Loading...
CM-2014-536 - 9/29/2014City of Round Rock ROnNOROCK Texns Agenda Item Summary Agenda Number: Title: Consider execution of an Easement Purchase Contract with Nelson Homestead Family Partnership, Ltd. for the acquisition of certain property interests required for the construction of the City's proposed Water Reuse (Phase 6) pipeline project, and take other appropriate action. Type: City Manager Item Governing Body: City Council Agenda Date: 9/26/2014 Dept Director: Steve Sheets Cost: $44,101.00 Indexes: Attachments: 00311660.PDF, 00311714.PDF Department: Legal Department Text of Legislative File CM -2014-536 Consider execution of an Easement Purchase Contract with Nelson Homestead Family Partnership, Ltd. for the acquisition of certain property interests required for the construction of the City's proposed Water Reuse (Phase 6) pipeline project, and take other appropriate action. Staff recommends approval. CltyofRounCR—k Paget Ptlnted on =014 LEGAL DEPARTMENT APPROVAL FOR CITY COUNCIL/CITY MANAGER ACTION Required for Submission of ALL City Council and City Manager Items Department Name: Legal Project Mgr/Resource: Don Childs r—Icouncil Action: ORDINANCE Fxx-J City Manager Approval Project Name: Water Reuse System Contractor/Vendor: Nelson Homestead Family Padnership, Ltd 42mal101folki CMA Wording Consider execution of an Easement Purchase Contract with Nelson Homestead Family Partnership, Ltd. for the acquisition of certain property interests required for the construction of the City's proposed Water Reuse (Phase 6) pipeline project, and take other appropriate action. Attorney Approval ©Attorney �ti.. Date O:\wdox\SCClnts\0199\7171-NELSON\MISC\00311714.XLS Updated 6/3/08 EASEMENT PURCHASE CONTRACT Water Reuse System Phase 6 THIS EASEMENT PURCHASE CONTRACT (this "Contract') is entered into this day of. p 2014, by and between NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD., a�Texas limited partnership ("Seller"), and CITY OF ROUND ROCK, TEXAS (`Buyer"), who, in consideration of the mutual covenants and benefits of this Contract, and other good and valuable consideration, the receipt and sufficiency of which Seller and Buyer each acknowledge, agree as follows: ARTICLE PURCHASE OF EASEMENT 1.1 Identification of Property. Seller is the owner of the real property located in Williamson County, Texas, which is depicted on Exhibit "A" attached hereto and incorporated herein by reference and consisting of approximately 0.793 acre, more or less, for a permanent water reuse utility easement, and approximately 1.187 acres, more or less, for a related temporary construction easement interest (the "Utility Easement Tracts"). The Utility Easement Tracts are sometimes referred to in this Contract as the "Easement Tracts" or the "Property". 1.2 Purchase Price. As used in this Contract, the term "Purchase Price" means the sum of FORTY FOUR THOUSAND ONE HUNDRED ONE AND NO/100 DOLLARS ($44,101.00) 1.3 Purchase and Sale Agreement. For the Purchase Price and in accordance with the terms and provisions of this Contract, Seller agrees to sell and convey, and Buyer agrees to purchase and pay for, easement estates in and to the Easement Tracts for the purposes described in Section 1.1 above (individually an `Basement' and collectively, the "Easements"). 1.4 Eminent Domain. Seller and Buyer agree that the Easements are being sold and conveyed to the City under the imminence of condemnation, as that term is used in the Internal Revenue Code, Title 26, United States Code. 1.5 Earnest Monev. Within ten (10) Business Days after the Effective Date (as defined below) of this Contract, Buyer shall deposit with Texas American Title Company, 715 Discovery Blvd., Suite 205, Cedar Park, Texas 78613, Attn: Julia Bechara (the "Title Company"), as "Earnest Money" (herein so called), the full amount of the Purchase Price. The Earnest Money shall be held in an interest-bearing, federally -insured account, and all accrued interest thereon shall become a part of the Earnest Money. The Earnest Money shall be credited against the Purchase Price at the Closing. 00311492. DOC C lh-ZLI H- 53o ARTICLE II FEASIBILITY REVIEW 2.1 Feasibility Period. As used in this Contract, the term "Feasibility Period" means the period of time from the Effective Date to and through day of "Closing" (hereinafter defined). 2.2 Buyer Termination Right. Notwithstanding any provision in this Contract to the contrary, should Buyer determine, in Buyer's sole and absolute discretion, that either of the Easement Tracts is not satisfactory to Buyer for any reason or that any matters relating to or arising out of the transactions evidenced by this Contract are not acceptable to Buyer for any reason, then Buyer may terminate this Contract by delivering written notice of such termination to Seller on or before the expiration of the Feasibility Period, in which event the Earnest Money shall be refunded to Buyer and neither party shall have any further rights or obligations under this Contract. ARTICLE III CLOSING 3.1 Closing. The Closing of the transactions contemplated under this Contract ("Closing") shall occur on or before October 31, 2014, time being strictly of the essence hereunder. Closing shall occur in the offices of the Title Company. 3.2 Taxes; Proration. (a) Easement Tracts. Real estate taxes relating to the Easement Tracts will not be prorated. Seller will remain responsible for all real estate taxes relating to the Easement Tracts and Buyer will have no obligation to pay any portion of those real estate taxes. (b) Survival. This Section 3.2 shall survive Closing. 3.3 Closing Costs. Each party will pay its own attorneys' fees, but otherwise, all Closing costs will be paid by Buyer. 