflict only, hereby repealed, and all terms and provisions of Ordinance 2014-040 and the Fee Agreement and the MCIP Agreement not amended hereby remain in full force and effect, and this Ordinance shall take effect and be in full force from and after its passage and approval.
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Done in meeting duly assembled this 21st day of August, 2018.

ATTEST:

Rusty Bums Anderson County Administrator

Lacey Croegaert Clerk to Anderson County Council Approved as to form: Leon C. Harmon Anderson County Attorney
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First Reading: Second Reading: Third Reading: Public Hearing:

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181882 1 v2 Ordinance 20 18-024

July 10, 2018 August 7, 2018 August 21, 2018 August 21 , 2018

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ANDERSON COUNTY, SOUTH CAROLINA

Tommy Dunn, Chairman Anderson County Council

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FEE-IN-LIEU OF TAX AGREEMENT

between
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ANDERSON COUNTY, SOUTH CAROLINA

and UNITED COMPOST ORGANICS, INC. (D/B/A FOXFARM SOIL FERTILIZER COMPANY) AND GOGO, LLC Dated as of December 31,2014

1
FEE-IN-LIEU-OF-TAX AGREEMENT

This FEE-IN -LIEU OFT AX AGREEMENT (this Agreement ) is dated as of December 31, 2014, by and between ANDERSON COUNTY, SOUTH CAROLINA (the County ), a body politic and corporate and a political subdivision of the State of South Carolina, and United Compost Organics, Inc. (d/b/a Foxfarm Soil Fertilizer Company), a California corporation, and GOGO, LLC, a South Carolina limited liability company (collectively the Company ), and any other Sponsor or Sponsor Affiliates as defined in the FILOT Act. WITNESSETH: WHEREAS, the Code of Laws of South Carolina, 1976, as amended, (the Code ), and particularly Title 4, Chapter 1, as amended through the date hereof (the Joint-County Industrial and Business Park Act ) and Title 4, Chapter 29 and Title 12, Chapter 44 thereof (collectively, as amended through the date hereof, the FILOT Act ), in order to create jobs and promote prosperity within the State of South Carolina, empowers the several counties of the State of South Carolina to induce investors (the Project Sponsors including Sponsor Affiliates ) to acquire, enlarge, improve, and expand certain types of industrial and commercial property (the Economic Development Property ) within their jurisdictional limits and thereafter operate, maintain and improve such Economic Development Property by: (i) providing such Project Sponsors and Sponsor Affiliates with certain specified assistance in financing the acquisition, enlargement, and expansion of Economic Development Property; and (ii) entering into agreements providing for payments with respect to Economic Development Property by Project Sponsors and Sponsor Affiliates in lieu of ad valorem taxes (the FILOT Payments ); and WHEREAS, the Company, along with one or more Sponsors or Sponsor Affiliates, is acquiring certain buildings, machinery, equipment, furnishings, fixtures, and materials, to be used primarily as the expansion of a manufacturing and distribution facility (the Project ), which is located within the jurisdiction of the County and which is to be owned (or, in some cases, leased) and operated by the Company pursuant to this Agreement; and WHEREAS, the parties have determined that the Company is a Project Sponsor and the Project constitutes Economic Development Property to the extent permitted by the FILOT Act; and
Tagged Passions:business, equipment, facility, leasing, expansion, economic development, taxes, Taxes, development, industrial, materials, subdivision, parks, Development, property, commercial, Fee-in-lieu, ad valorem, incentive, and jobs

WHEREAS, as inducement for the Company, and one or more Sponsor Affiliates, (though no others exist currently), to locate and maintain the Project in the County, the County heretofore entered into an Inducement Agreement and Millage Rate Agreement (the Inducement Agreement ) with the Company, dated as of December 31,2013, wherein the County approved FILOT Payments by the Company under the provisions of the FILOT Act; and

WHEREAS, the County has authorized the foregoing actions to be taken on behalf of the County, and the execution of this Agreement, pursuant to that certain ordinance enacted by the County Council of the County with respect to the Project on December 2, 2014; and

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WHEREAS, for the purposes set forth above, the County has determined that it is in the best interest of the County to enter into this Agreement with the Company and any Sponsor Affiliates subject to the terms and conditions herein set forth:

NOW, THEREFORE, in consideration of the respective representations and agreements hereinafter contained, and the sum of 1.00 in hand, duly paid by the Company to the County, the receipt and sufficiency of which are hereby acknowledged, the County and the Company agree as follows: ARTICLE I DEFINITIONS SECTION 1.01. Definitions In addition to the words and terms elsewhere defined in this Agreement, the following words and terms as used herein and in the preambles hereto shall have the following meanings unless the context or use indicates another or different meaning or intent.

Administration Expenses shall mean the reasonable and necessary expenses including ordinary and reasonable attorneys' fees, incurred by the County with respect to the Project and this Agreement; provided, however, that no such expense shall be considered an Administration Expense unless the County furnishes to the Company a statement in writing indicating the reason such expense has been or will be incurred and either estimating the amount of such expense or stating the basis on which the expense has been or will be computed.

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Affiliate shall mean any corporation, limited liability company, partnership or other Person which owns all or part of the Company or which is owned in whole or in part by the Company or by any partner, shareholder or owner of the Company.

Agreement shall mean this Agreement as originally executed and from time to time supplemented or amended as permitted herein. Authorized Company Representative shall mean any person or persons at the time designated to act on behalf of the Company by written certificate furnished to the County containing the specimen signature of each such person and signed on behalf of the Company by an officer or employee of the Company to whom the Company has delegated authority to administer this Agreement. Code shall mean the Code of Laws of South Carolina, 197 6, as amended through the date hereof unless the context clearly requires otherwise.

Commencement Date shall mean December 31, 2014, the last day of the initial property tax year during which Economic Development Property comprising part of the Project is first placed . .

m service.
Tagged Passions:economic development, taxes, Taxes, development, Development, property, and property tax

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Company shall mean United Compost Organics, Inc. (d/b/a Foxfarm Soil Fertilizer Company), a California corporation, and GOGO, LLC, a South Carolina limited liability company, and any surviving, resulting, or transferee entity in any merger, consolidation, or transfer of assets permitted under Section 8.04 or Article IX hereof; or any assignee hereunder which is designated by the Company and approved by the County, as well as any Sponsor Affiliate or Affiliate of the Company.

Cost shall mean the cost of acquiring by construction and purchase, the Project, including any infrastructure improvements, and shall be deemed to include, to the extent permitted by the Fll..,OT Act, whether incurred prior to or after the date of this Agreement: (a) obligations incurred for labor, materials, and other expenses to contractors, builders, and materialmen in connection with the acquisition, construction, and installation of the Project; (b) the cost of contract bonds and of insurance of all kinds that may be required or necessary during the course of construction of the Project which are not paid by the contractor or contractors or otherwise provided for; (c) the expenses for test borings, surveys, test and pilot operations, estimates, plans and specifications and preliminary investigations therefor, and for supervising construction as well as for the performance of all other duties required by or reasonably necessary in connection with the acquisition, construction, and installation of the Project; (d) compensation of legal, accounting, financial, and printing expenses, fees, and all other expenses incurred in connection with the Project; (e) all other costs which the Company shall be required to pay under the terms of any contract or contracts for the acquisition, construction, and installation of the Project; and (f) any sums required to reimburse the Company for advances made for any of the above items, or for any other work done and costs incurred by the Company which are for the acquisition of land or property of a character subject to the allowance for depreciation provided for under Section 167 of the Internal Revenue Code of 1986, as amended, and included in the Project; provided, however, such term shall include expenditures by the Company with respect to the Project only to the extent made during the Investment Period. County shall mean Anderson County, South Carolina, a body politic and corporate and a political subdivision of the State of South Carolina, and its successors and assigns.
Tagged Passions:compensation, construction, finance, legal, bond, contract, materials, subdivision, performance, insurance, purchasing, property, investment, and housing

County Council shall mean the governing body of the County and its successors.

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County Official shall include the Administrator, Auditor, Assessor, or Treasurer of the County.

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Department of Revenue shall mean the South Carolina Department of Revenue and Taxation.

Economic Development Property shall mean each item of real and tangible personal property comprising a project within the meaning of Sections 12-44-30(6) or 12-44-40(C) of the Code. Economic Development Property shall include all items of property purchased or acquired during the Investment Period and for which the Company has made a return to the Department of Revenue as reflected in an applicable Form PT-300 ScheduleS.
Tagged Passions:economic development, taxes, Taxes, development, purchasing, Development, property, and investment

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Equipment shall mean all machinery, equipment, furnishings, and other personal property acquired by the Company and placed in service as part of the Project during the Investment Period in accordance with this Agreement.

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Event of Default shall mean an Event of Default as defined in Section 11.01 hereof.

Existing Property shall mean property that does not qualify to become Economic Development Property pursuant to Section 12-44-110 of the Code. Extended Investment Period shall mean the period beginning January 1, 2020 and ending December 31,2024, as authorized by Section 12-44-30(13) of the Code. FILOT shall mean the fee-in-lieu of taxes which the Company is obligated to pay to the County pursuant to Section 5.01 hereof.
Tagged Passions:economic development, taxes, Taxes, development, events, Development, property, investment, Fee-in-lieu, and incentive

FILOT Act shall mean, collectively, Title 12, Chapter 44 and Title 4, Chapter 29 of the Code, as amended through the date hereof.

No additional detail provided

Tagged Passions:incentive

FILOT Payments shall mean the payments to be made by the Company pursuant to Section 5.01 hereof.

No additional detail provided

Tagged Passions:incentive

FILOT Revenues shall mean the revenues received by the County from the Company's payment of the FIT.,OT.

FILOT Simplification Act shall mean Title 12, Chapter 44, of the Code, as amended through the date hereof. Inducement Agreement shall mean that certain Inducement Agreement and Millage Rate Agreement by and between the County and the Company dated as of December 31,2013. Infrastructure Costs shall mean the costs of designing, acquiring, constructing, improving, or expanding the infrastructure serving the Project, and the improved and unimproved real property, buildings, and structural components of buildings and personal property, including machinery and equipment (all as described in Section 4-29-68(A)(2)(i)(a) and (b) of the Code), used in the operation of the Project. Initial Investment Period shall mean the period beginning with the first day that Economic Development Property comprising part of the Project is purchased or acquired and ending December 31 , 2019, the date that is five (5) years after the Commencement Date.

Tagged Passions:equipment, economic development, taxes, Taxes, development, purchasing, Development, property, investment, and incentive

Investment Period shall mean the combined Initial Investment Period and Extended Investment Period, beginning with the first day that Economic Development Property comprising part of the Project is purchased or acquired and ending December 31 , 2024.

