R-09-05-14-9G1 - 5/14/2009RESOLUTION NO. R -09-05-14-9G1
WHEREAS, in connection with the Southwest Area Downtown
Infrastructure Project, Parcels 1 through 26, an easement is
required from Time Warner Entertainment-Advance/Newhouse Partnership
("Time Warner") for the installation of a duct bank facility
composed of concrete surrounding conduit pipes constructed for the
purpose of installing wire, fiber optic cable, and other
appurtenances for public utilities, and
WHEREAS, the Council wishes to enter into an Easement to
Conduits Contained within a Duct Bank with Time Warner, Now
Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
That the Mayor is hereby authorized and directed to execute on
behalf of the City an Easement to Conduits Contained Within a Duct
Bank with Time Warner, a copy of same being attached hereto as
Exhibit "A" and incorporated herein for all purposes.
The City Council hereby finds and declares that written notice
of the date, hour, place and subject of the meeting at which this
Resolution was adopted was posted and that such meeting was open to
the public as required by law at all times during which this
Resolution and the subject matter hereof were discussed, considered
and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 14th day of May, 2009.
a>eln
ALAN MCGRAW, Mayor
ATTEST:a„.„, I ` n, , „ City of Round Rock, Texas
SARA L. WHITE, City `Secretary
y'
o:\wdox\SCc1nts\0112\09as\MuMICIPAL\R9051401. COc/imc
EASEMENT TO CONDUITS
CONTAINED WITHIN A DUCT BANK
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
KNOW ALL BY THESE PRESENTS:
Whereas, the City of Round Rock, Texas_ ("Grantor") is a home rule city
situated in the County of Williamson and State of Texas, and
Whereas, Grantor is the owner of ,an underground duct bank facility ("Duct
Bank"), composed of concrete surrounding conduit pipes constructed for the purpose of
installing wire, fiber optic cable, and other appurtenances for public utilities, and
Whereas, Grantor hereby covenants with Time Warner Entertainment-
Advance/Newhouse Partnership, a New York general partnership, d/b/a Time Warner
Cable, through its Central Texas Division, ("Grantee") that Grantor has full power,
authority and right to execute and grant this Easement to Conduits Contained within a
Duct Bank (the "Agreement"); and
Whereas, the Duct Bank is located within a public utility easement or roadway
right-of-way more particularly described in Exhibits A and AA=1 as Parcels 1 through 26;
and
Whereas, the Duct Bank consists of four (4) different types of duct banks referred
to as "E2", "E4", "E6", and "E8" on Exhibit B, and
Whereas, Time Warner Entertainment-Advance/Newhouse Partnership, a
New York general partnership, d/b/a Time Warner Cable, through its Central Texas
Division, ("Grantee") wishes to obtain an easement from Grantor for the purpose of
Servicing (as defined below) the Equipment as determined necessary by Grantee to
provide communication services to Grantee's customers (the "Specified Uses") in two (2)
exclusive four (4) inch conduit pipes located in numbered conduits located in the Duct
Bank as shown on Exhibit C (collectively, the "Conduits");
Now Therefore, for and in consideration of the sum of Ten and No/100 Dollars
($10.00) and other good and valuable consideration paid by Grantee, the receipt and
sufficiency of which is hereby acknowledged by Grantor, Grantor hereby GRANTS,
SELLS, DEDICATES and CONVEYS unto Grantee certain rights and interests in the
nature of an easement (the "Easement") to exclusively install, construct, lay, reconstruct,
operate, maintain, repair, replace, enlarge, relocate, inspect, supplement and remove
(collectively, "Service" or "Servicing"), at any time or times hereafter, its communication
systems and related components, lines and equipment, together with all such
communication facilities, including, without limitation, conduits, cables, wires, fibers,
589471v3
70101.05534
f
EXHIBIT
"A"
4
•
poles, pedestals, pipes, antennas fixtures, handholes, apparatus and appurtenances, as it
may from time to time require or deem proper therefore (collectively, the "Equipment")
in the Conduits.
This conveyance is made and accepted subject to any and all conditions and restrictions,
if any, relating to the hereinabove described property to the extent, and only to the extent,
that the same may still be in force and effect and shown of record in the office of the
County Clerk of Williamson County, Texas.
Except as otherwise noted, the Easement, rights and privileges herein granted in this
Agreement shall be perpetual, provided however the Easement, rights, and privileges
shall cease and revert to Grantor in the event the Equipment within the Conduits are
abandoned, or shall cease to be used, for a period of five (5) consecutive years. The
Equipment placed or installed in the Easement and the Conduits by Grantee, whether
permanent or temporary and replacements thereof, shall be and remain the property of
Grantee, and may be removed by Grantee at Grantee's discretion at any time.