3.4 Seller's Obligations At Closing. At Closing, Seller, at Seller's sole cost and expense, shall take the following actions and/or deliver, or cause to be delivered, to Buyer the following: (a) Seller Documents. At Closing, Seller shall execute and deliver to the Title Company, for recording in the Official Public Records of Williamson County, Texas, that certain Water Reuse Utility Easement (the "Utility Easement Agreement"), fully executed and acknowledged by Seller, conveying to the City of Round Rock, Texas, an easement estate in and to the Utility Easement Tracts, subject only to title exceptions in existence on the Effective Date of this Contract or otherwise consented to by the City of Round Rock, Texas. The Utility Easement Agreement shall be substantially in the form attached to this Contract as Exhibit `B" and incorporated herein by reference, with all blanks therein completed as necessary and with all exhibits attached thereto as necessary. The terms and conditions of the Easement Agreements may be modified and/or supplemented only upon and with the written agreement of Seller and Buyer prior to Closing, which will not be unreasonably withheld or unduly delayed. (b) Other Instruments. Seller shall execute and deliver such other documents as are customarily executed in Texas in connection with the conveyance of real property, including all reasonably required closing statements, releases, affidavits, evidences of authority to execute the documents, and any other instruments contemplated in this Contract or that may be reasonably required by the Title Company. (c) Possession. Seller shall deliver possession of the Easements to Buyer at Closing, free and clear of all parties or tenants in possession other than the tenancy under an agricultural lease by and between Seller, as Lessor, and James A. Davidson, Jr. and Dennis L. Davidson DBA Davidson Brothers, as Lessee, which tenancy shall be a Permitted Exception only to the extent described or allowed in the Utility Easement Agreement. (d) Tax Certificate. Seller agrees to cause the Title Company to famish a tax certificate evidencing the payment of all ad valorem taxes on the Property for the prior tax year and the year of Closing if the taxes are then due and payable. (e) Foreign Investment In Real Property Tax Act Requirements. Seller and Buyer agree to comply with all requirements of the Foreign Investment In Real Property Tax Act, as amended, and applicable IRS Regulations ("FIRPTA"). If Seller is not a "foreign person" as defined in FIRPTA, this requirement includes the delivery of a Certificate at Closing verifying that Seller is not a foreign person. If Seller is a foreign person or if Seller fails to deliver the required Certificate, Seller acknowledges that a portion of the Purchase Price that would otherwise be paid to Seller at the Closing must be withheld in order to comply with the FIRPTA requirements. The amount required to be withheld shall be paid to a mutually acceptable third party escrow agent for delivery to the Internal Revenue Service, along with the appropriate FIRPTA reporting forms, copies of which shall be provided to Seller and Buyer. If Seller and Buyer do not designate an escrow agent for such purpose prior to the Closing, the Title Company is authorized to act as such escrow agent. All costs and expenses relating to the withholding and payment of such funds to the Internal Revenue Service shall be paid by Seller. 3.5 Buyer's Obligations At Closing. At the Closing, Buyer, at Buyer's sole cost and expense, shall take the following actions and/or deliver or cause to be delivered, to the Title Company, the following: (a) Payment of Purchase Price. Buyer shall pay the Purchase Price in cash or other immediately available funds, subject to any adjustments for prorations and other credits provided for in this Contract; and (b) Title Policy. Buyer shall cause the Title Company to issue and deliver to the City of Round Rock, Texas an Owner Policy of Title Insurance in the full amount of the Purchase Price, insuring Buyer's easement interests in and to the Property, and subject only to the title exceptions referenced in Section 3.4(a) above, as applicable, and the Title Company's standard printed exceptions. (c) Buyer Documents. At Closing, Buyer shall deliver to the Title Company, for recording in the Official Public Records of Williamson County, Texas, the Utility Easement Agreement, fully executed and acknowledged by Buyer. (d) Other Instruments. Buyer shall execute and deliver such other documents as are customarily executed in Texas in connection with the acquisition of real property for cash, including all required closing statements, affidavits, evidences of authority to execute the documents, and any other instruments contemplated in this Contract or that may be required by the Title Company. 3.6 Closing Contingency. The obligations of Seller and Buyer to close the transaction under this Contract are conditioned and contingent upon the Seller and Buyer joining in the execution and delivery of the Utility Easement Agreement and any other instruments required hereunder. If for any reason, the Seller or Buyer fails or refuses to join in such execution, then the other party may terminate this Contract, in which event the Earnest Money shall be returned to Buyer and thereafter neither party will have any further rights, remedies or obligations under this Contract. ARTICLE IV DEFAULTS AND REMEDIES 4.1 Buyer's Default and Seller's Remedies. Buyer shall be deemed to be in default under this Contract on the occurrence of any one or more of the following events (each, a "Buyer Default"): (a) Buyer fails or refuses to perform any one or more of Buyer's obligations at Closing, or fails or refuses to deliver the Earnest Money when required hereunder, for any reason other than a Seller Default or termination by Buyer under some provision of this Contract, or (b) Buyer fails to meet, comply with, or perform any other covenant, agreement, or obligation set forth in or arising under this Contract (a "Buyer Breach") and Buyer fails to cure such Buyer Breach within ten (10) days after Seller gives Buyer written notice of such Buyer Breach. If a Buyer Default occurs and is continuing, Seller, as Seller's sole and exclusive remedy for such default, shall be entitled to terminate this Contract by written notice delivered to Buyer on or before the date of Closing (provided that Buyer shall remain liable for satisfaction of any post -termination obligations). 4.2 Seller's Default and Buyer's Remedies. Seller shall be deemed to be in default under this Contract on the occurrence of any one or more of the following events (each, a "Seller Default"): (a) Seller fails or refuses to perform any one or more of Seller's obligations at Closing, for any reason other than a Buyer Default or termination by Seller under some provision of this Contract, or (b) Seller fails to meet, comply with, or perform any other covenant, agreement, or obligation set forth in or arising under this Contract or any of Seller's warranties or representations set forth in this Contract is determined to have been untrue in any material respect when made (a "Seller Breach") and Seller fails to cure such Seller Breach within ten (10) days after Buyer gives Seller notice of such Seller Breach. If a Seller Default occurs and is continuing, Buyer, as Buyer's sole and exclusive remedy for such default, shall be entitled to either: (i) terminate this Contract by written notice delivered to Seller on or before the date of Closing; (ii) enforce specific performance of this Contract against Seller; or (iii) waive, prior to or at Closing, as applicable, the applicable objection or condition and proceed to close the transaction contemplated hereby in accordance with the remaining terms hereof. Upon Buyer's election to terminate the Contract for a Seller Default as provided in this Section 4.2, all Earnest Money shall be promptly returned to Buyer. 