No additional detail provided

Tagged Passions:economic development, development, purchasing, Development, property, and investment

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Joint-County Industrial and Business Park Act shall mean Title 4, Chapter 1 of the Code, as amended through the date hereof.

Land shall mean the real estate upon which the Project is located, as described in EXHIBIT A attached hereto, as EXHIBIT A may be supplemented from time to time in accordance with the provisions hereof. Minimum Investment shall have the meaning given to such term under Section 12-44- 30( 14) of the Fll...OT Simplification Act. Negotiated FILOT Payment shall mean the Fll...OT due pursuant to Section 5.01(b)(ii) hereof with respect to that portion of the Project comprised of Economic Development Property and qualifying for the 6 assessment ratio and the millage rate described in subsection 5.01(c) of the Agreement. Net FILOT Revenues shall mean the Fll...OT Revenues minus the partner county fee paid to Greenville County, South Carolina under the Park Agreement. Non-Economic Development Property shall mean that portion of the Project consisting of: (i) property as to which the Company incurred expenditures prior to the Investment Period or, except as to Replacement Property, after the end of the Investment Period; (ii) property not placed in service during the Investment Period; (iii) Existing Property; and (iv) any other property which fails or ceases to qualify for Negotiated Fll...OT Payments. Park shall mean a joint county industrial and business park established pursuant to Article VIII, Section 13 of the Constitution of the State and Section 4-1-170 of the Code. Park Agreement shall mean an agreement for the development of a joint-county industrial and business park by and between the County and one or more other counties to create or expand a Park, pursuant to Section 13 of Article VIII of the South Carolina Constitution and Section 4-1-170 of the Code. Person shall mean and include any individual, association, unincorporated organization, corporation, partnership, limited liability company, joint venture, or government or agency or political subdivision thereof. Project shall mean, in connection with the Company's manufacture and production and distribution of products in the County and only to the extent such items are either placed in service during the Investment Period or qualify as Replacement Property: (i) all buildings, structures, fixtures, and appurtenances which now exist or which are now under construction or are to be constructed on the Land in whole or in part during the Investment Period, including any air conditioning and heating systems (which shall be deemed fixtures); and (ii) the Equipment; and, as to all other investments in the Project, shall mean the Non-Economic Development Property. The Project property shall consist of Economic Development Property so identified by the Company in connection with its annual return to the Department of Revenue on a Form PT -300, or comparable
Tagged Passions:construction, business, equipment, economic development, taxes, Taxes, development, industrial, subdivision, parks, Development, property, investment, and incentive

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form, and with such schedules as the Department of Revenue may provide in connection with projects subject to the FIT..,OT Act (as such filing may be amended or supplemented from time to time) for each year within the Investment Period and Non-Economic Development Property.

Released Property shall mean any Economic Development Property comprising any part of the Project removed, scrapped, traded in, sold, or otherwise disposed of pursuant to Section 4.03 hereof, any Economic Development Property comprising any part of the Project stolen, damaged, destroyed, or taken by condemnation, or eminent domain proceedings as described in Article VII hereof. Replaced Property shall mean any Released Property for which the Company has substituted Replacement Property during the term hereof pursuant to Section 5.01(e) hereof. Replacement Property shall mean, to the extent permitted by Section 12-44-60 of the Code, any portion of the Project substituted for Released Property pursuant to Section 5.01(e) hereof. Special Source Revenue Credit or Special Source Revenue Credits shall mean one or more credits against FIT..,OT Payments to the County by the Company pursuant to Section 5.02 hereof, authorized by Section 4-1-175 of the Joint-County Industrial and Business Park Act and Sections 4-29-68 and 12-44-70 of the FIT..,OT Act, and in the amounts provided in Section 5.02 hereof. Sponsor shall have the meaning set forth in the FIT..,OT Act, and shall mean the Company, and any Sponsor Affiliates, as defined in the FIT..,QT Act.
Tagged Passions:business, economic development, development, industrial, parks, Development, property, investment, commercial, trade, eminent domain, and condemnation

Sponsor Affiliate shall have the meaning set forth in the FIT..,OT Act.

State shall mean the State of South Carolina. Streamlined FILOT Act shall mean Title 4, Chapter 12, of the Code, as amended through the date hereof. Term shall mean the term of this Agreement, as set forth in Section 5.01 hereof.

Tagged Passions:incentive

Threshold Date shall mean December 31, 2019.

Transfer Provisions shall mean the provisions of Section 12-44-120 of the Code, as amended.

SECTION 1.02. References to Agreement The words hereof', herein , hereunder , and other words of similar import refer to this Agreement as a whole, unless the context clearly requires otherwise.

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ARTICLE II

REPRESENTATIONS AND WARRANTIES SECTION 2.01. Representations and Warranties by County. The County makes the following representations and warranties as the basis for the undertakings on its part herein contained: (a) The County is a body politic and corporate and a political subdivision of the State and is authorized and empowered by the provisions of the FILOT Act to enter into the transactions contemplated by this Agreement and to carry out its obligations hereunder.

Tagged Passions:public safety, subdivision, and incentive

(b) The County, based on representations of the Company, has determined that the Project will subserve the purposes of the FILOT Act, and has made all other findings of fact required by the FILOT Act in connection with the undertaking of the Project.

(c) By proper action by the County Council, the County has duly authorized the execution and delivery of this Agreement and any and all actions necessary and appropriate to consummate the transactions contemplated hereby. (d) This Agreement has been duly executed and delivered on behalf of the County.
Tagged Passions:council and incentive

(e) No actions, suits, proceedings, inquiries, or investigations known to the undersigned representatives of the County are pending or threatened against or affecting the County in any court or before any governmental authority which would materially adversely affect the validity or enforceability of this Agreement; provided, however, that no representation is made by or on behalf of the County as to the validity or enforceability of this Agreement.

(f) Notwithstanding any other provisions herein, the County is executing this Agreement as statutory accommodation to assist the Company in achieving the intended benefits and purposes of the FILOT Act. The County has made no independent legal or factual investigation regarding the particulars of this transaction and it executes this Agreement in reliance upon representations by the Company that the documents comply with all laws and regulations, particularly those pertinent to industrial development projects in South Carolina. No representation of the County is hereby made with regard to compliance by the Project or any Person with laws regulating: (i) the construction or acquisition of the Project, (ii) environmental matters pertaining to the Project, (iii) the offer or sale of any securities, or (iv) the marketability of title to any property, including the Land. SECTION 2.02. Representations and Warranties by Company. The Company makes the following representations and warranties as the basis for the undertakings on its part herein contained:

Tagged Passions:regulation, construction, legal, sale, development, industrial, public safety, environment, Development, property, compliance, incentive, and court

(a) United Compost Organics, Inc. (d/b/a Foxfarm Soil Fertilizer Company) is a California corporation and GOGO, LLC, is a South Carolina limited liability company; both have all

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requisite power to enter into this Agreement; and by proper action have been duly authorized to execute and deliver this Agreement.

(b) The Company intends to operate the Project primarily for the purposes of manufacturing and distributing, and for other lawful purposes. (c) The agreements of the County with respect to the FlLOT have been instrumental in inducing the Company to locate and maintain the Project within the County and the State.

(d) No actions, suits, proceedings, inquiries, or investigations known to the undersigned representatives of the Company are pending or threatened against or affecting the Company in any court or before any governmental authority or arbitration board or tribunal, which could materially adversely affect the transactions contemplated by this Agreement or which could, in any way, adversely affect the validity or enforceability of this Agreement.

No additional detail provided

Tagged Passions:legal and court

(e) The Company shall place in service the first phase of the Economic Development Property portion of the Project during its fiscal year ending December 31, 2014.

(f) The Company and any Sponsor Affilate, if applicable, shall expend Six Million Nine Hundred Eighty Five Thousand Dollars ( 6,985,000), but not less than Five Million Dollars ( 5,000,000) in the County for Costs of the Project and create approximately twenty-seven (27), but not less than seventeen (17) new, full-time equivalent jobs, with benefits, at the Project site during the Initial Investment Period. ARTICLE III
Tagged Passions:economic development, development, Development, property, investment, and jobs

UNDERTAKINGS OF COUNTY

SECTION 3.01. Agreement to Accept FILOT Payments. The County hereby agrees to accept FlLOT Payments made by the Company in accordance with Section 5.01 hereof in lieu of ad valorem taxes with respect to the Project until this Agreement expires or is sooner terminated. SECTION 3.02. No Warranties by County. The Company acknowledges that it has examined the Land and so much of the other property constituting the Project as is in existence on the date of execution and delivery hereof, as well as title thereto, prior to the making of this Agreement, and knows the condition and state thereof as of the day of the execution hereof, and accepts the same in said condition and state and subject to any existing encumbrances; that no warranties or representations as to the condition or state thereof have been made by representatives of the County; and that the Company in entering into this Agreement is relying solely upon its own examination thereof and of any portion of the Project acquired subsequent to the date hereof. The County makes no warranty, either express or implied, as to title to any part of the Project or any encumbrances (or lack thereof) or the design, capabilities, or condition of the Project or that it will be suitable for the Company's purposes or needs or as to the state of title to the Project.
Tagged Passions:taxes, Taxes, public safety, property, ad valorem, and incentive

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SECTION 3.03. Execution of Lease. If necessary, the parties acknowledge that the intent of this Agreement is to afford the Company the benefits of the Negotiated FILOT Payments in consideration of the Company's decision to locate the Project within the County and that this Agreement has been entered into in reliance upon the FILOT Simplification Act. Notwithstanding any other provision of this Agreement, in the event that a court of competent jurisdiction holds that the FIT..,OT Simplification Act is unconstitutional or that this Agreement or agreements similar in nature to this Agreement are invalid or unenforceable in any material respect or should the parties mutually determine that there is a reasonable doubt as to the validity or enforceability of this Agreement in any material respect, then the County, in accordance with Section 12-44-160 of the FIT..,OT Act, upon the conveyance of title to the Project to the County at the expense of the Company, and to the extent permitted by law, agrees to lease, at the expense ofthe Company, the Project to the Company pursuant to the Streamlined FIT..,OT Act. Any such lease shall contain such terms and conditions as are mutually-agreeable to the parties which shall include, but not be limited to: ( 1) full, complete, environmental indemnity by the Company in favor of the County; (2) suitable provisions for acquisition of the entire Project or part thereof for the consideration of 1.00 at the completion or earlier termination of the lease if all terms and provisions of the lease have been met; and (3) to the extent applicable to a lease agreement permitted under the FIT..,OT Act, the same or substantially same provisions set forth in this Agreement. Any such conveyance and lease shall additionally be subject to receipt by the County of evidence reasonably satisfactory to the County that no environmental contamination exists with respect to the property being conveyed and leased. The Company acknowledges that any such sale/leaseback arrangement may not preserve the benefits of the Streamlined FIT..,OT Act with respect to any portion of the Project placed in service prior to the effective date of any such sale/leaseback arrangement with the County, to the extent that the effective date of such sale/leaseback arrangement is later than December 31 of the Company's tax year in which such portion of the Project is placed in service. However, the County agrees that it will, at the expense of the Company, and to the extent permitted by the FIT..,OT Act, assist in efforts by the Company to have any such Economic Development Property included within the sale/leaseback arrangement under the Streamlined FIT..,OT Act due to the fact that such Economic Development Property will never have been subject to normal ad valorem taxation, but instead, will always have been subject to a fee-in-lieu of tax pursuant to a Park Agreement between the County and a partner county, established pursuant to Section 4-1-170 of the Code.