This Agreement and the rights to the Easement are freely alienable and transferable by
Grantee without the prior consent of Grantor to any affiliate of Grnatee, entity in which
Grantee owns fifty percent (50%) or more of the stock, or entity which owns fifty percent
(50%) or more of the stock of Grantee, which shall include without limitation an
assignment of Grantee's interest under this Agreement by operation of law or as a
consequence of a merger of Grantee into or with another entity, a change of control of or
change of ownership of Grantee, or a sale of substantially all of Grantee's assets (any
such entity being a "Related Party," and any such assignment or transfer being a "Related
Party Assignment"). Grantee may hereafter transfer, assign and convey this Agreement
and therights to the Easement in whole or in part and/or grant, convey or permit sub -
easements or the use thereof by non -Related Parties, so long as such sub -easements or
users do not exceed or violate the limitations, restrictions and reservations contained in
this Agreement and Grantee receives Grantor's prior written consent to such grant or
conveyance, which consent shall not be unreasonably withheld, delayed or conditioned.
The Easement, rights and privileges granted herein are exclusive, and Grantor covenants
that it will not convey any other easement or conflicting rights to the Conduits within the
Duct Bank, without the express written consent of Grantee. Grantee acknowledges and
agrees that Grantor has the right to grant to other public utilities similar easements to
other pipes (but not the Conduits) contained within the Duct Bank.
The perpetual Easement, rights and privileges herein granted shall be used for the
Specified Uses, subject to the following terms:
(a) Grantee shall use the Conduits described herein for only the Specific Uses
described herein, and for no other.
(b) Grantor shall be responsible for maintenance of the Duct Bank and the
Conduits being used or reserved for future use by Grantee. Grantee shall be responsible
589471v3 2
70101.05534
for any repairs and associated costs arising from damage caused by Grantee. Grantee
shall report all damages and associated repairs to Grantor.
(c) Grantor shall use reasonable care to assure that Grantee's Equipment
within the Conduits covered by this Agreement are protected from damage by other Duct
Bank users and shall assure efficient access by Grantee to its Equipment. Grantor shall
provide security for the Easement that is reasonably satisfactory to Grantee.
Grantee and Grantor (collectively, the "Parties") shall comply with all laws of the State
of Texas and the United States in regard to the use of the Easement. Nothing in this
Agreement shall have the effect of eliminating or altering the Parties' requirements to
comply with all of the ordinances of the City of Round Rock, State law and Federal law.
In the event this Agreement, or any of its provisions or the operations contemplated
hereunder, are found to be inconsistent with or contrary to any Federal or State law (now
existing or subsequently enacted), State and Federal Law shall control and, if
commercially practicable, this Agreement will be regarded as modified accordingly and
will continue in full force and effect as so modified.
TO HAVE AND TO HOLD the rights and interests described unto Grantee and its
successors and assigns, forever, and Grantor hereby binds itself, and its successors and
assigns, and legal representatives, to warrant and forever defend, all and singular, the
Easement and rights and interests unto Grantee, its successors and assigns, against every
person whomsoever lawfully claiming, or to claim same, or any part thereof. This
Easement is a covenant running with the Duct Bank and the property appurtenant thereto.
[Remainder of this page intentionally left blank. Signature pages follow this page.]
589471v3 3
70101.05534
IN WITNESS WHEREOF, Grantor has caused this instrument to be executed this
day of 2009.
GRANTOR:
CITY OF ROUND ROCK, TEXAS
By:
Alan McGraw, Mayor
Accepted and Agreed To:
GRANTEE
Time Warner Entertainment -Advance/
Newhouse Partnership, a New York
general partnership, d/b/a Time Warner
Cable, through its Central Texas Division
By: Time Warner Entertainment Company,
L.P., Managing Partner
By: �i =ai�/�iss/J 4evvT
Name: Shannon Orcutt
Its: VP of Finance
589471v3 4
70101.05534
ACKNOWLEDGMENTS
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
This instrument was acknowledged before me on this the _ day of
, 2009, by Alan McGraw, Mayor of Round Rock, Texas for the
purposes and consideration and in the capacity therein expressed.
Notary Public, State of
THE STATE OF TEXAS
COUNTY OF TF2f1-V /f S
This instrument was acknowledged before me on this the ! 5r day of
Ai , 2009, by Shannon Orcutt, VP of Finance of the Central Texas
Division of Time Warner Entertainment Company, L.P., as Managing Partner of Time
Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership,
d/b/a Time Warner Cable, for the purposes and consideration and in the capacity therein
expressed.
After recording please return to:
Sheets & Crossfield, P.C.
309 East Main Street
Round Rock, Texas 78664
589471v3 5
70101.05534
Notary Public, State of Texas
SUSAN DEROSA
MY COMMISSION EXPIRES
September 25, 2012
Exhibit A
Easement Parcels for Southwest Downtown Project
Parcel No. 1
Starting at Point A, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131325.49, 10158240.02 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 98.0 feet to Point 8, identified by the x:y
coordinates of 3131412.10, 10158278.29 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 2
Starting at Point B, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131412.10, 10158278.29 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 35.0 feet to Point .C, identified by the x:y
coordinates of 3131406.56, 10158313.53 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 3
Starting at Point 8, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131412..10,. 10158278.29 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 69.0 feet to Point D, identified by the x:y
coordinates. of 3131476:05, 10158306.48 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 4
Starting at Point D, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131.476.05, 10158306.48 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 88.0 feet to Point E, identified by
the x:y coordinates of 3131509.92, 10158228.60 (NAD 83, Texas State
Plane Central, FIPS 4203):
Parcel No. 5
Starting at. Point E, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131509.92, 10158228.60 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 35.0 feet to Point F, Identified by the x:y
1
coordinates of 3131537.48, 10158221.39 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 6
Starting at Point E, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131509.92, 10158228.60 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 41.0 feet to Point G, identified by the x:y
coordinates of 3131520.36, 10158189.66 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 7
Starting at Point G, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131520.36,• 10158189.66 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 76:0 feet to Point 11, identified by
the x:y coordinates of 3131448.86, 10158163.48 (NAD 83, Texas State
Plane Central, FIPS 4203).