4.3 Attorney's Fees. If either party to this Contract defaults in the performance required hereunder, and the non -defaulting party employs an attorney to enforce the terms hereof, such non -defaulting party shall be entitled to reasonable attorney's fees from the defaulting party if such non -defaulting party prevails in any litigation to enforce this Contract. ARTICLE V BROKERS 5.1 Indemnity. SELLER AND BUYER EACH WARRANT AND REPRESENT TO THE OTHER THAT NEITHER OF THEM HAS DEALT WITH ANY AGENT OR BROKER IN CONNECTION WITH THE SALE AND PURCHASE OF THE EASEMENTS, AND SELLER AND BUYER EACH AGREE, TO THE EXTENT ALLOWED BY APPLICABLE LAW, TO INDEMNIFY AND HOLD THE OTHER PARTY HARMLESS FROM ANY LOSS, LIABILITY, OR EXPENSE SUFFERED BY THE OTHER PARTY BY REASON OF A BREACH OF SUCH WARRANTY AND REPRESENTATION. 5.2 Acknowledgment. The parties hereby acknowledge that John C. Nelson, a principal in this transaction by virtue of ownership (directly or indirectly) of one or more partnership interests in Seller, is also a licensed Texas real estate broker. ARTICLE VI SPECIAL PROVISIONS 6.1 Takings. Seller agrees to give Buyer prompt notice of any condemnation or similar proceeding instituted against the Property after the Effective Date. With respect to any such condemnation or other proposed taking of any portion of the Property during the term hereof, Seller shall have the following options: (a) require that Seller and Buyer amend this Contract to exclude the portion of the Property taken or dedicated or to be taken or dedicated (whether or not such taking or dedication occurs prior to Closing), and keep the proceeds therefrom for itself, or (b) proceed with Closing, in which event such conveyance will occur subject to the pending condemnation or dedication and Buyer shall assume all responsibility for finalizing such condemnation or dedication and shall be entitled to the proceeds therefrom. It is the intent of the parties that, in all events, Seller shall receive not less than the portion of the Purchase Price attributable to any portion of the Property that is taken or dedicated. Notwithstanding the preceding provisions, in the event of a taking of any portion of the Property, Buyer may terminate this Contract by written notice to Seller delivered on or before the earlier of thirty (30) days after Seller notifies Buyer of the proposed taking or the date of Closing hereunder, in which event both parties shall be released from all further obligations under this Contract and Buyer shall be refunded the Earnest Money promptly. 6.2 Contract Subject to Member Approval. Seller's acceptance of this Contract is conditioned on approval of the Contract by all members of the general partner of Seller ("Member Approval"). If Seller delivers notice to Buyer within fifteen (15) days after the date of this Contract that Seller has been unable to obtain the required Member Approval, this Contract will automatically terminate and be of no further force and effect, whereupon the Earnest Money shall be returned to Buyer promptly. If Seller does not deliver such notice within such 15 -day period, the Member Approval condition shall be deemed waived. 6.3 Warranty Disclaimers. SELLER HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTEES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, CONCERNING OR WITH RESPECT TO: (1) THE NATURE, QUALITY OR CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY, (2) THE SUITABILITY OF THE PROPERTY FOR ANY AND ALL ACTIVITIES AND USES WHICH THE CITY OF ROUND ROCK, TEXAS MAY CONDUCT THEREON, (3) THE COMPLIANCE OF OR BY THE PROPERTY OR ITS OPERATION WITH ANY LAWS, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY, (4) THE HABITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY, (5) THE PRESENCE OF ANY ENDANGERED OR THREATENED SPECIES OR ENVIRONMENTAL FEATURES ON THE PROPERTY, AS WELL AS THE SUITABILITY OF THE PROPERTY AS HABITAT FOR ANY OF THOSE SPECIES, (6) THE AVAILABILITY OF UTILITY SERVICE TO THE PROPERTY, OR (7) ANY OTHER MATTER WITH RESPECT TO THE PROPERTY AND EASEMENTS. BUYER AGREES THAT THE EASEMENTS ARE TO BE CONVEYED TO AND ACCEPTED BY THE CITY OF ROUND ROCK, TEXAS AT CLOSING, AS IS, WHERE IS, AND WITH ALL FAULTS, IF ANY. BUYER ACKNOWLEDGES THAT INCLUSION OF THE FOREGOING DISCLAIMERS AND AS -IS LANGUAGE IS AN ESSENTIAL ELEMENT OF THIS CONTRACT AND A MATERIAL PART OF THE CONSIDERATION FOR SELLER, WITHOUT WHICH SELLER WOULD NOT ENTER INTO THIS CONTRACT. ARTICLE VII MISCELLANEOUS PROVISIONS 7.1 Notice. All notices, demands and requests which may be given or which are required to be given by either party to the other, and any exercise of a right of termination provided by this Contract, shall be in writing and shall be deemed effective when: (i) personally delivered to the intended recipient, (ii) sent, by certified or registered mail, return receipt requested, addressed to the intended recipient at the address specified below; (iii) delivered in person to the address set forth below for the party to whom the notice was given; (iv) deposited into the custody of a recognized overnight delivery service such as Federal Express, Emery, or Lone Star Overnight, addressed to such party at the address specified below; or (v) sent by facsimile, telegram or telex during normal business hours (if not sent during normal business hours, then such notice, demand, or request shall be deemed effective, as to its transmission by facsimile, telegram, or telex, on the next Business Day), provided that receipt for such facsimile, telegram or telex is verified by the sender and followed by a notice sent in accordance with one of the other provisions set forth above. For purposes of this Section 7.1, the addresses of the parties for all notices are as follows (unless changed by similar notice in writing given by the particular person whose address is to be changed): If to Buyer: City of Round Rock, Texas Attn: City Manager 221 East Main Street Round Rock, Texas Phone: Fax: with copy to: Sheets & Crossfield, P.C. Attn: Steven Sheets 301 East Main Street Round Rock, Texas 78664 Phone: 512.255-8877 Fax: 512.255-8986 If to Seller: Nelson Homestead Family Partnership, Ltd. Attn: John C. Nelson 3404 Glenview Avenue Austin, Texas 78703 Phone: 512.467.9686 Fax: 512.467.8558 with copy to: Christopher K. Bell, Esq. 806 West 10ih Street, Suite B Austin, Texas 78701 Phone: 512.320.4545 Fax: 512.369.8315 7.2 Assignment of Contract. This Contract may not be assigned by Buyer without the consent of Seller, which consent may be withheld or granted in Seller's sole and absolute discretion. 