SECTION 3.04. Joint-County Industrial and Business Park. The Project will be located on property which is to be designated as part of a Park Agreement executed and entered into by and between the County and Greenville County, South Carolina. However, to the extent such Park Agreement is no longer effective or will terminate prior to the end of the term provided for the Special Source Revenue Credit in Section 5.02 hereof, the County shall use its best efforts to have the Project site(s) included within a Park by entering into or amending a Park Agreement to include the Project and the other property of the Company located on the Land, and to undertake and execute those procedures and documents necessary for the creation or expansion of such Park, and to keep the Project site(s) in such Park or any other Park of the County during the term of such Special Source Revenue Credit. Further, the County shall use its best efforts and endeavor to work with one or more contiguous counties (and, to the extent the Project site(s) is located within the corporate limits of a municipality, will work with such municipality) to establish or maintain such Park in accordance with the terms of this Agreement, and, in any event, to use its best efforts to keep the
Tagged Passions:business, legal, leasing, expansion, economic development, sale, taxes, Taxes, development, industrial, procedure, events, environment, parks, Development, property, Fee-in-lieu, ad valorem, incentive, and court

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Project site(s) as part of such Park or any other Park of the County throughout such term.

ARTICLE IV INVESTMENT BY COMPANY IN PROJECT; JOBS CREATION; MAINTENANCE AND MODIFICATION OF PROJECT
Tagged Passions:parks, investment, and jobs

SECTION 4.01. Acquisition by Construction and Purchase of Project; Jobs Creation.

(a) The Company and any Sponsor Affiliate hereby agree to expend upon the Cost of the Project an expected Six Million Nine Hundred Eighty Five Thousand Dollars ( 6,985,000), but not less than Five Million Dollars ( 5,000,000) during the Initial Investment Period. The Company shall use its best efforts to cause such acquisition as promptly as is, in the Company's sole judgment, practicable. The Company further expects to create approximately twenty seven (27), but agrees to create not less than seventeen (17) new, full-time equivalent jobs, with benefits, at the Project site during the Initial Investment Period. (b) Pursuant to Section 12-44-30(13) of the Code, the County hereby approves, pre- approves, and grants to the Company an extension of five (5) years beyond the Threshold Date within which the Company and any Sponsor Affiliate may invest additional property in the County to complete the Project and have such additional property treated as Economic Development Property, if, by the end of the Initial Investment Period, at least Five Million Dollars ( 5,000,000) has been invested in the Project by the Company and any Sponsor Affiliates, if applicable, and at least seventeen (17) new, full-time equivalent jobs, with benefits, have been created at the Project site during the Initial Investment Period .. Accordingly, the Investment Period shall end on December 31, 2024 if the Company and any Sponsor Affiliates, if applicable, invest at least Five Million Dollars ( 5,000,000) and the Company creates at least seventeen (17) new, full-time equivalent jobs, with benefits, at the Project site during the Initial Investment Period. (c) The Company shall retain title to the Project throughout the Term of this Agreement. SECTION 4.02. Maintenance of Project. The Company at its own expense during the Term of this Agreement will keep and maintain the Project in good operating condition. The Company will promptly make, or cause to be made, all repairs, interior and exterior, structural and nonstructural, ordinary and extraordinary, foreseen and unforeseen, that are necessary to keep the Project in good and lawful order and in good operating condition (wear and tear from reasonable use excepted) whether or not such repairs are due to any laws, rules, regulations, or ordinances hereafter enacted which involve a change of policy on the part of the government body enacting the same. SECTION 4.03. Modification of Project. (a) As long as no Event of Default exists hereunder, the Company shall have the right at any time and from time to time during the Term hereof to undertake any of the following:
Tagged Passions:grant, regulation, ordinance, construction, economic development, development, events, purchasing, Development, property, investment, policy, and jobs

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(i) The Company may, at its own expense, add to the Project all such real and personal property as the Company in its discretion deems useful or desirable.

No additional detail provided

Tagged Passions:property

(ii) In any instance where the Company in its discretion determines that any items included in the Project have become inadequate, obsolete, worn-out, unsuitable, undesirable, or unnecessary for operations at the Project, the Company may remove such items or portions from the Project and sell, trade in, exchange, or otherwise dispose of them (as a whole or in part) without the consent of the County. The Company may sell, lease, or otherwise dispose of any portion of the Land, in which event the Company shall deliver to the County, within 30 days thereafter, a new EXHIBIT A to this Agreement.

(b) No release of Project property effected under the provisions of Section 7.01 or 7.02 hereof or of this Section 4.03 shall entitle the Company to any abatement or diminution of the amounts payable by the Company hereunder except the Fll..OT payments as specified in Section 5.01(d) hereof.

Tagged Passions:leasing, events, abatement, property, and trade

SECTION 4.04. Records and Reports.

(a) The Company agrees to maintain such books and records with respect to the Project as will permit the identification of those portions of the Project placed in service in each property tax year during the Investment Period, the amount of investment with respect thereto and its computations of all FILOT Payments made hereunder and as will comply with all reporting requirements of the State and the County applicable to property subject to FILOT Payments under the Fll..OT Act, including without limitation the reports, and copies thereof to be filed with the specified County Officials, required by Section 12-44-90 of the Code (collectively, the Filings ).

Upon direction of the governing body of the County, a County Official may request and obtain such financial books and records from the Company that support the Fll..OT returns of the Company as may be reasonably necessary to verify the calculations of the Fll..OT Payments by the Company. (b) Notwithstanding any other provision of this Section 4.04, the Company may designate with respect to any Filings delivered to the County segments thereof that the Company believes contain proprietary, confidential, or trade secret matters. The County shall conform with all reasonable, written requests made by the Company with respect to maintaining the confidentiality of such designated segments, to the extent allowed by law, including, but not limited to, the South Carolina Freedom of Information Act.
Tagged Passions:finance, taxes, Taxes, property, investment, trade, Freedom of Information Act (FOIA), incentive, and property tax

(c) Whenever the County shall be required by any governmental or financial entity to file or produce any reports, notices, returns or other documents with regard to the Project, while this Agreement is in effect, the Company or owner of the Project at the time shall promptly furnish to the County through the County Attorney the completed form of such required documents together with a certification by the Company or owner that such documents are accurate and not in violation of any provisions of law or of the other documents of this transaction, and that the documents meet the legal requirements of such filing or delivery. In the event ofthe failure or refusal ofthe Company or owner

Tagged Passions:finance, legal, and events

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to comply with this provision, the Company or owner agrees to pay the statement for attorneys fees and administrative time presented by the County for producing and filing such documents, such statement to be paid within thirty (30) days after presentation by the County, and to promptly pay any fees, penalties, assessments or damages imposed upon the County by reason of its failure to duly file or produce such documents.

(d) Any actions to be undertaken or instruments to be executed by the Company under this Agreement may be undertaken or executed by an Authorized Company Representative. ARTICLEV PAYMENTS IN LIEU OF TAXES; SPECIAL SOURCE REVENUE CREDITS SECTION 5.01. Payments in Lieu of Taxes.

Tagged Passions:legal, taxes, and Taxes

(a) In accordance with the Fll...OT Act, the parties hereby agree that, during the Term of the Agreement, the Company shall pay with respect to the Project annually a Fll...OT in the amount calculated as set forth in paragraph (b) below, on or before January 15 of the year following the first calendar year after the close of the accounting period regularly employed by the Company for income tax purposes and in which accounting period a portion of the Project was first placed in service, and at the places, in the manner, and subject to the penalty assessments as prescribed by the County or the Department of Revenue for ad valorem taxes.

No additional detail provided

Tagged Passions:taxes, Taxes, penalty, and ad valorem

(b) The Fll...OT Payment due with respect to each property tax year shall equal, to the extent permitted by law, the sum of: (i) with respect to any portion of the Project consisting of undeveloped land or Non-Economic Development Property, a payment equal to the taxes that would otherwise be due on such undeveloped land or Non-Economic Development Property were it taxable; (ii) with respect to those portions of the Project (other than undeveloped land and Non- Economic Development Property) placed in service during the Investment Period, for each of the thirty (30) consecutive years following the year in which such portion of the Project is placed in service, a payment calculated each year as set forth in paragraphs (c) through (e) below (a Negotiated Fll...OT ); and (iii) with respect to increments of the Project constituting Economic Development Property after such 30-year period, a payment equal to the ad valorem taxes then due on such property taking into account any exemption allowed by the law. With respect to clause (ii) above, there shall be excluded any Released Property and any other portion of the Project which ceases to qualify for a Fll...OT hereunder or under the Fll...OT Act, subject to the continuing requirement to maintain a minimum of Five Million Dollars (without regard to depreciation) in the Project once the Investment Period has ended.

(c) (i) The Negotiated Fll...OT Payment with respect to any property tax year shall be calculated in accordance with subparagraph (c)(ii) or (c)(iii) below.
Tagged Passions:economic development, taxes, Taxes, development, Development, property, investment, ad valorem, and property tax

(ii) The Negotiated Fll...OT Payments shall be calculated with respect to each property tax year based on: (1) the fair market value of real property (using the original

Tagged Passions:market, taxes, Taxes, property, and property tax

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income tax basis for South Carolina income tax purposes without regard to depreciation) and Equipment included within the Project theretofore placed in service (less, for Equipment, depreciation allowable for property tax purposes); (2) a millage rate, for all taxing entities within whose taxing jurisdiction the Project falls, of the millage rate for the Project site on June 30, 2013, which the Parties hereto believe to be 306.7 mills, and (3) an assessment ratio of six percent (6 ). The millage rate and the assessment ratio shall remain fixed for the duration of this Agreement, except as otherwise provided herein. All such calculations shall take into account all deductions for depreciation or diminution in value allowed by the Code or by the tax laws generally, as well as tax exemptions which would have been applicable if such property were subject to ad valorem taxes, except the exemption allowed pursuant to Section 3(g) of Article X of the Constitution of the State and the exemption allowed pursuant to Sections 12-37-220(B)(32) and (34) of the Code.