Parcel No. 8
Starting at Point G, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131520.36, 10158189.66 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 73.0 feet to Point I, identified by
the x:y coordinates of 3131553.09, 10158132.26 (NAD 83, Texas State
Plane Central, FIPS 4203).
Parcel No. 9
Starting at Point I, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131553.09, 10158132.26 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 110.0 feet to Point 3, identified by the x:y
coordinates of 3131470.01, 10158059.75 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 10
Starting at Point K, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131428.21, 10158339.72 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 382.0 feet to Point L, identifiedd by the x:y
coordinates of 3131788.24, 10158467.61 (NAD 83, Texas State Plane
Central, FIPS 4203).
2
Parcel No. 11
Starting at Point M, as shown on Exhibit A-1, Identified by the x:y
coordinates of 3131519,35, 10158548.68 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 175.0 feet to Point N, identified by
the x:y coordinates of 3131684.01, 10158610.11 (NAD 83, Texas State
Plane Central, FIPS 4203).
Parcel No, 12
Starting at Point N, as shown on Exhibit A-1, Identified by the x:y coordinates
of 3131684.01, 10158610.11 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 136.0 feet to Point 0, identified by the x:y
coordinates of 3131697.10, 10158746.07 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 13
Starting at Point N, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131684.01, 10158610.11 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 152.0 feet to Point P, identified by the x:y
coordinates of 3131826.50, 10158665.50 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 14
Starting at Point N, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131684.01, 10158610.11 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 159.0 feet to Point Q, identified by the x:y
coordinates of 3131719.76, 10158501.85 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No, 15
Starting at Point Q, as shown on Exhibit A-1, Identified by the x:y
coordinates of 3131719.76, 10158501.85 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 76.0 feet to Point L, identified by
the x:y coordinates of 3131788.24, 10158467,61 (NAD 83, Texas State
Plane Central, FIPS 4203).
3
Parcel No. 16
Starting -at Point L, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131788.24, 10158467.61 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 207.0 feet to Point R, identified by the x:y
coordinates of 3131857.22, 10158272.24 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 17
Starting at Point R, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131857.22, 10158272.24 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 185.0 feet to Point 5, identified by the x:y
coordinates of 3182031.94, 10158333.17 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 18
Starting at Point R, as shown on Exhibit A-1, Identified by the x:y coordinates
of 3131857.22, 10158272.24 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 197.0 feet to Point T, identified by the x:y
coordinates of 3131925.7, 10158086.94 (NAD 83, Texas State Plane Central,
FIPS 4203).
Parcel No. 19
Starting at Point T, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131925.7, 10158086.94 (NAD 83, Texas State Plane Central, FIPS 4203),
thence a distance of 360.0 feet to Point U, identified by the x:y coordinates
of 3131584:81, 10157970.12 (NAD 83, Texas State Plane Central, FIPS
4203).
Parcel No. 20
Starting at Point T, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131925.7, 10158086.94 (NAD 83, Texas State Plane Central, FIPS 4203),
thence a distance of 154.0 feet to Point V,identified by the x:y coordinates
of 3131977.56, 10157941.42 (NAD 83, Texas State Plane Central, FIPS
4203).
Parcel No. 21
Starting at Point V, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131977.56, 10157941.42 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 43.0 feet to Point W, identified by the x:y
coordinates of 3131993.53, 10157900.57 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 22
Starting at Point V, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131977.56, 10157941.42 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 337.0 feet to Point X, identified by the x:y
coordinates of 3132296.80, 10158052.70 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 23
Starting at Point X, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132296.80, 10158052.70 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 193.0 feet to Point Y, identified by the x:y
coordinates of 3132365.28, 10157871.43 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 24
Starting at Point Y, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132365.28, 10157871.43 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 97.0 feet to Point Z, identified by the x:y
coordinates of 3132274.14, 10157835.68 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 25
Starting at Point Y, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132365.28, :10157871.43 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 57.0 feet. to Point AA, Identified by the x:y
coordinates of 3132397.51, 10157918.76 (NAD 83, Texas State Plane
Central, FIPS 4203). •
5
Parcel No. 26
Starting at Point Y, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132365.28, 10157871.43 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 80.0 feet to Point AB, identified by the x:y
coordinates of 3132330.19, 10157807.69 (NAD 83, Texas State Plane
Central, FIPS 4203).