7.3 Survival of Covenants. Except as otherwise expressly provided herein, the representations, warranties, covenants, and agreements of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following Closing shall survive Closing for a period of one (1) year and shall not be merged therein. 7.4 Texas Law to Apply. THIS CONTRACT SHALL BE CONSTRUED UNDER AND IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, AND ALL OBLIGATIONS OF THE PARTIES CREATED BY THE CONTRACT ARE PERFORMABLE IN THE COUNTY IN WHICH THE PROPERTY IS LOCATED. 7.5 Parties Bound. This Contract shall be binding upon and inure to the benefit of the parties to this Contract and their respective heirs, executors, administrators, personal representatives, legal representatives, successors and assigns. 7.6 Legal Construction. In case any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of the Contract, and this Contract shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in the Contract. 7.7 Prior Agreements Superseded. This Contract constitutes the sole and only agreement of the parties to the Contract concerning the purchase of the Easements, and supersedes any prior understandings or written or oral agreements between the parties or any affiliate of the parties concerning the purchase of the Easements. 7.8 Time of Essence. Time is of the essence with respect to this Contract and the performance of all obligations contained herein. 7.9 Gender. Words of any gender used in this Contract shall be held and construed to include any other gender, and words in the singular number shall be held to include the plural, and vice versa, unless the context requires otherwise. 7. 10 Multiple Counterparts. This Contract may be executed in a number of identical counterparts which, taken together, shall constitute collectively one (1) agreement, but in making proof of this Contract, it shall not be necessary to produce or account for more than one such counterpart. 7.11 Days and Deadlines. The term "Effective Date" means the date on which this Contract is executed by the Buyer, which is indicated beneath the Mayor's signature below. As used in this Contract, "days" shall mean and refer to calendar days. However, if a deadline falls or notice is required on a Saturday, Sunday, or a legal banking holiday, then the deadline or notice shall be extended to the next calendar day which is not a Saturday, Sunday, or a legal banking holiday. The term "Business Days" means any day which is not a Saturday, Sunday, or a legal banking holiday. 7.12 Notice Regarding Possible Annexation. Pursuant to Section 5.011 of the Texas Property Code, Seller hereby notifies Buyer as follows: if the property that is the subject of this contract is located outside the limits of a municipality, the property may now or later be included in the extraterritorial jurisdiction of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and extraterritorial, jurisdiction. To determine if the property is located within a municipality's extraterritorial jurisdiction or is likely to be located within a municipality's extraterritorial jurisdiction, contact all municipalities located in the general proximity of the property for further information. SELLER: NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD., a Texas limited partnership By: NELSON HOMESTEAD MANAGEMENT, LLC, a Texas limited liability company, its general partner By: 4i l < r C. Nelson, Mager Date: 1 t 7 /iz7 BUYER: CITY OF ROUND ROCK, TEXAS RECEIPT BY TITLE COMPANY The undersigned Title Company hereby acknowledges receipt of the Earnest Money and a copy of this Contract, and agrees to hold and dispose of the Earnest Money in accordance with the provisions of this Contract. TITLE COMPANY: TEXAS AMERICAN TITLE COMPANY M Pagel of 3 September02,2014 E%HIBIT� County: Williamson Parcel: Nelson Homestead Family Partnership, LTD. Easement Project: CORR Reclaimed Waterline PROPERTY DESCRIPTION DESCRIPTION OF A 0.793 ACRE (34,540 SQUARE FOOT), TRACT OF LAND SITUATED IN THE THOMAS GLASSCOCK SURVEY, ABSTRACT NO. 255, IN WILLIAMSON COUNTY, Ti BEING A PORTION OF THAT CALLED 385.37 ACRE REMAINDER OF 442.95 ACRES (Exhibit "A", 1) CONVEYED TO NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD. BY INSTRUMENT RECORDED IN DOCUMENT NO. 9824078 OF THE OFFICIAL RECORDS OF WILLIAMSON COUNTY, TEXAS, SAID 0.793 ACRE (34,540 SQUARE FOOT) TRACT OF LAND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: COMMENCING at an angle point in the southerly, boundary line of said 385.37 acre remainder tract, same being the northerly boundary line of the remainder portion of Nat called 1200.19 acre tract "Parcel Tun, (Wallin Farm"), (Tract 1) conveyed to Avery Ranch Company, LTD, by instrument recorded in Document No. 2002071336 of the Oficial Public Records of Williamson County, Texas, said angle point being in the centerline of the former Missouri -Kansas -Texas Railroad Company (MOKAN) Right -of -Way tract (100 foot righlof-way wall conveyed to Chades N. Avery, Jr., Helen Phimney, Frances MCCorguodale, Mary Wad, and Thomas E. Nelson, Jr. by instrument recorded in Volume 773, Page 652 of the Deed Records of Williamson County, Texas and from which an iron rod with plastic surveyors cap stamped "Baker-Aicklen" found bears S 54°07'19" W at a distance of 4.57 feet; THENCE, with said common boundary line, N 65°49'49" E for a distance of 57.80 feet to the calculated POINT OF BEGINNING in the former easterly right-of-way line of said (MOKAN) tract and the southwesterly comer of the herein described tract; 1) N 05.51 E, with said former easterly (MOKAN) nghtof-way line for a distance of 1728.35 feet to the norma esledy corner of the herein described tract in Me northerly boundary line of said 385.37 acre remainder tract, same being the southerly boundary line of the remainder of that called 300.43 acre tract,'Parcel Three (Ekvall Fami)", Tract I conveyed to said Avery Ranch Company, LTD. by instrument recorded in said Document No. 2002071336 of the Official Public Records of Williamson County. Texas and described in the Second Tract of the Ninth Tract in Volume 305, Page 22B of the Dead Records of Williamson County, Texas, and from which a calculated angle point in said common boundary line being in the centedine of said farmer (MOKAN) right-of-way bears S 72.26'37" W at a distance of 54.52 feet, 2) THENCE, departing said former easterly (MOKAN) right-of-way line, with said common boundary line, N 72'26'37" E for a distance of 21.81 feet to the northeasterly corner of the herein described tract; 3) THENCE, departing said common boundary line, through the interior of said 385.37 acre remainder frac, parallel with and 20 feet from said former (MOKAN) nghtof-way line, S 05°56'3T' W for a distance of 1725.45 feet to a calculated point in the southerly boundary line of said 385.37 acre remainder tract, same being in the northerly boundary line of said remainder of 1200.19 acre trail "Parcel Two, (Wallin Farm"). (Tract I); 4) THENCE, with said common boundary line, S 65'49'49" W for a distance of 23.12 feet to the POINT OF BEGINNING, containing 0.793 acres. (34,540 square feet) of land more or less NOTE: There is also a 30 foot wide Temporary Construction Easement TO E.) easterly of, contiguous and parallel to Call 3 of the above description, and are depicted on the accompanying Parcel Plat. This property description is accompanied by a separate parcel plat. All bearings rented herein are based on the Texas State Plane Coordinate System, Cental Zone No. 4203, NAD 83. THE STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF WILLIAMSON § That I, Lawrence M. Russo, a Registered Professional Land Surveyor, do hereby certify, that the above description is true and correct and that the property described herein was determined by a survey made on the ground under my direct supervision. WIT lE S MY HAND AND SEAL atound k, Williamson County, Texas. RAistered Professional Land Survey Inland Geode0cs, LLC Firm Registration No: 100591-00 1504 Chisholm Trail Road, Suite 103 Round Rock, T%78681 SN CORR-PROJECTSNMOKAN REUSE WATER (FORMER MISSOUR)-KANSAS-TEXAS RAILROAD COMPANY - MOKAN) CHARLES N. AVERY, JR., ET AL VOL. 773, PG. 652 D.R.W.C.T. NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD. (CALLED 1629.95 ACRES) (EXHIBIT "A", i REMAINDER OF 442.95 ACRES - 385.37 ACRES) DOC. NO. 9824078 O.R. W. C. L / \ S54'0T19"W 4.57N5�^iE BAKER- AICKIENI / \ r i DETAIL NOT TO SCALE m A I I � I C, I 0 100 200 1 I I I � I � I 1 T.C.E. B7 ACRE 51,699 SQUARE FEET To j LEGEND Q CALCULATED POINT 3 I WITH CAP RONOIDED) I UND P.O.C. PONT OF COMMENCEMENT P.O.B. POINT OF BEGINNING Q PROPERTY LINE t , RECORD INFORMATION I I DENOTES COMMON OWNERSHIP T.C.E. TEMPORARY CONSTRUCTON I EASEMENT O.R.W.C.T. OFFICIAL RECORDS OF 30, WILUAMSON COUNTY. TEXAS OP.R.W. C. T. OFFICIAL PUBLIC RECORDS I I I I OF WWAMSON COUNTY. TEXAS (FORMER MISSOUR)-KANSAS-TEXAS RAILROAD COMPANY - MOKAN) CHARLES N. AVERY, JR., ET AL VOL. 773, PG. 652 D.R.W.C.T. NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD. (CALLED 1629.95 ACRES) (EXHIBIT "A", i REMAINDER OF 442.95 ACRES - 385.37 ACRES) DOC. NO. 9824078 O.R. W. C. L / \ S54'0T19"W 4.57N5�^iE BAKER- AICKIENI / \ r i DETAIL NOT TO SCALE m A I I � I C, I 0 100 200 1 I I I � I � I 1 T.C.E. B7 ACRE 51,699 SQUARE FEET To j 0.793 ACRE 34,540 SQ. FT. 3 I I D I I � � I T I I I NELSON HOMESTEAD FAMILY I PARTNERSHIP, LTD. I (CALLED 1629.95 ACRES) I (EXHIBIT "A", I REMAINDER OF 30, 442.95 ACRES - 385.37 ACRES) T.C.E. DOC. NO. 9824078 I I I I O.R.W G. T. Sf- I -::1 f Of P.O.B. r.; _' !!�1N69AVERY RANCH COMPANY, LTD. I Tq�� "(REMAINDER OF 7200.19 AC.) P.O.C. B• PARCEL 7W0 (WALLIN FARM)" Y TRACT I I f i�yS� 65'49'49"W DOC. N0. 2002071336 \/ 23.12 I N L A N D u NELSON HOMESTEAD FAMILY PARTNERSHIP7LTD., GEODETICS; REUSE WATERLINE EASEMENT �=oNA.aNDSMRV�0o & ACCOMPANYING T.C.E. 1504 CHISHOLM TR 3ILRD. M. 11030.793 ACRE ROUND MI.lslnz3e-Izoo, FAX ISHz3E-1m 34,540 SQUARE FEET PA N7226'37"E AVERY RANCH COMPANY, LID., ET. AL. 50 T 521.81 R REMAINDER OF 300.43 ACRES -/ i 0 100 200 PARCEL THREE l Farm) TRACT I ,,J. „C'4�--� (300.430.43 AC.) �' TRUSTEE DISTRIBUTION DEED 572'26'W 37".� DOC. NO. 2002071336 i I O.P.R.WGT. 54.52' DESCRIBED IN PARTITION DEED ' SECOND TRACT OF NINTH TRACT $ VOLUMED30 , PAAGE 228 3 I S E i 20 100• j (.I T.C.E. LIB) ACRE I 51,898 SOUANE FEET WQe I I �� I'o I 0.793 ACRE �Mi I 34,540 SQ. FP. zt NNe n I •-•' I NELSON HOMESTEAD FAMILY � 3pQ pwr�N I PARTNERSHIP, LTD. ���? Zf'i.':10 (EXHIBIT (CALL"A 762 REMAINDER.95 AC N �� -1 442.95 ACRES - 385.37 ACRES) 10 I j DOC. NO. 9824078 nI (I O.R. W. G T. � I BEARINGS SHOWN HEREON ARE BASED ON THE TEXAS4 0'::_i I NTE PLANE COORDINATE SYSTEM, NAD 83, CENTRAL ZONE. 80 50• -' 'NELSON HOMESTEAD FAMILY ITANCES ARE SURFACE DISTANCES.n-:�:�I I PARTNERSHIP, LTD. THIS SURVEY WAS PERFORMED WITHOUT BENEFIT OF A m I (CALLED 1629.95 ACRES) LE ABSTRACT. THERE MAY BE OTHER INSTRUMENTS OF (EXHIBIT "A', I REMAINDER OI -ORD THAT AFFECT THIS TRACT NOT DEPICTED HEREON. III 442.95 ACRES - 385.37 ACRES) I HEREBY CERTIFY THAT THIS PLAT IS TRUE AND CORRECT iJ0' f.. I DOC. N0. 9824078 O. R. W. C. T. AND THAT THE PROPERTY SHOWN HEREON WAS DETERMINED C:� I BY A SURVEY MADE ON THE GROUND UNDER MY DIRECT SUPERVISION.` I MA A INLAND GEODETICS. LLC FIRM REGISTRATION NO. 100591-00 1504 CHISHOLM TRAIL ROAD, SUITE 103 ROUND ROCK, TX 78681 INLAND u GEODETICS 1504 CHISHOLM TRAIL RD. STE.103 ROUND ROCK, TX. 78681 • M.IiVlliP-VM. FIYIi VI HP-Vil 5050 NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD. REUSE WATERLINE EASEMENT & ACCOMPANYING T.C.E. 0.793 ACRE FEET LEGEND Q CALCUTATEO POINT O 'MTH CAP IRON RODEoj UND P.O.C. POINT OF COMMENCEMENT P.O.B. PONT OF BEGINNING Q PROPERTY UNE < ) RECORD INFORMATION DENOTES COMMON OWNERSHIP T.C.E. TEMPORARY CONSTRUC7ON EASEMENT O.R.W.C.T. OFFlgAL RECORDS OF WWAMSON COUNTY. TEXAS O.P.R. W.C.T. OFDOAL PUBLIC RECORDS OF WIDJAMSON COI TEXAS PARCEL THREE l Farm) TRACT I ,,J. „C'4�--� (300.430.43 AC.) �' TRUSTEE DISTRIBUTION DEED 572'26'W 37".� DOC. NO. 2002071336 i I O.P.R.WGT. 54.52' DESCRIBED IN PARTITION DEED ' SECOND TRACT OF NINTH TRACT $ VOLUMED30 , PAAGE 228 3 I S E i 20 100• j (.I T.C.E. LIB) ACRE I 51,898 SOUANE FEET WQe I I �� I'o I 0.793 ACRE �Mi I 34,540 SQ. FP. zt NNe n I •-•' I NELSON HOMESTEAD FAMILY � 3pQ pwr�N I PARTNERSHIP, LTD. ���? Zf'i.':10 (EXHIBIT (CALL"A 762 REMAINDER.95 AC N �� -1 442.95 ACRES - 385.37 ACRES) 10 I j DOC. NO. 9824078 nI (I O.R. W. G T. � I BEARINGS SHOWN HEREON ARE BASED ON THE TEXAS4 0'::_i I NTE PLANE COORDINATE SYSTEM, NAD 83, CENTRAL ZONE. 80 50• -' 'NELSON HOMESTEAD FAMILY ITANCES ARE SURFACE DISTANCES.n-:�:�I I PARTNERSHIP, LTD. THIS SURVEY WAS PERFORMED WITHOUT BENEFIT OF A m I (CALLED 1629.95 ACRES) LE ABSTRACT. THERE MAY BE OTHER INSTRUMENTS OF (EXHIBIT "A', I REMAINDER OI -ORD THAT AFFECT THIS TRACT NOT DEPICTED HEREON. III 442.95 ACRES - 385.37 ACRES) I HEREBY CERTIFY THAT THIS PLAT IS TRUE AND CORRECT iJ0' f.. I DOC. N0. 9824078 O. R. W. C. T. AND THAT THE PROPERTY SHOWN HEREON WAS DETERMINED C:� I BY A SURVEY MADE ON THE GROUND UNDER MY DIRECT SUPERVISION.