No additional detail provided

Tagged Passions:equipment, taxes, Taxes, property, ad valorem, and property tax

(iii) If taxes on real and personal property shall be abolished in the County or in the State, the Company may terminate this Agreement immediately without further obligation other than to make any payments due hereunder at the time of termination, if any.

(d) Subject, always to the statutory requirement to maintain Minimum Investment in the Project in order to maintain the PILOT approved hereby, the PILOT Payments are to be recalculated: (i) to reduce such payments in the event the Company disposes of any part of the Project within the meaning of Section 12-44-SO(B) of the Code, as provided in Section 4.03, by the amount thereof applicable to the Released Property; provided, however, that any disposal of Released Property need not result in a recalculation of the PILOT Payments unless the Company so elects; or (ii) to increase such payments in the event the Company adds property (other than Replacement Property) to the Project. Notwithstanding the foregoing, to the extent that any Special Source Credit is used as payment for Equipment and the Equipment is removed from the Project at any time during the life of the PILOT, the amount of the PILOT Payments due on the Equipment for the year in which the Equipment was removed from the Project also shall be due for the two years immediately following the removal; to the extent that any Special Source Credit payment amounts were used for both real property and Equipment or infrastructure and Equipment, all amounts will be presumed to have been first used for Equipment; and if Equipment is removed from the Project but is replaced with qualifying replacement property, then the Equipment will not be considered to have been removed from the Project.
Tagged Passions:equipment, taxes, Taxes, events, property, and investment

(e) Upon the Company's installation of any Replacement Property for any portion of the Project removed under Section 4.03 hereof and sold, scrapped, or disposed of by the Company, such Replacement Property shall become subject to PILOT Payments to the extent permitted by the PILOT Act.

Tagged Passions:property

(f) In the event that the Company and any Sponsor Affiliate have not invested at least Five Million Dollars ( 5,000,000) and at least seventeen (17) new, full-time equivalent jobs, with benefits, have not been created at the Project site before the Threshold Date, the portions of the Project previously subject to Negotiated PILOT shall revert retroactively to normal ad valorem tax treatment, taking into account and calculating appropriate reductions for all applicable exemptions and allowable depreciation permitted by law, and the unpaid fees due thereby (the difference between

Tagged Passions:taxes, Taxes, events, ad valorem, and jobs

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the fees actually paid (taking into account all Special Source Revenue Credits received by the Company) and normal ad valorem tax payments which would have been paid, subject to Section 5.02, hereof)), if any, shall be subject to interest as provided in Section 12-54-25 of the Code.

(g) Any amounts due to the County under this Section 5.01 by virtue of the retroactive application of Section 5.01(f) hereof shall be paid within ninety (90) days following written notice thereof from the County to the Company. SECTION 5.02. Special Source Credits.

Tagged Passions:taxes, Taxes, and ad valorem

(a) The Company agrees to pay, or cause to be paid, all Infrastructure Costs as and when due. The Company agrees that, as of any date during the term of this Agreement, the cumulative dollar amount expended by the Company on Infrastructure Costs shall equal or exceed the cumulative dollar amount of the Special Source Revenue Credits received by the Company.

(b) Pursuant to Section 4-1-175 of the Joint-County Industrial and Business Park Act and Sections 4-29-68 and/or 12-44-70 of the FlLOT Act, the County approves the granting of a thirty- five percent (35 ) Special Source Revenue Credit ( SSRC ) against Net FIT..,QT Revenues for the FIT..,OT portion of the Project in the Park for the first five (5) years that such payments are made, provided the Company and any Sponsor Affiliates invest at least Four Million Eight Hundred Eighty- Nine Thousand Five Hundred Dollars ( 4,889,500) and create at least seventeen (17) new, full-time equivalent jobs, with benefits, at the Project site by the end of the Company's third tax year following the tax year (20 14) in which the initial investments are made in the Project. If the Four Million Eight Hundred Eighty Nine Thousand Five Hundred Dollars ( 4,889,500) capital investment requirement is met, but the jobs creation requirement set forth in this paragraph is not met by the end of the Company's third (3rct) tax year following the tax year (20 14) in which the initial investments are made in the Project, the SSRC will drop to Twenty percent (20 ), and will end altogether if that jobs creation requirement is not met by the end of the Company's fourth (4th) tax year following the tax year (2014) in which the initial investments are made in the Project. If the jobs creation requirement set forth in this paragraph is met, but the Four Million Eight Hundred Eighty Nine Thousand Five Hundred Dollars ( 4,889,500) capital investment requirement is not made by the end ofthe Company's third (3rct) tax year following the tax year (2014) in which the initial investments are made in the Project, the SSRC will drop to Fifteen percent ( 15 ), and will end altogether if that investment requirement is not met by the end of the Company's fourth (4th) tax year following the tax year (2014) in which the initial investments are made in the Project. If neither the jobs creation requirement nor the Four Million Eight Hundred Eighty Nine Thousand Five Hundred Dollars ( 4,889,500) capital investment requirement are met by the end of the Company's third (3rct) tax year following the tax year (2014) in which the initial investments are made in the Project, the SSRC will drop to Fifteen percent (15 ), and will end altogether if neither requirement is met by the end of the Company's fourth (4th) tax year following the tax year (2014) in which the initial investments are made in the Project. No rebate of incentives already received will be required in any event. Should either the jobs creation requirement or the investment requirement, once the SSRC is lowered or ended, is met, during the term of the SSRC, the remainder of the SSRC will be reinstated for the remainder of the original SSRC term at the original SSRC amount. No lost SSRC may be collected, in any event.
Tagged Passions:grant, business, taxes, Taxes, industrial, events, parks, investment, incentive, and jobs

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In addition to the SSRC set forth in the preceding paragraph, commencing with the first Fee Payment by the Company due with respect to the property tax year in which Project property is initially placed in service (2014), and continuing for up to twenty nine (29) consecutive annual Fee Payments thereafter (for a total of up to thirty (30) annual Fee Payments), the County shall hereby provide an additional infrastructure credit (the Additional Infrastructure Credit ) of forty percent ( 40 ) of the Net FILOT Revenues (as defined herein) made by the Company and all Sponsor Affiliates on behalf of the Project in the Park, pursuant to the Park Agreement, which is subject to 10.5 assessment ratio and is not already receiving either the manufacturing abatement under Section 12-37-220 of the Code, the SSRC or an existing infrastructure credit, or a negotiated FILOT arrangement under Section 4-29-67, Section 4-12-10, et. seq. or Section 12-44-10 et. seq., South Carolina Code, 1976, as amended, subject to the following limitations and requirements: (1) as of any date during the term of this Agreement, the cumulative dollar amount expended by the Company on Costs of Infrastructure shall equal or exceed the cumulative dollar amount of the SSRC and Additional Infrastructure Credit received by the Company, (2) the Company shall not claim total or partial abatement of ad valorem property taxes as to any property for which an SSRC or Additional Infrastructure Credit is given, (3) once the Company has realized and received the Additional Infrastructure Credit for a total of thirty (30) consecutive annual fee payments, the Additional Infrastructure Credit provided hereunder shall end, and ( 4) if neither the jobs creation requirement (seventeen (17) new, full-time equivalent jobs, with benefits, have been created at the Project site) nor the Four Million Eight Hundred Eighty Nine Thousand Five Hundred Dollars ( 4,889,500) capital investment requirement are met by the end of the Company's fourth (4th) tax year following the tax year (2014) in which the initial investments are made in the Project, the Additional Infrastructure Credit will end.

No additional detail provided

Tagged Passions:taxes, Taxes, parks, abatement, property, investment, ad valorem, incentive, property tax, and jobs

THIS AGREEMENT AND THE CREDITS PROVIDED FOR HEREUNDER ARE LIMITED OBLIGATIONS OF THE COUNTY PROVIDED BY THE COUNTY SOLELY FROM THE NET FILOT REVENUES RECEIVED AND RETAINED BY THE COUNTY, AND DO NOT AND SHALL NEVER CONSTITUTE AN INDEBTEDNESS OF THE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL PROVISION (OTHER THAN THE PROVISIONS OF ARTICLE X, SECTION 14(10) OF THE SOUTH CAROLINA CONSTITUTION) OR STATUTORY LIMITATION, AND DO NOT AND SHALL NEVER CONSTITUTE OR GIVE RISE TO A PECUNIARY LIABILITY OF THE COUNTY OR A CHARGE AGAINST ITS GENERAL CREDIT OR TAXING POWER. THE FULL FAITH, CREDIT, AND TAXING POWER OF THE COUNTY ARE NOT PLEDGED FOR THE CREDITS.

ARTICLE VI

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PAYMENT OF EXPENSES BY COMPANY

SECTION 6.01. Payment of Administration and Legal Expenses. The Company will pay to the County from time to time amounts equal to the Administration Expenses of the County promptly upon written request therefor, but in no event later than forty-five ( 45) days after receiving written notice from the County specifying the nature of such expenses and requesting payment of the
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same. The Company shall also pay all usual and reasonable attorneys fees incurred by the County in connection with this Agreement, the Inducement Agreement and all other related documents necessary to provide the Company with the incentives provided herein and therein.

SECTION 6.02. Defaulted Payments. In the event the Company should fail to make any of the payments required under this Agreement, the item or installment so in default shall continue as an obligation of the Company until the amount in default shall have been fully paid. If any such default relates to its obligations to make FILOT Payments or payments of Administration Expenses hereunder, the Company agrees to pay the same with interest thereon at the rate per annum provided by the Code for late payment of ad valorem taxes together with any penalties provided by the Code for late payment of ad valorem taxes or for non-payment of Fll..OT Payments. ARTICLE VII CASUALTY AND CONDEMNATION SECTION 7.01. Damage and Destruction. If all or any part of the Project shall be lost, stolen, destroyed, or damaged, the Company in its discretion may repair or replace the same. If the Company shall determine to repair or replace the Project, the Company shall forthwith proceed with such rebuilding, repairing, or restoring and shall notify the County upon the completion thereof. The County shall not have any responsibility to complete the work thereof or pay any portion of the costs thereof. The Company shall not by reason of any such damages or destruction or the payment of any costs be entitled to any reimbursement from the County or any abatement or diminution of the amounts payable hereunder.

Tagged Passions:legal, taxes, Taxes, events, abatement, ad valorem, condemnation, and incentive

SECTION 7.02. Condemnation. In the event that title to or the temporary use of the Project, or any part thereof, shall be taken in condemnation or by the exercise of the power of eminent domain, there shall be no abatement or reduction in the payments required by be made by the Company hereunder except as set forth in Section 7.03 hereof. The Company shall promptly notify the County, as to the nature and extent of such taking and, as soon as practicable thereafter, notify the County whether it has elected to restore the Project. If it shall be determined to restore the Project, the Company shall forthwith proceed with such restoration, and shall notify the County, upon the completion thereof.