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COMPACTED
BACKFILL TO
FINISHED GRADE
OR BOTTOM OF
SUBGRADE
SAND FILL
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DUCT BANK LINE "E2" DETAIL
EXHIBIT
nBn
Page 1 6€ 4
NTS
STREET LIGHT CONDUIT
140. AS REQ'D (SEE
ELECTRICAL STREET LIGHTING
PLAN) (SCHOL 40)
ATMOS GAS
COMMUNICATIONS (4" CONDUIT)
ONCOR ELECTRIC (6" CONDUIT)
COMPACTED
BACKFILL TO
FINISHED GRADE
OR BOTTOM OF
SUBGRADE
24"
SAND FILL
FLOWABLE
FILL
DUCT BANK .LINE "E4" DETAIL
NTS
1
EXHIBIT •
toe
Page 2 of 4
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11
STREET LIGHT CONDUIT
140. AS REQ D (SEE
ELECTRICAL STREET LI0HTIN0 -
PLAN) (SCHDL 40) N
ENCOR GAS
COMMUNICATIONS (4" CONDUIT)
ONCOR ELECTRIC (6" CONDUIT)
i
COMPACTED
BACKFILL TO
FINISHED GRADE
OR BOTTOM OF
SUBGRADE
SAND FILL
FLOWABLE
FILL
DUCT BANK LINE "E6" DETAIL
EXHIBIT
118,1
Page 3 of 4.
NTS
z
STREET LIGHT CONDUIT
O. AS REQ'D (SEE
ELECTRICAL STREET UGHTING ?
PLAN) (SCHDL 40) N
ATMOS GAS
COMMUNICATIONS (4"CONDUIT)
ONCOR ELECTRIC' (6."CONDUIT)
COMPACTED
BACKFILL TO
FINISHED GRADE
OR BOTTOM OF
SUBGRADE
SAND FILL
24"
FLOWABLE
FILL
DUCT BANK L NE "E8" DETAIL
EXHIBIT
Page 4 of 4
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CD
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N
STREET LIGHT CONDUIT
NO. AS REQ'D (SEE
ELECTRICAL STREET LIGHTING
PLAN) (SCHDL 40)
ATMOS GAS
COMMUNICATIONS (4"CONDUIT)
ONCOR ELECTRIC (6"CONDUIT)
Southwest Downtown Easement Conduit Number
EXHIBIT
T'Cn
TW Cable
Parcel #
Type
Conduit #
2
E2
2
3
E2
2
4
E2
2
5
E2
2
6
E2
2
7
E2
2
8
E2
2
9
E2
2
10
E2
2
11
E8
2
12
E2
2
13
E2
2
14
E4
2
15
E4
' 2
16
E6
2
17
E4
2
18
E6
2
19
E8
2
20
ES
2
21
E8
2
22
E8
2
23
E6
2
24
E2
2
25
E2
2
26
E2
2
EXHIBIT
T'Cn
DATE: May 7, 2009
SUBJECT: City Council Meeting — May 14, 2009
ITEM: 9G1. Consider a resolution authorizing the Mayor to execute an Easement to
Conduits Contained within a Duct Bank with Time Warner Entertainment-
Advance/Newhouse Partnership for the Southwest Area Downtown
Infrastructure Project.
Department:
Staff Person:
Justification:
Transportation Services
Tom Word, P.E., Chief of Public Works Operation
An easement is required with Time Warner Entertainment-Advance/Newhouse Partnership for the
installation of a duct bank facility composed of concrete surrounding conduit pipes constructed for the
purpose of installing wire and fiber optic cabling. The easement parcels affected by the Southwest Area
Downtown Infrastructure Project are parcels 1 thru 26. This easement is needed as part of the
relocation of the dry utility infrastructure to replace existing overhead cable facilities with their
equivalent in an underground capacity in 2 exclusive 4 -inch conduit pipes located in numbered conduits
located in the duct bank.
Funding:
Cost: N/A
Source of funds: N/A
Outside Resources: N/A
Background Information:
At the January 8, 2009 City Council meeting a contract was approved with BRH Garver Construction
Company (R -09-01-08-8B2) for the construction of the Southwest Area Downtown Infrastructure
Project. A previous easement was approved with TW Telecom of Texas, LLC on March 12, 2009 (R -09-
03-12-8D2).