` I MA A INLAND GEODETICS. LLC FIRM REGISTRATION NO. 100591-00 1504 CHISHOLM TRAIL ROAD, SUITE 103 ROUND ROCK, TX 78681 INLAND u GEODETICS 1504 CHISHOLM TRAIL RD. STE.103 ROUND ROCK, TX. 78681 • M.IiVlliP-VM. FIYIi VI HP-Vil 5050 NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD. REUSE WATERLINE EASEMENT & ACCOMPANYING T.C.E. 0.793 ACRE FEET jj EXHIBT i WATER REUSE UTILITY EASEMENT THE STATE OF TEXAS KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § That NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD., a Texas limited partnership ("GRANTOR"), for and in consideration of the payment of TEN and NO/100 ($10.00) DOLLARS and other good and valuable consideration in hand paid to GRANTOR by the CITY OF ROUND ROCK, TEXAS, a home rule municipal corporation situated in the County of Williamson, State of Texas ("GRANTEE"), the receipt of which is hereby acknowledged, has GRANTED, SOLD and CONVEYED and by these presents does GRANT, SELL, and CONVEY unto Grantee a perpetual easement to construct, install, operate, maintain, inspect, enlarge, reconstruct, rebuild, relocate and remove one (1) 12 -inch diameter water reuse utility line, together with all necessary related conduits, valves, vaults, manholes, ventilators, and other necessary equipment, improvements, accessories, and appurtenances related thereto, in, upon, over, under, and across the following described property (the "Property" or "easement area" or "easement'), to -wit: One (1) tract of land containing (respectively) approximately 0.793 acre, more or less, as described on Exhibit "A" attached hereto and made a part hereof for all intents and purposes. All lines, pipes, vaults, conduits and other facilities installed pursuant to this easement shall be placed and maintained underground, except that valves, manholes, ventilators and other equipment and appurtenances related thereto may be placed and maintained above -ground as necessary or desirable provided that such above -ground facilities (i) do not obstruct or impede vehicular passage over and across any portion of the easement area and (ii) are installed pursuant to plans and specifications famished to and approved by Grantor, such approval not to be unreasonably withheld or delayed. This grant is hereby made by Grantor and accepted by Grantee without warranty, either express, implied or statutory. Grantor specifically excludes all warranties that might arise by common law as well as the warranties in Section 5.023 of the Texas Property Code (or its successor). This conveyance is made and accepted subject to any and all conditions, restrictions, covenants, ordinances, easements, and other title matters, if any, relating to the hereinabove described property that are: (i) of record in Williamson County, Texas, and/or (ii) discoverable by an on the ground survey of the Property, together with rights of lessees under the unrecorded grazing lease entered into as of September 1, 2012 between Nelson Homestead Family Partnership, Ltd., and James A. Davidson, Jr. (AKA Buster Davidson) and Dennis L. Davidson DBA Davidson Brothers. The terms, provisions and obligations hereof shall be covenants running with the land affected hereby and shall inure to the benefit of and be binding upon 00311142 DDCX Grantor and Grantee and their respective heirs, executors, administrators, successors, and assigns. Except as otherwise noted, the easement, rights and privileges herein granted shall be perpetual; provided, however, that said easement, rights, and privileges shall cease and revert to Grantor in the event the water reuse line and related systems are abandoned, or shall cease to be used, for a period of five (5) consecutive years. Except as otherwise provided herein, Grantor covenants that it will not convey any other easement or conflicting rights within the area covered by this grant without the express written consent of Grantee, which consent shall not be unreasonably withheld. Grantee shall have the right to review any proposed easement or conflicting use of the easement to determine the effect, if any, on the water reuse line contemplated herein. Prior to granting its consent for other easements, Grantee may require reasonable safeguards to protect the integrity of the water reuse line. As required by this paragraph, express written consent of Grantee shall be obtained by Grantor in the following manner: advance written notice must be given by certified mail to the (1) City of Round Rock City Manager at 221 East Main Street, Round Rock, Texas 78664, and (2) City Engineer at 2008 Enterprise Drive, Round Rock, Texas 78664. Following receipt of such notice, the City of Round Rock shall have ten (10) days in which to respond in writing granting consent, conditioning consent upon reasonable safeguards, or denying consent. Grantor further grants to Grantee (a) upon notice to and approval of Grantor, which approval shall not be unreasonably withheld or delayed, the right of ingress to and egress from the easement over and across Grantor's property by means of roads and lanes thereon, if such exist, otherwise by such route or routes as shall occasion the least practicable damage and inconvenience to Grantor; provided that such right of ingress and egress shall not extend to any portion of Grantor's property which is isolated from the easement by any public highway or road now crossing or hereafter crossing the property; the foregoing right of ingress and egress includes the right of the Grantee to disassemble, remove, take down, and clear away any barricade or other structure which obstructs, prevents, or hinders Grantee's ingress to and egress from the Grantor's property, and should Grantee deem it necessary to so disassemble, remove, take down, or clear away any such barricade or other structure, Grantee shall, as soon as is reasonably feasible, replace or restore Grantor's property to as similar a condition as reasonably practicable as existed immediately prior to Grantee's actions pursuant to this provision, unless said barricade or other structure is inconsistent with the rights conveyed to Grantee herein; (b) upon notice to and approval of Grantor, which approval shall not be unreasonably withheld or delayed, the right of construction, maintaining and using such roads on and across Grantor's property as Grantee may deem necessary in the exercise of the right of ingress and egress; (c) the right to mark the location of the easement by suitable markers, provided that such markers shall be placed in locations which will not interfere with any reasonable use Grantor shall make of the easement; (d) upon notice