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Tagged Passions:events, abatement, commercial, eminent domain, and condemnation

SECTION 7.03. Adjustments in the Event of Damage and Destruction or Condemnation. In the event that the Project or any portion thereof is damaged or destroyed, lost or stolen, or the subject of condemnation proceedings, which damage, destruction, loss, theft and/or condemnation would substantially impair the operating ability of the Project or such portion thereof, the parties hereto agree that the Fll..OT Payments required pursuant to Section 5.01 hereof shall be abated in the same manner and in the same proportion as if ad valorem taxes were payable with respect to the Project, subject, always, to the requirements of Section 5.01 hereof.

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ARTICLE VIII

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PARTICULAR COVENANTS AND AGREEMENTS

SECTION 8.01. Use of Project for Lawful Activities. The Company is hereby granted and shall have the right during the Term of this Agreement to occupy and use the Project for any lawful purpose authorized pursuant to the Fll..OT Act. Insofar as it is practicable under existing conditions from time to time during the Term of this Agreement, the Project shall be used primarily as a manufacturing and distribution facility. SECTION 8.02. Right to Inspect. The Company agrees that the County and its authorized agents shall have the right at all reasonable times and upon prior reasonable notice to enter upon and examine and inspect the Project and to have access to and examine and inspect all the Company's books and records pertaining to the Project. The County and its authorized agents shall also be permitted, at all reasonable times and upon prior reasonable notice, to examine the plans and specifications of the Company with respect to the Project. The aforesaid rights of examination and inspection shall be exercised only upon such reasonable and necessary terms and conditions as the Company shall prescribe, which conditions shall be deemed to include, but not be limited to, those necessary to protect the Company's trade secrets and proprietary rights. In no way shall this requirement of confidentiality be deemed to apply to or restrict the rights of the United States Government and the State of South Carolina or its political subdivisions in the exercise of their respective sovereign duties and powers. SECTION 8.03. Limitation of Pecuniary Liability for County. Anything herein to the contrary notwithstanding: (a) the Project gives rise to no pecuniary liability of the County or charge against its general credit or taxing powers; (b) any obligation of the County created by or arising under the Agreement shall be a limited obligation of the County, payable by the County solely from the proceeds derived hereunder and shall not under any circumstances be deemed to constitute a general obligation of the County under the meaning of any constitutional or statutory limitation; and (c) the County may require as a condition to the participation by it with the Company in any contests or in obtaining any license or permits or other legal approvals a deposit by the Company of such amount as reasonably determined by the County to be appropriate to assure the reimbursement to the County of the costs incurred by it in such participation, with any amount of such deposit in excess of such costs to be returned to the Company; provided, however, that nothing herein shall prevent the Company from enforcing its rights hereunder by suit for mandamus or specific performance or any other remedy available at law or in equity. SECTION 8.04. Maintenance of Existence. The Company covenants that any alteration of its separate existence, dissolution, consolidation, merger, transfer, or disposition of substantially all of its assets to any other entity shall be done in accordance and compliance with the Transfer Provisions. The Company may permit one or more other Affiliates to consolidate or merge into it without the consent of the County, provided no default shall have occurred and be continuing at the time of such proposed transaction or would result therefrom.
Tagged Passions:grant, legal, facility, taxes, Taxes, subdivision, performance, compliance, license, trade, and housing

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SECTION 8.05. Indemnification Covenants.

(a) The Company shall and agrees to indemnify and save the County, including the members of the governing body of the County, and the employees, officers and agents of the County (herein collectively referred to as the Indemnified Parties ) harmless against and from all claims by or on behalf of any person, firm, company or legal entity arising from the conduct or management of, or from any work or thing done on the Project during the Term, and, Company further, shall indemnify and save the Indemnified Parties harmless against and from all claims arising from any act, error or omission occurring during the Term from: (i) any condition of the Project, (ii) any breach or default on the part of Company in the performance of any of its obligations under this Agreement, (iii) any act of the Company or any of its agents, contractors, servants, employees or licensees, related to the Project, (iv) any act of any assignee or sublessee of the Company, or of any agents, contractors, servants, employees or licensees of any assignee or sublessee of the Company, related to the Project, or (v) any environmental violation, condition, or effect of, upon or caused by the Project. Company shall indemnify, defend and save the Indemnified Parties harmless from and against all costs and expenses incurred in or in connection with any such claim arising as aforesaid or in connection with any action or proceeding brought thereon, and upon notice from an Indemnified Party, Company shall defend it in any such action, prosecution or proceeding, with counsel reasonably acceptable to the County.

Tagged Passions:legal, performance, environment, license, and housing

(b) Notwithstanding the fact that it is the intention of the parties that the Indemnified Parties not incur pecuniary liability by reason of the terms of this Agreement, or the undertakings required of the County hereunder, by reason of the execution of this Agreement, by reason of the performance of any act requested of it by the Company, or by reason of the operation of the Project by the Company, including all claims, liabilities or losses arising in connection with the violation of any statutes or regulations pertaining to the foregoing, nevertheless, if the Indemnified Parties should incur any such pecuniary liability, then in such event the Company shall indemnify and hold them harmless against all claims by or on behalf of any person, firm, corporation or other legal entity, arising out of the same, and all costs and expenses, including, but not limited to, attorneys fees, incurred in connection with any such claim or in connection with any action or proceeding brought thereon, and upon notice, the Company shall have the sole right and duty to assume, and shall assume, the defense thereof, at its expense, with full power to litigate, compromise, or settle the same in its sole discretion; provided the Company shall obtain the prior written consent of the County to settle any such claim unless such claim is for monetary damages for which the Company has the ability to, and does, pay. Notwithstanding the foregoing, if the Indemnified Party is the County, in the event the County reasonably believes there are defenses available to it that are not being pursued or that the counsel engaged by the Company reasonably determines that a conflict of interest exists between the County and the Company, the County may, in its sole discretion, hire independent counsel to pursue its own defense, and the Company shall be liable for the reasonable cost of such counsel.

These indemnification covenants shall be considered included in and incorporated by reference in subsequent documents after the closing which the County is requested to sign, and any other indemnification covenants in any subsequent documents shall not be construed to reduce or limit the above indemnification covenants.
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ARTICLE IX

TRANSFERS; FINANCING ARRANGEMENTS SECTION 9.01. Transfers of Interest in Agreement and Economic Development Property; Transfers of Equity Interests; Financing Arrangements. The Transfer Provisions shall apply to this Agreement and the Economic Development Property, except as otherwise provided in this Agreement. Pursuant to the Transfer Provisions, the County's prior approval or subsequent ratification of the transfer of this Agreement or any Economic Development Property to which this Agreement relates may be evidenced by a letter or other writing of the County Administrator. To the extent permitted by the Act, the County approves that equity interests in the Company may be transferred (directly or through merger, consolidation or other reorganization) to another Person at any time, with or without notice to the County; provided, however, that in the event of such a transfer, the Company shall maintain its legal existence and duly perform and comply with the terms of this Agreement. Pursuant to the Transfer Provisions, the Company may enter into lending, financing, security, leasing, or similar arrangements, or succession of such arrangements, with a financing entity concerning all or part of the Project at any time. Any release of liability of the Company in connection with any transfer shall be subject to the County's consent, not to be unreasonably withheld, and the County's consent to such release may be evidenced by a resolution adopted by the County Council of the County to that effect.

Tagged Passions:council, legal, leasing, economic development, security, development, events, Development, property, and administrator

SECTION 9.02. Relative Rights of County and Financing Entities as Secured Parties. The parties acknowledge that the County's right to receive Fll..DT Revenues hereunder shall have a first priority lien status pursuant to Section 12-44-90 of the Code, and Chapters 4 and 54 of Title 12 of the Code. The County consents and agrees that its rights under this Agreement, except for its rights to receive Fll..DT Payments or any other amounts payable to the County hereunder, Administration Expenses and indemnification pursuant to Section 8.05, shall be subordinate to the rights of the secured party or parties under any financing arrangements undertaken by the Company with respect to the Project pursuant to Section 9.01 hereof, such subordination to be effective without any additional consent or action on the part of the County; provided, however, that the County hereby agrees to, at the Company's expense, execute such agreements, documents, and instruments as may be helpful or reasonably required by such secured party or parties to effectuate or document such subordination. The County hereby authorizes the then-current County Administrator to execute such agreements, documents, and instruments as necessary or useful therefor.

ARTICLE X TERM; TERMINATION SECTION 10.01. Term. Unless sooner terminated pursuant to the terms and provisions herein contained, this Agreement shall be and remain in full force and effect for a term commencing on the date on which the Company executes this Agreement, and ending at midnight on the last day of the property tax year in which the last Negotiated FILOT Payment is due hereunder. The
Tagged Passions:taxes, Taxes, property, administrator, incentive, property tax, and housing

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County's rights to receive indemnification and payment of Administration Expenses pursuant hereto shall survive the expiration or termination of this Agreement.

SECTION 10.02. Termination. The Company may terminate this Agreement at any time, in which event the Project shall be subject to ad valorem taxes from the date of termination. This Agreement shall automatically terminate (subject to the provisions of Section 5.01(f) hereof) if the Company and any Sponsor Affiliate fail to invest at least Five Million Dollars ( 5,000,000) and at least seventeen (17) new, full-time equivalent jobs, with benefits, have not been created at the Project site by the Threshold Date, or if the Act and/or the Fll...OT are declared invalid or unenforceable. ARTICLE XI

Tagged Passions:taxes, Taxes, events, ad valorem, and jobs

EVENTS OF DEFAULT AND REMEDIES

SECTION 11.01. Events of Default by Company. Any one or more of the following events (herein called an Event of Default , or collectively Events of Default ) shall constitute an Event of Default by the Company: (a) if default shall be made in the due and punctual payment of any FlLOT . Payments, indemnification payments under Section 8.05, Administration Expenses or any other amount payable hereunder, which default shall not have been cured within thirty (30) days following receipt of written notice thereof from the County; or (b) if default shall be made by the Company in the due performance of or compliance with any of the terms hereof, including payment, other than those referred to in the foregoing paragraph (a), and such default shall continue for ninety (90) days after the County shall have given the Company written notice of such default, the Company shall fail to proceed promptly to cure the same.
Tagged Passions:events, performance, compliance, and housing

SECTION 11.02. Remedies on Event of Default by Company. Upon the occurrence of any Event of Default, the County may exercise any one or more of the following remedies, any of which may be exercised at any time during the periods permitted under the following clauses:

(i) declare immediately due and payable FILOT Payments, Administration Expenses, or any other amounts due hereunder;
Tagged Passions:events and incentive

(ii) terminate this Agreement by delivery of written notice to the Company not less than thirty (30) days prior to the termination date specified therein;

(iii) have access to and inspect, examine, and make copies of the books, records, and accounts of the Company pertaining to the construction, acquisition, or maintenance of the Project; or
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(iv) take whatever action at law or in equity as may appear necessary or desirable to collect the amounts then due and thereafter to become due or to enforce observance or performance of any covenant, condition, or agreement of the Company under this Agreement.