Public Comment: N/A
EXECUTED
DOCUMENT
FOLLOWS
RECORDED
DOCUMENT
FOLLOWS
11111111111111111111111111111111111111
IIII
IIIIIIII
II ESMT
17 PGS
EASEMENT TO CONDUITS
CONTAINED WITHIN A DUCT BANK
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
2009046072
KNOW ALL BY THESE PRESENTS:
Whereas, the City of Round Rock, Texas ("Grantor") is a home rule city
situated in the County of Williamson and State of Texas, and
Whereas, Grantor is the owner of ,an underground duct bank facility ("Duct
Bank"), composed of concrete surrounding conduit pipes constructed for the purpose of
installing wire, fiber optic cable, and other appurtenances for public utilities, and
Whereas, Grantor hereby covenants with Time Warner Entertainment-
Advance/Newhouse Partnership, a New York general partnership, d/b/a Time Warner
Cable, through its Central Texas Division, ("Grantee") that Grantor has full power,
authority and right to execute and grant this Easement to Conduits Contained within a
Duct Bank (the "Agreement"); and
Whereas, the Duct Bank is located within a public utility easement or roadway
right-of-way more particularly described in Exhibits A and AA=1 as Parcels 1 through 26;
and
Whereas, the Duct Bank consists of four (4) different types of duct banks referred
to as "E2", "E4", "E6", and "E8" on Exhibit B, and
Whereas, Time Warner Entertainment-Advance/Newhouse Partnership, a
New York general partnership, d/b/a Time Warner Cable, through its Central Texas
Division, ("Grantee") wishes to obtain an easement from Grantor for the purpose of
Servicing (as defined below) the Equipment as determined necessary by Grantee to
provide communication services to Grantee's customers (the "Specified Uses") in two (2)
exclusive four (4) inch conduit pipes located in numbered conduits located in the Duct
Bank as shown on Exhibit C (collectively, the "Conduits");
Now Therefore, for and in consideration of the sum of Ten and No/100 Dollars
($10.00) and other good and valuable consideration paid by Grantee, the receipt and
sufficiency of which is hereby acknowledged by Grantor, Grantor hereby GRANTS,
SELLS, DEDICATES and CONVEYS unto Grantee certain rights and interests in the
nature of an easement (the "Easement") to exclusively install, construct, lay, reconstruct,
operate, maintain, repair, replace, enlarge, relocate, inspect, supplement and remove
(collectively, "Service" or "Servicing"), at any time or times hereafter, its communication
systems and related components, lines and equipment, together with all such
communication facilities, including, without limitation, conduits, cables, wires, fibers,
589471v3
70101.05534
12-- Oct C -1 1G� t
poles, pedestals, pipes, antennas fixtures, handholes, apparatus and appurtenances, as it
may from time to time require or deem proper therefore (collectively, the "Equipment")
in the Conduits.
This conveyance is made and accepted subject to any and all conditions and restrictions,
if any, relating to the hereinabove described property to the extent, and only to the extent,
that the same may still be in force and effect and shown of record in the office of the
County Clerk of Williamson County, Texas.
Except as otherwise noted, the Easement, rights and privileges herein granted in this
Agreement shall be perpetual, provided however the Easement, rights, and privileges
shall cease and revert to Grantor in the event the Equipment within the Conduits are
abandoned, or shall cease to be used, for a period of five (5) consecutive years. The
Equipment placed or installed in the Easement and the Conduits by Grantee, whether
permanent or temporary and replacements thereof, shall be and remain the property of
Grantee, and may be removed by Grantee at Grantee's discretion at any time.
This Agreement and the rights to the Easement are freely alienable and transferable by
Grantee without the prior consent of Grantor to any affiliate of Grnatee, entity in which
Grantee owns fifty percent (50%) or more of the stock, or entity which owns fifty percent
(50%) or more of the stock of Grantee, which shall include without limitation an
assignment of Grantee's interest under this Agreement by operation of law or as a
consequence of a merger of Grantee into or with another entity, a change of control of or
change of ownership of Grantee, or a sale of substantially all of Grantee's assets (any
such entity being a "Related Party," and any such assignment or transfer being a "Related
Party Assignment"). Grantee may hereafter transfer, assign and convey this Agreement
and the rights to the Easement in whole or in part and/or grant, convey or permit sub -
easements or the use thereof by non -Related Parties, so long as such sub -easements or
users do not exceed or violate the limitations, restrictions and reservations contained in
this Agreement and Grantee receives Grantor's prior written consent to such grant or
conveyance, which consent shall not be unreasonably withheld, delayed or conditioned.
The Easement, rights and privileges granted herein are exclusive, and Grantor covenants
that it will not convey any other easement or conflicting rights to the Conduits within the
Duct Bank, without the express written consent of Grantee. Grantee acknowledges and
agrees that Grantor has the right to grant to other public utilities similar easements to
other pipes (but not the Conduits) contained within the Duct Bank.
The perpetual Easement, rights and privileges herein granted shall be used for the
Specified Uses, subject to the following terms:
(a) Grantee shall use the Conduits described herein for only the Specific Uses
described herein, and for no other.
(b) Grantor shall be responsible for maintenance of the Duct Bank and the
Conduits being used or reserved for future use by Grantee. Grantee shall be responsible
589471v3
70101.05534
2
for any repairs and associated costs arising from damage caused by Grantee. Grantee
shall report all damages and associated repairs to Grantor.
(c) Grantor shall use reasonable care to assure that Grantee's Equipment
within the Conduits covered by this Agreement are protected from damage by other Duct
Bank users and shall assure efficient access by Grantee to its Equipment. Grantor shall
provide security for the Easement that is reasonably satisfactory to Grantee.
Grantee and Grantor (collectively, the "Parties") shall comply with all laws of the State
of Texas and the United States in regard to the use of the Easement. Nothing in this
Agreement shall have the effect of eliminating or altering the Parties' requirements to
comply with all of the ordinances of the City of Round Rock, State law and Federal law.