to and approval of Grantor, which approval shall not be unreasonably withheld or delayed, the right to grade the easement for the full width thereof and to extend the cuts and fills for such grading into and on the land along and outside the casement to such extent as Grantee may find reasonably necessary; (c) the right from time to time to trim and to cut down and clear away any and all trees and brush now or hereafter on the easement and to trim and to cut down and clear away any trees on either side of the easement which now or hereafter in the opinion of Grantee may be a hazard to the pipeline, valves, appliances or fittings, by reason of the danger of falling thereon or root infiltration therein, or which may otherwise interfere with the exercise of Grantee's rights hereunder, provided, however, that all trees which Grantee is hereby authorized to cut and remove, if valuable for timber or firewood, shall continue to be the property of Grantor, but all tops, lops, brush and refuse wood shall be burned or removed by Grantee; (f) the right to install, maintain and use gates in all fences which now cross or shall hereafter cross the easement; (g) upon notice to and approval of Grantor, which approval shall not be unreasonably withheld or delayed, the right to support the pipelines across ravines and watercourses with such structures as Grantee shall deem necessary; and (h) the right to use portions of the property adjacent to and parallel to the boundary of the easement area described herein as a temporary construction easement area, in the locations shown and described in Exhibit "A" hereto, as may be reasonably necessary to construct and install the facilities described above. In no instance shall Grantee be entitled to use more than the width extending from the current boundary of the easement(s) than is specifically identified and described on the drawings which accompany the field notes in Exhibit "A". In no event shall Grantee clear or remove any hardwood trees 12" in diameter or larger within such temporary construction easement area, and no other trees shall be removed without prior written approval of Grantor, which approval shall not be unreasonably withheld, conditioned, or delayed. Upon completion of the construction and installation of the facilities within the easement area, Grantee shall return all affected areas (i.e., both the perpetual easement area pursuant to the Easement and the temporary construction easement area) to the same or substantially similar condition as existed prior to these activities, including specifically, but without limitation: (i) removal of all construction equipment and materials and construction -related debris, waste and trash, (ii) in areas of pasture land re -vegetation of any disturbed, filled, or graded vegetation areas with native grass seed mix consisting of the following components: Green Sprangletop (2 lbs/acre), KR Bluestein (4 lbs/acre), Side Oats Grama/Haskell (4 lbs/acre), Buffalo Grass (5 lbs/acre), hulled Bermuda Grass (10 lbs/acre), (iii) replacement of approximately 18" of existing top soil to be stockpiled by Grantee's contractor prior to the excavation of any trench for the proposed facilities, and which replacement shall have no rock material larger than 4" in diameter, and shall be placed in lifts thickness capable of being compacted to between 70% and 85% of maximum dry density per the specifications of ASTM D4253 and D4254 as fill for any activities or operations on cultivated and/or cropland, and (iv) repair of any roadway areas on Grantor's property used and damaged by Grantee. The temporary construction casement shall exist from the date beginning upon written notice of entry upon the temporary area to Grantor, and shall continue until the earlier to occur of the following events: (a) the expiration of nine months following such notice; (b) final completion of the construction project, that being defined as thirty (30) days after issuance of the Certificate of Completion by the project engineer; or (c) December 31, 2015. The expiration of the temporary construction easement shall not otherwise affect any of Grantee's easement rights herein. Subject to the foregoing, all references in this instrument to "Property" and "easement area" shall include such temporary construction easement areas. Grantee hereby covenants and agrees: (a) Grantee shall not fence the easement area; (b) Grantee shall promptly backfill any trench made by it on the easement area and repair any damage it shall do to Grantor's property; (c) Grantee shall, to the extent allowed by law, indemnify and hold harmless Grantor and its heirs, executors, administrators, partners, successors and assigns from and against all liability, damages, suits, actions, lien claims, costs and expenses of whatsoever nature (including reasonable attorney's fees) to persons or property caused by or arising out of any of Grantee's operations or activities hereunder, including those of Grantee's agents and contractors. Grantor, for itself and Grantor's heirs, executors, administrators, successors and assigns, also excepts from the grant and retains and reserves the right to fully use and enjoy the Property for any and all purposes which do not unduly interfere with and prevent the use by Grantee of the easement as provided herein, including, without limitation, the rights to: (i) farm, graze livestock, and construct, install, maintain and utilize fences, terraces, and other related facilities for farming and grazing in, upon, over, under, and across the Property, (ii) construct, install, maintain and utilize private streets, roads, driveways, alleys, walks, lawns, parking areas and other like uses in, upon, over and across the Property, (iii) construct, install, maintain and utilize utility lines, facilities and related equipment, improvements and appurtenances in, upon, over, under, and across the Property and (iv) construct, install, maintain and utilize unimproved, non -structured (such as culverts and inlets) drainage ditches, channels and facilities in, upon, over, under, and across the Property. It is understood and agreed that construction, maintenance, and use of roads and driveways for any use, as well as unimproved, non -structured (such as culverts and inlets) drainage ditches, channels and facilities, in, upon, over, under, and across the Property is a reasonable use thereof and shall not be considered to interfere with or prevent the use of such easement. Except as otherwise permitted herein, Grantor shall not erect or construct on the easement area any building or other structure such as a patio, swimming pool, sport court, storage