SECTION 11.03. Application of Moneys Upon Enforcement of Remedies. Any moneys received by the County upon enforcement of its rights hereunder shall be applied as follows: first, to the reasonable costs associated with such enforcement proceedings including reasonable attorneys fees; second, to pay Administration Expenses; and third, to pay the FILOT. SECTION 11.04. Default by County. Upon the default of the County in the performance of any of its obligations hereunder, the Company may take whatever action at law or in equity as may appear necessary or desirable to enforce its rights under this Agreement, including without limitation a suit for mandamus or specific performance. ARTICLE XII MISCELLANEOUS SECTION 12.01. Rights and Remedies Cumulative. Each right, power, and remedy of the County or of the Company provided for in this Agreement shall be cumulative and concurrent and shall be in addition to every other right, power, or remedy provided for in this Agreement or now or hereafter existing at law or in equity, in any jurisdiction where such rights, powers, and remedies are sought to be enforced, and the exercise or the failure to exercise by the County or by the Company of any one or more of the rights, powers, or remedies provided for in this Agreement or now or hereafter existing by law or in equity or by statute or otherwise shall not preclude the simultaneous or later exercise by the County or by the Company of any or all such other rights, powers, or remedies . SECTION 12.02. Successors and Assigns. The terms and provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns as permitted hereunder.

Tagged Passions:legal, performance, and incentive

SECTION 12.03. Notices; Demands; Requests. All notices, demands, and requests to be given or made hereunder to or by the County or the Company shall be in writing and shall be deemed to be properly given or made if sent by United States first class mail, postage prepaid, or via facsimile transmission or reputable courier service, addressed as follows or to such other persons and places as may be designated in writing by such party.

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(a) As to County:

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Anderson County, South Carolina Attn: County Administrator Post Office Box 8002 Anderson, South Carolina 29622

(b) As to Company: United Compost Organics, Inc. (d/b/a Foxfarm Soil Fertilizer Company) Attn: Mr. Marc Powell 1001 Lebanon Road Pendleton, SC 29670 GOGO, LLC ATTN: WilliamS. Winer, Manager 1001 Lebanon Road Pendleton, SC 29670 SECTION 12.04. Applicable Law. This Agreement shall be governed by and construed in accordance with the law of the State. SECTION 12.05. Entire Understanding. This Agreement expresses the entire understanding and all agreements of the parties hereto with each other as to its subject matter, and neither party hereto has made or shall be bound by any agreement or any representation to the other party which is not expressly set forth in this Agreement or in certificates delivered in connection with the execution and delivery hereof.
Tagged Passions:streets, administrator, and manager

SECTION 12.06. Severability. In the event that any clause or provision ofthis Agreement shall be held to be invalid by any court of competent jurisdiction, the invalidity of such clause or provision shall not affect any of the remaining provisions hereof.

SECTION 12.07. Headings and Table of Contents: References. The headings of the Agreement are for convenience of reference only and shall not define or limit the provisions hereof or affect the meaning or interpretation hereof. All references in this Agreement to particular Articles or Sections or subdivisions of this Agreement are references to the designated Articles or Sections or subdivisions of this Agreement. SECTION 12.08. Multiple Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original but all of which shall constitute but one and the same instrument. Facsimile signatures may be relied upon as if originals.

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SECTION 12.09. Amendments. Subject to the limitations set forth in Section 12-44- 40(1)(2) of the FlLOT Simplification Act, this Agreement may be amended, or the rights and interests of the parties hereunder surrendered, only by a writing signed by both parties.

SECTION 12.10. Waiver. Either party may waive compliance by the other party with any term or condition of this Agreement only in writing signed by the waiving party. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

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[Execution Pages Follow]

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(SEAL)

ATTEST:

ANDERSON COUNTY, SOUTH CAROLINA

By: _____________ _ Tommy Dunn, Chairman ,County Council Anderson County, South Carolina

Date: _____________ _ Lacey Croegaert, Clerk to County Council Anderson County, South Carolina

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Witness:

Witness:

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UNITED COMPOST ORGANICS, INC. (D/B/A FOXFARM SOIL FERTILIZER COMPANY) BY: ITS: DATE: ______________________ __ GOGO,LLC BY: ITS: DATE: ______________________ __

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EXHIBIT A

LAND DESCRIPTION United Compost Organics, Inc. (d/b/a Foxfarm Soil Fertilizer Company) and GOGO, LLC 181899 I v2 ORDINANCE NO. 2018-025

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AN ORDINANCE AUTHORIZING THE SALE OF CERTAIN PROPERTY IN THE CLEMSON RESEARCH PARK PURSUANT TO A LEASE AGREEMENT BETWEEN

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Tagged Passions:ordinance, leasing, Clemson, sale, parks, and property

ANDERSON COUNTY, SOUTH CAROLINA AND ANDERSON COUNTY DEVELOPMENT PARTNERSHIP DATED JULY 14, 2006; AND OTHER MATTERS

RELATED THERETO. WHEREAS, Anderson County, South Carolina (the County ), by and through its County Council (the County Council ) is authorized under Title 4 of the Code of Laws of South Carolina, as amended, to lease, sell, or otherwise dispose of real and personal property. WHEREAS, the County entered into a Lease Agreement with the Anderson County Development Partnership (a/k/a Innovate Anderson) dated July 14, 2006, with a term to expire on July 12, 2036; WHEREAS, the Lease Agreement provides that the Tenant (Anderson County Development Authority) has the unconditional option to purchase all or any portion ofthe Clemson Research Park (a/k/a Clemson University Advanced Materials Center) prior to expiration of the full term of the Lease at any time and from time to time and for any reason or for no reason;
Tagged Passions:council, leasing, Clemson, development, materials, purchasing, parks, Development, rental, property, and university

WHEREAS, the Anderson County Development Partnership has indicated its intent to exercise its option under the Lease to purchase the Clemson Research Park; and

WHEREAS, the County has entered into an Agreement with the City of Anderson and the Anderson County Development Partnership regarding the Anderson County Convention and Visitors Bureau, the County's County Square Development, and the purchase by the Anderson County Development Partnership of the Clemson Research Park.
Tagged Passions:leasing, Clemson, development, purchasing, conventions, parks, and Development

NOW THEREFORE, be it ordained by the Anderson County Council in meeting duly assembled that:

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1.
In accordance with the terms of the Lease Agreement between Anderson County and the Anderson County Development Partnership dated July 14, 2006, Anderson County will transfer any interest it has in the Clemson Research Park to the Anderson County Development Partnership or its successor.

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2.
The County Administrator is hereby authorized to execute any and all documents necessary to convey the County's interest in the Clemson Research Park to the Anderson County Development Partnership.

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3.
Should any part or portion of this Ordinance be deemed unconstitutional or unenforceable by any court of competent jurisdiction, such determination shall not affect the remainder of this Ordinance, all of which is hereby deemed separable.

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4.
All Ordinances, Orders, Resolutions and actions of Anderson County Council inconsistent herewith are, to the extent of such inconsistency only, hereby repealed, revoked, and rescinded.

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This Ordinance shall take effect and be in full force upon the Third Reading and Enactment by Anderson County Council.

ENACTED in meeting duly assembled this 21st day of August, 2018. ATTEST:

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Rusty Burns Anderson County Administrator

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Lacey A. Croegaert Clerk of Council

APPROVED AS TO FORM: Leon C. Harmon Anderson County Attorney
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First Reading: Second Reading: Third Reading: Public Hearing:

July 10, 2018 August 7, 2018 August 21, 2018 August 21, 2018 Tommy Dunn, Chairman Anderson County Council ORDINANCE NO.: 2018-030 AN ORDINANCE ORDERING A REFERENDUM TO DETERMINE WHETHER THE SOUTH CAROLINA DEPARTMENT OF REVENUE MAY ISSUE TEMPORARY PERMITS TO ALLOW FOR THE POSSESSION, SALE AND CONSUMPTION OF ALCOHOLIC LIQUORS BY THE DRINK TO BONA FIDE NONPROFIT ORGANIZATIONS AND BUSINESS ESTABLISHMENTS AUTHORIZED TO BE LICENSED FOR CONSUMPTION-ON-PREMISES SALES AND TO ALLOW THE SALE OF BEER AND WINE AT PERMITTED OFF-PREMISES LOCATIONS WITHOUT REGARD TO THEDA YS OR HOURS OF SALES. WHEREAS, certain businesses located in Anderson County desire to sell beer/wine beverages and allow consumption on premises, on Sunday so as to maintain competitiveness with other counties and municipalities that allow the sale of beer/wine beverages and consumption on premises on Sunday;
Tagged Passions:alcohol, ordinance, business, council, sale, hearing, license, competitiveness, and referendum

WHEREAS, the Anderson County Council (the Council ) has been informed and believes that Sunday sales of alcoholic beverages for on-premises and off-premises consumption may allow local restaurants and businesses to remain competitive with restaurants and businesses in other counties and municipalities that allow the sale of alcoholic beverages on Sundays;

Tagged Passions:alcohol, business, council, sale, and restaurants

WHEREAS, pursuant to S.C. Code Ann. Section 61-6-201 O(C)( 4 ), counties are authorized to request by ordinance a referendum to be conducted at the next general election on the issue of allowing the sale of alcoholic beverages on Sundays; and

WHEREAS, the Council deems it appropriate that the citizens of the County be given the opportunity to determine this important issue because it relates to the economic development, hospitality, tourism and the health and welfare of the community.

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NOW THEREFORE, be it ordained by the Anderson County Council in meeting duly assembled that:

The Anderson County Board of Voter Registration and Elections Board is hereby directed to place the following questions on the ballot at the next general election held on November 6, 2018, and to cause a notice be published in the newspaper of general circulation at least seven (7) days before the referendum.

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1.
Referendum. The form of the questions on the ballot shall be as follows:

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A.
'Shall the South Carolina Department of Revenue be authorized to issue temporary permits in this county for a period not to exceed twenty-four hours to allow the possession, sale, and consumption of alcoholic liquors by the drink to bona fide nonprofit organizations and business establishments otherwise authorized to be licensed for consumption-on-premises sales?'

Yes, In favor of the question ___ _ No, Opposed to the question ___ _
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B.
'Shall the Department of Revenue be authorized to issue temporary permits in this county for a period not to exceed twenty-four hours to allow the sale of beer and wine at permitted off-premises locations without regard to the days or hours of sales?.'