In the event this Agreement, or any of its provisions or the operations contemplated
hereunder, are found to be inconsistent with or contrary to any Federal or State law (now
existing or subsequently enacted), State and Federal Law shall control and, if
commercially practicable, this Agreement will be regarded as modified accordingly and
will continue in full force and effect as so modified.
TO HAVE AND TO HOLD the rights and interests described unto Grantee and its
successors and assigns, forever, and Grantor hereby binds itself, and its successors and
assigns, and legal representatives, to warrant and forever defend, all and singular, the
Easement and rights and interests unto Grantee, its successors and assigns, against every
person whomsoever lawfully claiming, or to claim same, or any part thereof. This
Easement is a covenant running with the Duct Bank and the property appurtenant thereto.
[Remainder of this page intentionally left blank. Signature pages follow this page.]
58947Iv3
70101.05534
3
KE,� IN WITNESS WHEREOF, Grantor has caused this instrument to be executed this
, day of A , 2009.
GRANTOR:
CITY OF ROUND ROCK,�TEXAS
By:CP' `' C/ ,
Accepted and Agreed To:
GRANTEE
Time Warner Entertainment -Advance/
Newhouse Partnership, a New York
general partnership, d/b/a Time Warner
Cable, through its Central Texas Division
By: Time Warner Entertainment Company,
L.P., Managing Partner
By:4,--zge----
Name: Shannon Orcutt
Its: VP of Finance
589471v3
70101.05534
4
Alan McGraw, Mayor
ACKNOWLEDGMENTS
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
This instrument was acknowledged before me on this the_ I F.. day of
M. , 2009, by Alan McGraw, Mayor of Round Rock, Texas for the
purposes and consideration and in the capacity therein expressed.
4 ;'r~ SARA L WHITE
ri MY COMMISSION EXPIRES
F' July 11, 2012
THE STATE OF TEXAS
COUNTY OF —1—/2,1 -VIS
SNA4IL
Notary Public, State of
This instrument was acknowledged before me on this the /s7 day of
L , 2009, by Shannon Orcutt, VP of Finance of the Central Texas
Division of Time Warner Entertaininent Company, L.P., as Managing Partner of Time
Warner Entertainment-Advance/Newhouse Partnership, a New York general partnership,
d/b/a Time Warner Cable, for the purposes and consideration and in the capacity therein
expressed.
After recording please return to:
Sheets & Crossfield, P.C.
309 East Main Street
Round Rock, Texas 78664
589471v3
70101.05534
5
Notary Public, State of r exks
Exhibit A
Easement Parcels for Southwest Downtown Project
Parcel No. 1
Starting at Point A, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131325.49, 10158240.02 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 98.0 feet to Point B, identified by the x:y
coordinates of 3131412.10, 10158278.29 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 2
Starting at Point B, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131412.10, 10158278.29 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 35.0 feet to Point C, identified by the x:y
coordinates of 3131406.56, 10158313.53 (NAD 83, Texas State Plane
Central, FIPS 4203),
Parcel No. 3
Starting at Point B, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131412.10, 10158278.29 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 69.0 feet to Point D, identified by the x:y
coordinates of 3131476:05, 10158306.48 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 4
Starting at Point D, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131.476:05, 10158306.48 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 88.0 feet to Point E, identified by
the x:y coordinates of 3131509.92, 10158228.60 (NAD 83, Texas State
Plane Central, FIPS 4203):
Parcel No. 5
Starting at Point E, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131509.92, 10158228.60 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 35.0 feet to Point F, identified by the x:y
1
coordinates of 3131537.48, 10158221.39 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 6
Starting at Point E, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131509.92, 10158228.60 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 41.0 feet to Point G, identified by the x:y
coordinates of 3131520.36, 10158189.66 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 7
Starting at Point G, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131520.36,- 10158189.66 (NAD 83, Texas State Piane
Central, FIPS 4203), thence a distance of 76:0 feet to Point H, identified by
the x:y coordinates of 3131448.86, 10158163.48 (NAD 83, Texas State
Plane Central, FIPS 4203).
Parcel No. 8
Starting at Point G, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131520.36, 10158189.66 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 73.0 feet to Point I, identified by
the x:y coordinates of 3131553.09, 10158132.26 (NAD 83, Texas State
Plane Central, FIPS 4203).
Parcel No. 9
Starting at Point I, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131553.09, 10158132.26 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 110.0 feet to Point 3, identified by the x:y
coordinates of 3131470.01, 10158059.75 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 10
Starting at Point K, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131428.21, 10158339.72 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 382.0 feet to Point L, identified by the x:y
coordinates of 3131788.24, 10158467.61 (NAD 83, Texas State Plane
Central, FIPS 4203).
2
Parcel No. 11
Starting at Point M, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131519.35, 10158548.68 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 175.0 feet to Point N, identified by
the x:y coordinates of 3131684.01, 10158610.11 (NAD 83, Texas State
Plane Central, FIPS 4203).