shed, accessory building, barbeque pit or similar structure, or drill or operate any well or septic system, or construct any reservoir or other obstruction on the easement area, or diminish or substantially add to the amount of soil covering the pipelines. Grantee shall not be responsible or liable for the removal, repair or damage to any property, structure, building, or other use inconsistent with the rights conveyed to Grantee by the easement. Provided however, before constructing any improvements which are otherwise prohibited hereunder (other than replacement of improvements existing on the date hereof), at least ten (10) days written notice shall be provided to Grantee of the general plans of the improvement to be constructed on the easement area, and Grantor must first obtain the consent and approval from Grantee of the construction and location of any such improvements within the easement area. In addition, Grantor, for itself and Grantor's heirs, executors, administrators, successors and assigns, excepts from the grant and retains and reserves the right to fully use and enjoy the Property for purposes of maintaining and utilizing any facilities and related equipment, improvements and appurtenances in place in, upon, over, under, and across the Property as of the date hereof. Grantor reserves the right to convey similar rights and privileges, in, upon, over, under, and across the Property, to such other persons and at such other times as Grantor may so desire, provided that such additional rights and privileges granted shall be exercised in a reasonable manner so as not to materially interfere with the rights of Grantee herein. It is understood and agreed that any and all equipment and facilities placed upon said property shall remain the property of Grantee unless same are abandoned, or shall cease to be used, for a period of five (5) consecutive years. Notwithstanding the foregoing, this instrument does not grant to Grantee the right to store equipment or other personal property not in use on the Property. For so long as Grantor or Grantor's lessee uses the Property or Grantor's adjacent property for agricultural purposes, including grazing and maintaining livestock, Grantee agrees to minimize (or, if possible, avoid altogether) any adverse impact on such agricultural operations in the use of the easement granted hereunder. Without limiting the generality of the foregoing, Grantee agrees as follows: except in instances requiring emergency repair Grantee shall contact Grantor prior to entering the Property in order to coordinate such entry with the operations of Grantor or Grantor's lessee. Grantee shall keep all gates on Grantor's property closed, and gates located on the perimeter of Grantor's property locked, when not actually in use for immediate access by Grantee. Except in instances requiring emergency repair and no other reasonable access is available, no fences may be taken down, cut or damaged in any way without the express written consent of Grantor. In the event of any interference with farming operations and/or any crop damage in any way resulting from this easement, Grantee agrees to reimburse Grantor's lessee upon demand for all reasonable costs and expenses related thereto, plus additional compensation for reasonable profits, if any, lost as a result thereof. GRANTEE EXPRESSLY UNDERSTANDS THAT GRANTOR HAS NO DUTY OR OBLIGATION WHATSOEVER, UNLESS OTHERWISE SET FORTH IN THIS EASEMENT, TO MAINTAIN THE PROPERTY, OR ANY PORTION THEREOF, FOR THE BENEFIT OF GRANTEE OR GRANTEE'S CONTRACTOR(S) OR INVITEES. Grantor shall have no responsibility, liability, or obligation with respect to any property of Grantee (including property of Grantee's contractors or invitees), it being acknowledged and understood by Grantee that the safety and security of any such property is the sole responsibility and risk of Grantee. GRANTEE HEREBY EXPRESSLY ASSUMES ALL RISKS AND PERILS ASSOCIATED WITH USE OF THE PROPERTY. Grantor has executed and delivered this agreement, and Grantee has received and accepted this agreement and the Property, AS IS, WHERE IS, AND WITH ALL FAULTS, AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, IT BEING THE INTENTION OF GRANTOR AND GRANTEE TO EXPRESSLY REVOKE, RELEASE, NEGATE AND EXCLUDE ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY AND ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES AS TO (I) THE CONDITION OF THE PROPERTY OR ANY ASPECT THEREOF, INCLUDING, WITHOUT LIMITATION, ANY AND ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES RELATED TO FITNESS FOR A PARTICULAR USE OR PURPOSE; (II) THE SOIL CONDITIONS, DRAINAGE, TOPOGRAPHICAL FEATURES, OR OTHER CONDITIONS OF THE PROPERTY OR WHICH AFFECT THE PROPERTY; (III) ANY FEATURES OR CONDITIONS AT OR WHICH AFFECT THE PROPERTY WITH RESPECT TO ANY PARTICULAR PURPOSE, USE, DEVELOPMENT POTENTIAL, OR OTHERWISE; (IV) THE AREA, SIZE, SHAPE, CONFIGURATION, LOCATION, CAPACITY, QUANTITY, QUALITY, VALUE, CONDITION, OR AMOUNT OF THE PROPERTY; (V) ALL EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES CREATED BY ANY AFFIRMATION OF FACT OR PROMISE OR BY ANY DESCRIPTION OF THE PROPERTY; (VI) ANY ENVIRONMENTAL, GEOLOGICAL, OR OTHER CONDITION OR HAZARD OR THE ABSENCE THEREOF HERETOFORE, NOW, OR HEREAFTER AFFECTING IN ANY MANNER ANY OF THE PROPERTY; AND (VII) ALL OTHER EXPRESS OR IMPLIED WARRANTIES AND REPRESENTATIONS BY GRANTOR WHATSOEVER. [Signature page to follow] IN WITNESS WHEREOF, Grantor has caused this instrument to be executed on this the day of , 2014. GRANTOR: NELSON HOMESTEAD FAMILY PARTNERSHIP, LTD., a Texas Limited Partnership By: NELSON HOMESTEAD MANAGEMENT, LLC, a Texas limited liability company (its general partner) John C. Nelson, Manager ACKNOWLEDGMENT STATE OF TEXAS - § COUNTY OF § BEFORE ME, the undersigned authority, on this day personally appeared John C. Nelson, Manager of Nelson Homestead Management, LLC, the general partner of Nelson Homestead Family Partnership, Ltd., known to me to be the persons whose names are subscribed to the foregoing instrument, and acknowledged to me that he executed said instrument. GIVEN under my hand and seal of office on this day of , 2014. Notary Public, State of Texas GRANTEE: CITY OF ROUND ROCK, TEXAS ACKNOWLEDGMENT STATE OF TEXAS COUNTY OF BEFORE ME, the undersigned authority, on this day personally appeared _ of the City of Round Rock, known to me to be the persons whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed said instrument. GIVEN under my hand and seal of office on this day of , 2014. Notary Public—State of Texas AFTER RECORDING RETURN TO: Sheets & Crossfield, P.C. 309 East Main Street Round Rock, TX 78664