Yes, In favor of the question ___ _ No, Opposed to the question ___ _
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2.
Severability. If any section, subsection, or clause of this ordinance shall be deemed to be unconstitutional or otherwise invalid, the validity of the remaining sections, subsections, and clauses shall not be affected thereby.

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3.
Effective Date. This Ordinance shall take effect upon the date of its adoption.

ORDAINED in meeting duly assembled this 21st day of August, 2018. ATTEST:

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Rusty Burns Anderson County Administrator

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Lacey A. Croegaert Clerk of Council

APPROVED AS TO FORM: Leon C. Harmon Anderson County Attorney
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First Reading: July 31,2018 Second Reading: August 7, 2018 Third Reading: August 21, 2018 Public Hearing: August 21, 2018

Tommy Dunn, Chairman Anderson County Council ORDINANCE NO. 2018-027
Tagged Passions:ordinance, council, and hearing

AN ORDINANCE AUTHORIZING THE EXECUTION OF A LEASE PURCHASE AGREEMENT IN AN AMOUNT NOT EXCEEDING 5,400,000 RELATING TO THE LEASING AND PURCHASING OF CERTAIN VEHICLES, EQUIPMENT AND PERSONAL PROPERTY, THE EXECUTION OF NECESSARY DOCUMENTS AND CLOSING PAPERS, AND OTHER MATTERS RELATING THERETO.

WHEREAS, Anderson County, South Carolina (the County ) is a body corporate and politic and a political subdivision of the State of South Carolina, and as such possesses all general powers granted to counties; WHEREAS, the County is authorized to acquire and lease property by means of lease- purchase arrangements and such arrangements do not constitute debt within the meaning of the limitation set forth at Article X, Section 14, paragraph (7)(a) of the Constitution of the State of South Carolina, 1895, as amended, and shall constitute only a current expense of the County in each fiscal year; WHEREAS, lease-purchase arrangements excluding real property and improvements and fixtures thereon do not constitute financing agreements for the purposes of Section 11-27- 110 of the Code of Laws of South Carolina 1976, as amended, such that the amount financed would be taken into account for the purposes of determining the legality of the transaction and the amount financed; WHEREAS, the County Council of Anderson County, the governing body of the County (the County Council ), has determined that the need exists at the present time to acquire various vehicles, equipment, and personal property, all as set forth at Exhibit A attached hereto (collectively, the Equipment ). The total cost of the Equipment is estimated to be approximately 5,300,000; WHEREAS, the Equipment is essential to the operations of the County; WHEREAS, the Equipment shall be acquired by and titled in the name of the County; WHEREAS, the County Council has determined that it would be in the best interests of the County to acquire the Equipment pursuant to a lease-purchase financing; and WHEREAS, the financing of the Equipment shall be in an amount not to exceed 5,400,000. NOW, THEREFORE, BE IT ORDAINED, by the County Council as follows: Section 1 Authorization for Lease Purchase Financing, Ratification of Prior Action The County hereby determines to finance the acquisition of the Equipment through and pursuant to the terms of a lease purchase arrangement (the Financing ) in accordance with the terms and conditions of this ordinance (this Ordinance ). The County hereby ratifies and approves the actions previously taken by the County Administrator of the County (the County Administrator ) and the Central Administrative Services Director/Purchasing Manager of the County to seek bids for the Financing from financial institutions and award the Financing, on a preliminary basis, to the lessor offering the most advantageous terms to the County in the discretion of the County Administrator (the Approved Lender ). County Council hereby approves 1 as the Approved Lender. Section 2 Certain Delegations to the County Administrator The County Council hereby delegates to the County Administrator the authority to determine: (a) whether to separate the Financing into multiple transactions, (b) whether to undertake any portion of the Financing on a tax-exempt basis, (c) the amount of the Financing, including any costs of issuance associated therewith, not to exceed 5,400,000 in the aggregate (the Lease Amount ), (d) the final Lease Amount, term, closing date, and other material terms for the Financing not inconsistent with this Ordinance, (e) whether to covenant to include all Lease Payments (as defined below) due in a subject fiscal year in the corresponding proposed annual budget of the County for first reading, (f) whether to covenant to provide notice to the Approved Lender in a timely manner in the event County Council determines not to include all amounts due and owing on the Lease Amount (the Lease Payments ) in the budget for a subject fiscal year, (g) under what terms to authorize the possession or transfer of the Equipment to the Approved Lender and to memorialize such terms in the Financing Documents (as defined below), and (h) under what circumstances to allow an assignment from the Approved Lender to a successor institution, provided that in no event shall such assignment result in increased Lease Payments. Section 3 Execution and Implementation of Financing Documents All financing contracts and all related documents for the closing of the Financing (the Financing Documents ) shall be consistent with the terms provided herein. Without further authorization, the County Administrator is hereby authorized, empowered, and directed to execute, acknowledge, and deliver the Financing Documents to the Approved Purchaser in the name of and on behalf of the County. The County Administrator is hereby directed and authorized to hold executed copies of the Financing Documents until the conditions for delivery of the Financing Documents have been completed to his satisfaction. The Financing Documents shall be in such final form as the County Administrator shall approve, with the County Administrator's release of any Financing Document for delivery constituting conclusive evidence of such officer's final approval of the final form of any of the Financing Documents. The Chairman of County Council, the Central Administrative Services Director/Purchasing Manager of the County, the Finance Manager of the County, and the Clerk

Tagged Passions:rfp, RFP, grant, ordinance, equipment, finance, council, leasing, budget, taxes, Taxes, contract, subdivision, services, events, purchasing, property, administrator, and manager

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To be named on or before third reading after receipt of bids.

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to County Council are severally authorized execute, acknowledge, and deliver such documents, and to take all such further action, as the County Administrator may consider necessary or desirable, upon advice of counsel, to carry out the Financing as contemplated by the provisions of this Ordinance. The Clerk to County Council is authorized to affix the seal of the County to any of the Financing Documents and attest thereto.

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Section 4 Current Expense of the County, Subject to Non-Appropriation

Lease Payments shall be payable from an appropriation for each fiscal year and shall constitute a current expense of the County. Lease Payments required under the Financing Documents shall be and are subject to the availability and appropriation of funds in subsequent fiscal years. The Financing Documents shall include a statement to this effect. Section 5 Tax Covenants For any portion of the Financing which the County Administrator determines to undertake on a federally tax-exempt basis, the County Administrator may covenant on behalf of the County that the County shall not take or omit to take any action the taking or omission of which shall cause its interest payments on the Financing to be includable in the gross income for federal tax purposes of the registered owners of the Financing.
Tagged Passions:funding, leasing, taxes, Taxes, and administrator

Section 6 Costs and Expenses

The County understands that certain costs of issuance are associated with the Financing and the County agrees that all such costs will be timely paid upon the closing of the Financing Documents and may be included in the Lease Amount. Section 7 General Repealer; Severability All prior actions of County officers in furtherance of the purposes of this Ordinance are hereby ratified, approved and confirmed. All resolutions or ordinances (or parts thereof) in conflict with this Ordinance are hereby repealed, to the extent of the conflict. To the extent any portion of this Ordinance is declared to be invalid or unenforceable by a court of competent jurisdiction, such invalid or unenforceable portions are hereby declared to be severable and the remaining portions shall continue in full force and effect. Section 8 Effective Date
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This Ordinance shall become effective immediately upon third reading by County Council.

No additional detail provided

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ORDAINED in meeting duly assembled this_ day of ____ , 2018.

ATTEST: ANDERSON COUNTY COUNCIL Rusty Burns Tommy Dunn, Chairman Anderson County Administrator
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Lacey Croegaert Anderson County Clerk to Council

Approved as to form: Leon C. Harmon Anderson County Attorney
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First Reading: August 7, 2018 Second Reading: Public Hearing: Third Reading:

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EXHIBIT A

No additional detail provided

Description of Vehicles, Equipment, and Personal Property

QUANTITY DEPARTMENT DESCRIPTION AMOUNT 55 Sheriff Vehicles Plus Upfitting 2,750,000 20 Roads Bridges Pickup Trucks 800,000 4 Roads Bridges Tractors 400,000 2 Roads Bridges Dump Trucks 240,000 1 Roads Bridges Paver 160,000 2 Roads Bridges Skidsteers 130,000 Roads Bridges Mowing Equipment 90,000 12 Other County Departments Vehicles 400,000 4 Other County Departments Mowers 60,000 Other County Departments Various Vehicles Equipment 215,000 1 HAZMAT Chassis 55 000
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Total borrowing 5 300 000

A-1

STATE OF SOUTH CAROLINA

COUNTY OF ANDERSON

) ) ) ORDINANCE 2018-028
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AN ORDINANCE AUTHORIZING THE ADDITION OF BAIL TUCK, LLC AS A SPONSOR AFFILIATE TO THAT CERTAIN FEE AGREEMENT, DATED AS OF

No additional detail provided

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DECEMBER 1, 2012, BETWEEN ANDERSON COUNTY, SOUTH CAROLINA AND SARGENT METAL FABRICATORS, INC.; AND OTHER MATTERS RELATING TO