Parcel No. 12
Starting at Point N, as shown on Exhibit A-1, Identified by the x:y coordinates
of 3131684.01, 10158610.11 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 136.0 feet to Point 0, identified by the x:y
coordinates of 3131697.10, 10158746.07 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 13
Starting at Point N, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131684.01, 10158610.11 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 152.0 feet to Point P, identified by the x:y
coordinates of 3131826.50, 10158665.50 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 14
Starting at Point N, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131684.01, 10158610.11 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 159.0 feet to Point Q, identified by the x:y
coordinates of 3131719.76, 10158501.85 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 15
Starting at Point Q, as shown on Exhibit A-1, identified by the x:y
coordinates of 3131719.76, 10158501.85 (NAD 83, Texas State Plane
Central, FIPS 4203), thence a distance of 76.0 feet to Point L, identified by
the x:y coordinates of 3131788.24, 10158467.61 (NAD 83, Texas State
Plane Central, FIPS 4203).
3
Parcel No. 16
Starting at Point L, as shown on Exhibit A-1, identified by the x:y coordinates
of 31.31788.24, 10158467.61 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 207.0 feet to Point R, identified by the x:y
coordinates of 3131857.22, 10158272.24 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 17
Starting at Point R, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131857.22, 10158272.24 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 185.0 feet to Point S, identified by the x:y
coordinates of 3132031.94, 10158333.17 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 18
Starting at Point R, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131857.22, 10158272.24 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 197.0 feet to Point T, identified by the x:y
coordinates of 3131925.7, 10158086.94 (NAD 83, Texas State Plane Central,
FIPS 4203).
Parcel No. 19
Starting at Point T, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131925.7, 10158086.94 (NAD. 83, Texas State Plane Central, FIPS 4203),
thence a distance of 360.0 feet to Point U, identified by the x:y coordinates
of 3131584.81, 10157970.12 (NAD 83, Texas State Plane Central, FIPS
4203).
Parcel No. 20
Starting at Point T, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131925.7, 10158086.94 (NAD 83, Texas State Plane Central, FIPS 4203),
thence a distance of 154.0 feet to Point V, identified by the x:y coordinates
of 3131977.56, 10157941.42 (NAD 83, Texas State Plane Central, FIPS
4203).
Parcel No. 21
Starting at Point V, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131977.56, 1015794.1.42 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 43.0 feet to Point W, identified by the x:y
coordinates of 3131993.53, 10157900.57 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 22
Starting at Point V, as shown on Exhibit A-1, identified by the x:y coordinates
of 3131977.56, 10157941.42 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 337.0 feet to Point X, identified by the x:y
coordinates of 3132296.80, 10158052.70 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 23
Starting at Point X, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132296.80, 10158052.70 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 193.0 feet to Point Y, identified by the x:y
coordinates of 3132365.28, 10157871.43 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 24
Starting at Point Y, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132365.28, 10157871.43 (NAD 83, Texas State Plane Central, FIPS
4203), thence a . distance of 97.0 feet to Point Z, identified by the x:y
coordinates of 3132274.14, 10157835.68 (NAD 83, Texas State Plane
Central, FIPS 4203).
Parcel No. 25
Starting at Point Y, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132365.28, 10157871.43 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 57.0 feet to Point AA, Identified by the x:y
coordinates of 3132397.51, 10157918.76 (NAD 83, Texas State Plane
Central, FIPS 4203). •
5
Parcel No. 26
Starting at Point Y, as shown on Exhibit A-1, identified by the x:y coordinates
of 3132365.28, 10157871.43 (NAD 83, Texas State Plane Central, FIPS
4203), thence a distance of 80.0 feet to Point AB, identified by the x:y
coordinates of 3132330.19, 10157807.69 (NAD 83, Texas State Plane
Central, FIPS 4203).
P PARCEL#:12 ROUND ROCK AVS
Z DUCTBANK TYPE:E2 t
N LENGTH:136'
7
PARCEL#11 p
DUCTBANCKTYPE EB
LENGTH;175' PARCEL#:13
N LENGDUCTBATiNN
152' PE:E2
PARCEL P.1 o
DUCTBANKTYPE:E2 PARCEL 15 N
N LENGTH:382' PARCEL#14 DUCTBANKTYPE:E4 N Nk
D
Z LENGTH:175' L f
N PARCEL#:3
DUCTBANKTYPE:E2 !A
1�7 LENGTH:69' PARCEL#:16 N
N DUCT13ANK TYPE:EB
K PARCEL#4 ��p LENGTH:207'
PARCEL#2 DUCTBANKTYPEE2 0,
DUCTBANK TYr LENGTH:BB
PE:E4 1
LENGTH;35' Z
B D PARCEL*.5 N�
DUCTSANKTYPE E2
A LENGTH:35' PARCELye 17 vE 3�Z
R LENGT1t�tE9 E E4
W
PARCEL# 1 PARCEL*:a
epC'�Po
DUCTBANKTYPE:EXISTINGPUE H G DucrRAwrf,peE2 0
LENGTH:41' PARCET-�is
LENGTH:98' DUDTaANK TYPe E6
LENGrFt tar PARCEL#22
PARCEL>R:a DUCTBANKTYPE:E8
PARCEL#? DUCTSANKTYPE;E2 .r, LENGTH:337,
LENGTH:77'
DUCTEANK TYPE:Es^
LENGTH:76' PARCEL*:20
DUCTJKWTYPe Es
LENGTH:ter
X PARCEL ilk 23
V DUCT8ANK TYPE:E6
LEG ND PARCEL It 9 PARM is LENGTH:193'
DUCTBANKTYPE:E2 DUCTBANKTYPE:E6 V
• EA$m*-NTENDPoiNrs LENGTH:IID' LENGTH:ua
�-EASEIENTAUGNMENT PARCEL P.24
EASEMENT TYPE � PARCEL*:21 PARCELDUCTBNKTYPE:E2
AA
20-2 AT 9'68 AT 4'BCH 40 CONDUIT DUCTSANK TYPE:EB W PARCEL#25
E4:4Ea•4 AT 9'88 AT 4'SCH 40 CONDUIT LENGTH:43' LENGTH:97" TYPE:E2
DUCTBANK
�:$a-6 AT 8.68 AT 4'SCH 40 CONDUIT LENGTH: K
E8:8E8.6 AT 8"&8 AT i'SCH W CONDUIT
UGS:UNDERGROUND SECONDARY
Z.