THE FOREGOING. WHEREAS, Anderson County, South Carolina (the County ), acting by and through its County Council (the County Council ) is authorized and empowered under and pursuant to the provisions of the Code of Laws of the State of South Carolina, 1976, as amended (the Code ), including, without limitation, Titles 4 and 12, including, particularly, Chapter 44 of Title 12 of the Code (collectively, the Act ), and the case law of the Courts of the State of South Carolina, to offer and provide certain privileges, benefits, and incentives to prospective developers as inducements for economic development within the County; to acquire, or cause to be acquired, properties (which such properties constitute projects as defined in the Act) and to enter into agreements with any business to construct, operate, maintain and improve such projects; to enter into or allow financing agreements with respect to such projects; and, to accept any grants for such projects through which powers the industrial and business development of the State of South Carolina will be promoted and trade developed by inducing manufacturing and commercial enterprises to locate and remain in the State of South Carolina and thus utilize and employ the manpower, agricultural products and natural resources of the State and benefit the general public welfare of the County by providing services, employment, recreation, tourism or other public benefits not otherwise provided locally; and WHEREAS, the County is authorized by Article VIII, Section 13 of the South Carolina Constitution and Section 4-1-170 of the Code (the Joint-County Industrial and Business Park Act ), to enter into agreements with one or more contiguous counties for the creation and operation of one or more joint-county industrial and business parks; and WHEREAS, Sargent Metal Fabricators, Inc. (the Company ), a South Carolina corporation, duly authorized to do business in South Carolina, and, in fact already doing business in the County, having already invested in excess of 7,000,000 in manufacturing property in the County and having gone from approximately 50 employees in 2003 to approximately 100 employees in Anderson County in 2011, entered into a new Fee in Lieu of Tax Agreement with the County, dated as of December 1, 2012 (the Fee Agreement ), for a Project involving the investment of at least an additional Two Million Five Hundred Dollars ( 2,500,000) in Anderson County and the creation of at least twenty (20) new full-time jobs in Anderson County; and WHEREAS, the Act allows the addition of Sponsor Affiliates to fee in lieu of tax agreements, to join in the authorized investment and job creation for the Projects, and Bailtuck LLC, a South Carolina limited liability company desires to be added to the Fee Agreement as a Sponsor Affiliate, to participate in the investment and job creation of the Project with the Company, and the Company likewise desires for Bailtuck, LLC to become a Sponsor Affiliate under the Fee Agreement, pursuant to the Act; and WHEREAS, Bailtuck, LLC is already a party to a previous fee in lieu of tax agreement between the Company and the County and therefore well known to the County as being closely affiliated with the Company and therefore a likely Sponsor Affiliate under the Fee Agreement; and WHEREAS, the County desires to add Bailtuck, LLC to the Fee Agreement as a Sponsor Affiliate, to invest in the Project and create additional jobs in the County, all in accordance with and pursuant to the Act, and has had created a Joinder Agreement, attached hereto as Attachment A, for that purpose: NOW, THEREFORE, BE IT ORDAINED by Anderson County, South Carolina, as follows: Section 1. As contemplated by the Act and based on the representations of the Company as recited herein, it is hereby found, determined and declared by the County Council, as follows:
Tagged Passions:grant, business, council, legal, economic development, agriculture, taxes, Taxes, development, industrial, tourism, services, employment, parks, Development, property, investment, commercial, trade, Fee-in-lieu, incentive, jobs, court, job creation, and recreation

(a) The Project will constitute a project as said term is referred to and defined in the Act, and will sub serve the purposes and in all respects conform to the provisions and requirements of the Act;

(b) It is anticipated that the Project will benefit the general public welfare of the County by providing employment, services, recreation and other public benefits not otherwise provided locally;

(c) Neither the Project, nor any documents or agreements entered into by the County in connection therewith will constitute or give rise to any pecuniary liability of the County or a charge against its general credit or taxing power; (d) The purposes to be accomplished by the Project, i.e., economic development, creation or retention of jobs, and addition to the tax base of the County, are proper governmental and public purposes; (e) The benefits of the Project to the public are greater than the costs to the public; (f) The Fee Agreement will require the Company, and Bailtuck, LLC, as Sponsor

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Affiliate, to make fee-in-lieu of tax payments in accordance with the provisions of the Act; and

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(g) The fee-in-lieu-of-tax payments referred to in item (f) above shall be calculated as specified in Section 5.01 of the Fee Agreement.

Section 2. Bail tuck, LLC is hereby authorized to become a Sponsor Affiliate under the Fee Agreement through and pursuant to the Act, by and through execution, along with the Company and the County, of the Joinder Agreement attached hereto as Attachment A and hereby incorporated herein by reference as fully as if set forth verbatim herein. The Chairman of County
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1833504v2 Ordinance 20 18-028

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Council and the County Administrator are hereby authorized and directed to execute and deliver the Joinder Agreement to Bailtuck, LLC and the Company for their subsequent execution. Attachment A is to be in the same form as attached hereto, or with such minor revisions thereto as are not inconsistent herewith nor materially adverse to the County.

Section 3. All other terms and provisions of the Fee Agreement not explicitly modified or amended hereby remain in full force and effect. The sole purpose of this ordinance is to add Bailtuck, LLC to the existing Fee Agreement, with the consent of the Company and the County.
Tagged Passions:ordinance, council, and administrator

Section 4. The Chairman of County Council, the County Administrator, and the Clerk to the County Council, for and on behalf of the County, are hereby each authorized and directed to do any and all things necessary or proper to effect the execution and delivery of the Joinder Agreement, and the performance of all obligations of the County under and pursuant to the Joinder Agreement.

Tagged Passions:council, performance, and administrator

Section 5. The Chairman of County Council, the County Administrator, and the Clerk to the County Council, and any other proper officer of the County, be and each of them is hereby authorized and directed to execute and deliver any and all documents and instruments and to do and to cause to be done any and all acts and things necessary or proper for carrying out the transactions contemplated by this Ordinance.

Tagged Passions:ordinance, council, and administrator

Section 6. The provisions of this Ordinance are hereby declared to be separable and if any section, phrase, or provision shall for any reason be declared by a court of competent jurisdiction to be invalid or unenforceable, such declaration shall not affect the validity of the remainder of the sections, phrases, and provisions hereunder.

Section 7. All orders, resolutions, ordinances, and parts thereof in conflict herewith are, to the extent of such conflict only, hereby repealed and this Ordinance shall take effect and be in full force from and after its passage and approval.
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1833504v2 Ordinance 201 8-028

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[REMAINDER OF PAGE LEFT BLANK INTENTIONALLY]

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Done in meeting duly assembled this_ day of ____ , 2018.

ATTEST:

Rusty Bums Anderson County Administrator

Lacey Croegaert Clerk to Council APPROVED AS TO FORM: Leon C. Harmon Anderson County Attorney
Tagged Passions:council, legal, and administrator

First Reading: August 7, 2018 Second Reading: Third Reading: Public Hearing:

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1833504v2 Ordinance 201 8-028

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Tommy Dunn, Chairman Anderson County Council

ATTACHMENT A

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FORM OF JOINDER AGREEMENT

Reference is hereby made to the Fee in Lieu of Tax Agreement, effective as of December 1, 2012 ( Fee Agreement ), between Anderson County, South Carolina ( County ) and Sargent Metal Fabricators, Inc. ( Company ) .
Tagged Passions:taxes, Taxes, Fee-in-lieu, and incentive

1.
Joinder to Fee Agreement.

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Bailtuck LLC hereby (a) joins as a party to, and agrees to be bound by and subject to all of the terms and conditions of, the Fee Agreement except the following: [None]; (b) acknowledges and agrees that (i) in accordance with the Act, the undersigned has been designated as a sponsor affiliate by the Company for purposes of the Project and that designation has been consented to by the County according to the Act (as defined in the Fee Agreement); (ii) the undersigned qualifies or will qualify as a sponsor affiliate under the Fee Agreement and Section 12-44-30(20) and Section 12-44-130 of the Act; and (iii) the undersigned has all of the rights and obligations of the Company as set forth in the Fee Agreement. The Company, by execution hereof, requests and consents to the addition of Bailtuck, LLC to the Fee Agreement as a sponsor affiliate under the Act.

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2.
Capitalized Terms.

Each capitalized term used, but not defined, in this Joinder Agreement has the meaning of that term set forth in the Fee Agreement.

3.
Governing Law.

This Joinder Agreement is governed by and construed according to the laws, without regard to principles of choice of law, of the State of South Carolina.

4.
Notice. Notices under Section 12.03 of the Fee Agreement shall be sent to:

Bailtuck LLC Attn: Mr. Tim Hayden 5500 Airport Road Anderson, South Carolina 29621 IN WITNESS WHEREOF, the undersigned has executed this Joinder Agreement to be effective as of the date set forth below. Date

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1833504v2 Ordinance 2018 028

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Name of Entity : Bail tuck LLC By: Its:

AND THE COMPANY has requested and agreed to the addition of Bail tuck, LLC to the Fee Agreement as a Sponsor Affiliate. Date

1833504v2 Ordinance 201 8-028

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Name of Entity: Sargent Metal Fabricators, Inc. By: Its:

ORDINANCE NO. 2018-032 AN ORDINANCE TO RETURN REAL PROPERTY LOCATED ON PEARMAN DAIRY ROAD (TMS NO. 095-00-09-012) TO ATLANTA BAKING COMPANY, INC. WHICH WAS DEEDED TO ANDERSON COUNTY BY ATLANTA BAKING COMPANY, INC. ON SEPTEMBER 21, 1981, TO FACILITATE AN INDUSTRIAL DEVELOPMENT
Tagged Passions:ordinance, streets, development, industrial, Development, and property

REVENUE BOND PROJECT; AND OTHER MATTERS RELATED THERETO.

WHEREAS, Atlanta Baking Company, Inc. deeded property located on Pearman Dairy Road (TMS No. 095-00-09-012) to Anderson County on September 21, 1981 by Warranty Deed recorded in Book 19Q, Page 813; WHEREAS, theW arranty Deed to Anderson County and Installment Purchase Agreement between Anderson County, South Carolina and Atlanta Baking Company, Inc. dated as of September 21, 1981 (recorded in Book 19-Q, Page 814) related to an Industrial Development Revenue Bond Project; WHEREAS, this Industrial Development Revenue Bond Project is no longer shown on the conduit debt list maintained by the Anderson County Finance Department; WHEREAS, Atlanta Baking Company, Inc. has paid taxes on the property with TMS No. 095-00-09-012; WHEREAS, Atlanta Baking Company has requested that Anderson County deed the property with TMS No.: 095-00-09-012 back to Atlanta Baking Company, Inc.; and WHEREAS, Anderson County is authorized under Title 4 of the Code of Laws of South Carolina, as amended, to leave, sell or otherwise dispose of real and personal property. NOW, THEREFORE, be it ordained by the Anderson County Council in meeting duly assembled that:

Tagged Passions:finance, council, streets, taxes, Taxes, development, industrial, bond, purchasing, Development, and property

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The Anderson County Council hereby approves the return of the real property identified by Tax Map No.: 095-00-09-012 to Atlanta Baking Company, Inc., the purpose for which it was deeded to Anderson County, South Carolina to facilitate an Industrial Development Revenue Bond project having been completed. The County Administrator is hereby authorized, empowered, and directed to execute, acknowledge, and deliver all documents in the name of and on behalf of Anderson County, South Carolina to carry out the transactions contemplated by this Ordinance.

Tagged Passions:ordinance, council, taxes, Taxes, development, industrial, bond, Development, property, and administrator

2.
All Ordinances, Orders, Resolutions, and actions of Anderson County Council inconsistent herewith are, to the extent of such inconsistency only, hereby repealed, revoked, and rescinded.

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3.
Should any part or provision of this Ordinance be deemed unconstitutional or unenforceable by a Court of competent jurisdiction, such determination shall not affect the rest and remainder of this Ordinance, all of which is hereby deemed separable.

No additional detail provided

Tagged Passions:ordinance, legal, and court

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This Ordinance shall take effect and be in full force upon the third reading and enactment of by Anderson County Council.

ORDAINED in meeting duly assembled this ____ day of ____ , 2018. ATTEST:

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Rusty Burns Anderson County Administrator

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