PARCEL#:26
DUCTBANKTYPL?E2
AB LENGTH:80'
N
A
D 25'—•�—�0
0
eet DRY UTILITY EASEMENT LOCATIONS EXH1B1'T
24"
w
COMPACTED co
BACKFILL TO =i v
FINISHED GRADE IT -
OR BOTTOM OF
SUBGRADE STREET LIGHT CONDUIT '—
SAND FILL
FLOWABLE
FILL
1 9' 10
DUCT BANK LINE "E2" DETAIL
EXHIBIT
11Bn
Page 1 df 4
NTS
NO. AS REQ.!) (SEE
ELECTRICAL STREET LIGHTING f
PLAN) (SCHDL 40)
ATMOS GAS
COMMUNICATIONS (4" CONDUIT)
ONCOR ELECTRIC (6" CONDUIT)
24"
COMPACTED
BACKFILL TO
FINISHED GRADE
OR BOTTOM OF
SUBGRADE
SAND FILL
FLOWABLE
FILL
DUCT BANK . LINE "E4" DETAIL
EXHIBIT
oBo
Page 2 of 4
NTS
La
0
w
STREET LIGHT CONDUIT o
NO. AS REQ'D (SEE Z
ELECTRICAL STREET LIGHTING
PLAN) (SCHDL 40) ti,
ENCOR GAS
COMMUNICATIONS (4" CONDUIT)
ONCOR ELECTRIC (6" CONDUIT)
24"
COMPACTED
BACKFILL TO
FINISHED GRADE
OR BOTTOM OF
SUBGRADE
SAND FILL
FLOWABLE
FILL
w
0
w
STREET LIGHT CONDUIT '—
140. AS REVD (SEE
ELECTRICAL STREET LIGHTING
PLAN) (SCHDL 40) td -
0 0 00
0000
DUCT BANK LINE "E6" DETAIL
EXHIBIT
i9 Page 3 of 4
NTS
ATMOS GAS
COMMUNICATIONS (4"CONDUIT)
ONCOR ELECTRIC' (6"CONDUIT)
24"
COMPACTED
BACKFILL TO
FINISHED GRADE
OR BOTTOM OF
SUBGRADE
SAND FILL
FLOWABL.E
FILL
0000
000 0
DUCT BANK L •NE "E8" DETAIL
STREET LIGHT CONDUIT
NO, AS REQ'D (SEE
ELECTRICAL STREET LIGHTING
PLAN) (SCHDL 40) N
ATMOS GAS
COMMUNICATIONS (4"CONDUIT)
ONCOR ELECTRIC (6"CONDUIT)
EXHIBIT
IIB it
I Page 4 of 4
NTS
CITY OF ROUND ROCK -
ADMINISTRATION
221 EAST MAIN STREET
ROUND ROCK, TX 78664
Southwest Downtown Easement Conduit Number
2
EXHIBIT
ucu
FILED AND RECORDED
OFFICIAL PUBLIC RECORDS 2009046072
06/29/2009 10:12 AM
SURRATT $80.00
NANCY E. RISTER, COUNTY CLERK
WILLIAMSON COUNTY, TEXAS
TW Cable
Parcel #
Type
Conduit #
2
E2
2
3
E2
2
4
E2
2
5
E2
2
6
E2
2
7
E2
2
8
E2
2
9
E2
2
10
E2
2
11
E8
2
12
E2
2
13
E2
2
14
E4
2
15
E4
/ 2
16
E6
2
17
E4
2
18
E6
2
19
E8
2
20
E8
2
21
E8
2
22
E8
2
23
E6
_
2
24
E2
2
25
E2
2
26
E2
2
2
EXHIBIT
ucu
FILED AND RECORDED
OFFICIAL PUBLIC RECORDS 2009046072
06/29/2009 10:12 AM
SURRATT $80.00
NANCY E. RISTER, COUNTY CLERK
WILLIAMSON COUNTY, TEXAS